<SEQUENCE>1




                          UNITED STATES

               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549

                          FORM 10-QSB/A


Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

For the quarterly period ended          September 30, 1999

Commission file Number     0-9519

                   Regent Technologies, Inc.
(Exact name of registrant as specified in its charter.)

            Texas                     84-0807913
(State or other jurisdiction of    (I.R.S. Employer
incorporation or organization)     Identification No.)

2929 ELM STREET, DALLAS, TEXAS                  75226
 (Address of principal executive offices)     (Zip Code)

Registrant's telephone number, including area code:
972 818-3738

Indicate  by  check  mark  whether the registrant(1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or  for  such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.


                         YES [X]        NO [ ]

     Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practical
date:

     Common Stock, $.10 Par Value - 5,500,817 shares as of
October 31, 1999.


<PAGE>

                           EXPLANATORY NOTE


New management of the  Company is in the process of filing  current and, as
necessary, amended  reports  with the  Securities and  Exchange  Commission
(the "SEC"), including  filing  10-Q, 10-K, and 8-K  reports for delinquent
periods.  The objective is to be in compliance with reporting  requirements
under Section 13(a) of the Securities  Exchange Act of 1934 and to take the
steps necessary for the stock of the Company to begin trading.  The Company
plans to operate as a financial services and investment management firm.

This amendment on  Form  10-QSB/A  amends  the  Company's  Quarterly Report
on Form 10-QSB for  the three  and  nine month periods ended  September 30,
1999 and September 30, 1998, as  initially filed with the SEC on August 18,
1999, and  is being  filed  to more accurately reflect the  cancellation of
the accrued  salaries and  disposal of the Company's subsidiaries effective
January 1, 1998  on the  financial  statements for the three and nine month
periods ended September 30, 1999 and September 30, 1998.

Also, subsequent to  the  third  quarter of 1999, the legal counsel for the
Company determined that the agreement to grant  stock options and  to issue
40,246,209  shares of restricted Common Stock to the Straza Family  Limited
Partnership was void due to failure of consideration. The result of voiding
this  agreement was  the reduction of  assets and  the number  of shares of
common stock and stock  options  issued  and  outstanding and the resulting
per share loss for the three  month and nine month  periods ended September
30, 1999.


<PAGE>

                           REGENT TECHNOLOGIES, INC.
                                FORM 10-QSB/A
                              TABLE OF CONTENTS
                                                              Page

PART I  FINANCIAL INFORMATION

Item 1.  Financial Statements................................... 2

           INCOME STATEMENTS
           For the three months and nine months ended September 30,
           1999 and 1998 (unaudited)............................ 2

           BALANCE SHEETS
           As of September 30, 1999 (unaudited)
           and December 31, 1998 (audited)...................... 3

           STATEMENTS OF CASH FLOWS
           For the nine months ended September 30, 1999 and 1998
           (unaudited).......................................... 4

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations.................... 7

PART II OTHER INFORMATION

Item 5.  Other Information...................................... 8

Item 6.  Exhibits and Reports on Form 8-K....................... 8

SIGNATURES.......................................................9



<PAGE>
<TABLE>

                 PART I. - FINANCIAL INFORMATION



Item 1. Financial Statements

                      REGENT TECHNOLOGIES, INC.
                         INCOME STATEMENTS
                FOR THE THREE MONTHS and NINE MONTHS
                    ENDED SEPTEMBER 30, 1999 AND 1998
                           (Unaudited)


(Amounts in thousands, except per share data)
<CAPTION>
                           Three months ended   Nine months ended
                              September 30         September 30
                           __________________   ________________
                              1999      1998      1999      1998
<S>                          <C>      <C>       <C>       <C>
REVENUES

Interest income and other    $    2    $    0   $     6    $    2
                             ______    ______    ______     _____
                                  2         0         6         2
COSTS AND EXPENSES
Selling, general and
 administrative expenses         10        64        40       233
Depreciation and amortization     0         0         1         2
Interest expense                  0         0         0         0
                             ______    ______    ______      _____
                                 10        64        41       235

NET LOSS                         (8)      (64)      (35)     (233)
                             ------    ------    ------     ------

DISCONTINUED OPERATIONS
  Loss on disposal of divisions                              (385)

NET EARNINGS (LOSS) APPLICABLE
TO COMMON STOCK                  (8)       (64)     (35)     (618)
                              ------    ------    ------    ------
Loss per share              $ (.002)   $ (.019) $ (.008)  $ (.184)

Weighted average Common
Shares outstanding            4,490      3,400    4,422     3,360

<FN>
See Accompanying Notes to Financial Statements.
</TABLE>
                                      2
<PAGE>
<TABLE>

