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**U.S.      Securities and Exchange Commission**

**Washington,        D.C. 20549**

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**FORM      10-KSB/A**

| [X] | Annual                report under Section 13 or 14(d) of the Securities Exchange Act of                1934                for the fiscal year ended December 31,                2006. |
|-----|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| [                ] | Transition                report under Section 13 or 15(d) of the Securities Exchange Act of                1934                for the transition period                from                           to          |   |
|--------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|

|   | Commission                File Number: 000-27507 |
|--------|--------------------------------------------------|

|   | **AUXILIO,                INC.** |
|--------|----------------------------------|

|   | (Name                of Small Business Issuer in its                Charter) |
|--------|------------------------------------------------------------------------------|

| **Nevada**                                                                    | **88-0350448**                                                    |
|-------------------------------------------------------------------------------|-------------------------------------------------------------------|
| (State                or other jurisdiction of incorporation or organization) | (I.R.S.                EmployerIdentification                No.) |

|   | 27401                Los Altos, Suite 100, Mission Viejo,                California  92691 |
|--------|------------------------------------------------------------------------------------------------------|

|   | (Address                of principal executive offices) |
|--------|---------------------------------------------------------|

|   | (949)                614-0700 |
|--------|-------------------------------|

|   | (Issuer’s                telephone number) |
|--------|--------------------------------------------------|

|   | Securities                registered under Section 12(b) of the Act:                None |
|--------|------------------------------------------------------------------------------------------|

|   | Securities                registered under Section 12(g) of the                Act: |
|--------|-------------------------------------------------------------------------------------|

|   | Common                Stock, $.001 par value |
|--------|----------------------------------------------|

|   | (Title                of Class) |
|--------|---------------------------------|

**Explanatory      Note**

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**Item      8A.                     Controls      and Procedures**

**Item      13.                      Exhibits**

**Exhibits**

| **No.** | **Item**                                                                                                                                                                                                                                                                                                                                                  |
|---------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 2.1     | Agreement                and Plan of Reorganization dated as of November 20, 2001, by and                between                the Company and e-Perception, Inc. (incorporated by reference to                Exhibit                1.1 to the Registrant’s Form 8-K filed on January 24,                2002).                                  |
| 2.2     | Agreement                and Plan of Merger, dated April 1, 2004, by and between Auxilio,                Inc.,                PPVW Acquisition Corporation, and Alan Mayo & Associates, Inc. (filed                as Exhibit 2.1 to the Registrant’s Form 8-K filed on April 16,                2004).                                         |
| 3.1     | Certificate                of Incorporation (incorporated by reference to Exhibit 3.1 to the                Registrant’s Form 10-KSB filed on April 19, 2005).                                                                                                                                                                                      |
| 3.2     | Bylaws                (incorporated by reference to Exhibit 2 to the Registrant’s Form 10-SB                filed on October 1, 1999).                                                                                                                                                                                                              |
| 4.1     | Subscription                Agreement, dated as of January 9, 2002, by and among the Company                and each                of the stockholders of e-Perception, Inc. (incorporated by reference                to                Exhibit 1.1 to the Registrant’s Form 8-K filed on January 24,                2002).                       |
| 10.1    | 2000                Stock Option Plan (incorporated by reference to Exhibit 10.1 to the                Registrant’s Form 10-KSB filed on April 19, 2005).                                                                                                                                                                                           |
| 10.2    | 2001                Stock Option Plan (incorporated by reference to Exhibit 10.2 to the                Registrant’s Form 10-KSB filed on April 19, 2005).                                                                                                                                                                                           |
| 10.3    | 2003                Stock Option Plan (incorporated by reference to Exhibit 10.3 to the                Registrant’s Form 10-KSB filed on April 19, 2005).                                                                                                                                                                                           |
| 10.4    | 2004                Stock Option Plan (incorporated by reference to Exhibit 10.4 to the                Registrant’s Form 10-KSB filed on April 19, 2005).                                                                                                                                                                                           |
| 10.5    | Standard                Office Lease by and between Arden Realty Limited Partnership and                e-Perception Technologies, Inc. (incorporated by reference to Exhibit                10.1                to the Registrant’s Form 10-QSB filed on May 15, 2002).                                                                            |
| 10.6    | Asset                Purchase Agreement between Workstream USA, Inc., Workstream, Inc.                and                PeopleView, Inc. dated March 8,. 2004                (incorporated by reference to Exhibit 2.1 to the Registrant’s Form 8-K                filed on April 2, 2004).                                                        |
| 10.7    | Addendum                dated as of May 27, 2004 to Asset Purchase Agreement dated March                17th,                2004 between Workstream Inc. Workstream USA, Inc. and PeopleView,                Inc.                (incorporated by reference to Exhibit 2.1 to the Registrant’s Form 8-K/A                filed on August 3, 2004). |
| 10.8    | Revolving                Loan and Security Agreement between Auxilio, Inc. and Michael D.                Vanderhoof (filed as Exhibit 10.1 to the Registrant’s Form 8-K filed on                December 29, 2004).                                                                                                                                 |
| 10.9    | Executive                Employment Agreement between Registrant and Etienne Weidemann, President                and Chief Operating Officer dated April 1, 2004 (incorporated by                reference                to Exhibit 10.9 to the Registrant’s Form 10-KSB filed on April 19,                2005)..                                 |
| 10.10   | Executive                Employment Agreement between Registrant and Joseph J Flynn, Chief                Executive Officer and Chairman of the Board of Directors dated April                1,                2004 (incorporated by reference to Exhibit 10.10 to the Registrant’s Form                10-KSB filed on April 19, 2005)..          |
| 10.11   | Executive                Employment Agreement between Registrant and James Stapleton, Chief                Financial Officer and Corporate Secretary dated April 1, 2004                (incorporated by reference to Exhibit 10.11 to the Registrant’s Form                10-KSB filed on April 19, 2005)..                                       |
| 10.12   | Executive                Employment Agreement between Registrant and Paul T. Anthony, Chief                Financial Officer and Corporate Secretary dated December 10, 2004                (incorporated by reference to Exhibit 10.12 to the Registrant’s Form                10-KSB filed on April 19, 2005)..                                   |
| 10.13   | Standard                Office Lease agreement by and between Auxilio, Inc and McMorgan                Institutional Real Estate Fund I, LLC. dated October 13, 2004                (incorporated by reference to Exhibit 10.13 to the Registrant’s Form                10-KSB filed on April 19, 2005)..                                           |
| 10.14   | Loan                and Security Agreement between Auxilio, Inc. and Cambria Investment                Fund,                L.P.  (filed as Exhibit 10.1 to the Registrant’s Form 8-K filed                on November 28, 2005).                                                                                                         |
| 10.15   | Executive                Employment Agreement between Registrant and Joseph J Flynn, Chief                Executive Officer dated March 14, 2006  (filed as Exhibit 10.1                to the Registrant’s Form 8-K filed on March 22, 2006).                                                                                            |
| 10.16   | Executive                Employment Agreement between Registrant and Etienne Weidemann, President                and Chief Operating Officer dated March 15, 2006  (filed as                Exhibit 10.2 to the Registrant’s Form 8-K filed on March 22,                2006).                                                            |
| 10.17   | Executive                Employment Agreement between Registrant and Paul T. Anthony, Chief                Financial Officer and Corporate Secretary dated March 15, 2006 (filed                as                Exhibit 10.3 to the Registrant’s Form 8-K filed on March 22,                2006).                                                |
| 10.18   | Securities                Purchase Agreement dated as of April 7, 2006, between Auxilio, Inc.                and                Laurus Master Fund, Ltd. (filed as Exhibit 10.1 to the Registrant’s Form                8-K filed on April 13, 2006).                                                                                               |
| 10.19   | Secured                Convertible Term Note dated as of April 7, 2006 issued by Auxilio,                Inc. to                Laurus Master Fund, Ltd. (filed as Exhibit 10.2 to the Registrant’s Form                8-K filed on April 13, 2006).                                                                                               |
| 10.20   | Loan                and Security Agreement dated as of October 25, 2006, between Auxilio,                Inc.                and Cambria Investment Fund, L.P. (filed as Exhibit 10.1 to the                Registrant’s Form 8-K filed on October 27, 2006).                                                                                       |
| 14      | Registrants                Code of Ethics (incorporated by reference to Exhibit 14.1 to the                Registrant’s Form 10-KSB filed on April 14, 2004).                                                                                                                                                                                       |
| 16.1    | Letter                regarding change in certifying accountants dated February 14, 2002                (incorporated by reference to Exhibit 16 to the Registrant’s Form 8-K                filed on February 15, 2002).                                                                                                                           |
| 16.2    | Letter                regarding change in certifying accountants dated December 22, 2005                (incorporated by reference to Exhibit 16.1 to the Registrant’s Form 8-K/A                filed on January 24, 2006).                                                                                                                        |
| 21.1    | Subsidiaries*                                                                                                                                                                                                                                                                                                                                             |
| 31.1    | Certification                of the Chief Executive Officer pursuant to Rule 13a-14(a) and rule                15d-14(a).                                                                                                                                                                                                                                 |
| 31.2    | Certification  of                the Chief Financial  Officer  pursuant to Rule                13a-14(a) and rule 15d-14(a).                                                                                                                                                                                                |
| 32.1    | Certification                of the CEO and CFO pursuant to 18 U.S.C. Section 1350 as adopted                pursuant                to Section 906 of The Sarbanes-Oxley Act of                2002.*                                                                                                                                                    |

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**Signatures**

**Signature                                                Title                                                                                Date**

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