                          REGENT TECHNOLOGIES, INC.
                                BALANCE SHEETS


<CAPTION>
                             September 30, 1999   December 31, 1998
                               ______________      ______________
                                 (Unaudited)          (Audited)
<S>                                   <C>                <C>
ASSETS
Current Assets
  Cash                                $    0             $    0
  Note receivable from
    related party                          8                 20
  Accounts receivable                     28                 28
                                      ______             ______
Total Current Assets                      36                 48

 Furniture and fixtures                    8                  8
 Computer and electronic equipment         3                  3
                                      ______             ______
                                          11                 11
 Less accumulated depreciation             7                  7
                                      ______             ______
Total Fixed Assets                         4                  4
Other Assets                              67                 67
                                      ______             ______
TOTAL ASSETS                          $  106             $  119
</TABLE>
<TABLE>

<CAPTION>
LIABILITIES
<S>                                   <C>                <C>
Current Liabilities
  Accounts Payable                    $   54             $   48
  Accrued Compensation                     0                170
                                      ______             ______
Total Current Liabilities                 54                218


Long Term Liabilities                     64                 64

Shareholders' Equity (Deficiency)
  Common Stock, par value $.01 per share
   Authorized 100,000,000 shares
   Issued and outstanding -
   5,500,817 and 3,643,693 shares         55                 36
  Capital in excess of par value       3,316              3,149
 Accumulated deficit                  (3,383)            (3,348)
                                      _______            _______
Total Shareholders' Equity
 (Deficiency)
                                      $  (12)            $ (163)
                                         ____               ____

TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY (DEFICIENCY)                   $  106             $  119
<FN>
See Accompanying Notes to Financial Statements.
</TABLE>
                                      3

<PAGE>
<TABLE>
                    REGENT TECHNOLOGIES, INC.
                    STATEMENTS OF CASH FLOWS
               FOR THE NINE MONTHS ENDED SEPTEMBER 30,
                           (Unaudited)

(Amounts in thousands)
<CAPTION>
                                        1999               1998
                                        ____               ____
<S>                                   <C>                <C>
Cash Flow From Operating Activities:
 Loss From Operations                 $  (35)            $ (618)
                                      _______            _______


Adjustments To Reconcile Net
 Income to Net Cash (Used)Provided by
 Operating Activities
  Depreciation                             1
  Loss on disposal of subsidiaries
 (Increase) Decrease in                                     385
  Receivables
  Deposits                                                   18
 Increase (Decrease) in
  Accounts payable                         9                (28)
  Accrued compensation                  (165)               185
                                      _______            _______
Net Cash Used In Operating Activities $ (190)            $  (58)
                                      _______            _______

Cash Flow From Investing Activities:
  Net collections on notes            $    0             $    0
  Decrease to equipment
  Costs of investment
    in subsidiary
  Increase  in other assets
Net Cash Used In                      _______            _______
  Investing Activities                $    0             $    0

Cash Flow From Financing Activities:
  Notes receivable for issuance of
  Common Stock                        $    0             $    0
  Net issuance of Common Stock           190                 56
  Decrease to equipment
  Net proceeds from
    note to shareholder
                                      _______            _______
Net Cash Provided From
  Financing Activities                $  190             $   56
                                      _______            _______
  Increase (decrease) in Cash              0                 (2)
Cash at Beginning of Period           $    0             $    2
                                      _______            _______
Cash at End of Period                 $    0             $    0
<FN>
See Accompanying Notes to Financial Statements.
</TABLE>
                                     4
<PAGE>
                          REGENT TECHNOLOGIES, INC.
                        NOTES TO FINANCIAL STATEMENTS
             September 30, 1999 (unaudited) and December 31, 1998


(1) BASIS OF PRESENTATION

The accompanying  financial  statements, which should  be read in
conjunction with the financial statements of Regent Technologies,
Inc. ("the Company") included  in the 1998 Annual Report filed on
Form 10-K/A, are unaudited but have been prepared in the ordinary
course of business for the  purpose of providing information with
respect  to  the interim  period. The Company believes  that  all
all  adjustments (none of  which were other than normal recurring
accruals) necessary for a fair presentation for such periods have
been included.

(2) ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General

     The  terms  "Company" and "Regent" when used herein  mean
Regent   Technologies,  Inc.  and  its  subsidiaries.   Regent
Technologies, Inc., formerly Regent Petroleum Corporation, was
incorporated  under  the  laws of the  State  of  Colorado  on
January  18,  1980.   In 1994, new management  redirected  the
Company's core business as an incubator for the development of
emerging technologies and the shareholders voted to rename the
Company  at a shareholders meeting held on December 19,  1994.
At  the  shareholders  meeting held  on  March  4,  1998,  the
shareholders  approved a 1 for 6 reverse split of  the  Common
Stock of the Company.

     On  December 19, 1994, the Board approved the acquisition
of  SSB  Environmental,  Inc. ("SSBE") for  restricted  common
stock  and incentives.  SSBE was the Company's entry into  the
landfill  mining  business  in the  State  of  New  York.   On
September  15,  1996, the Company announced it  had  initiated
highspeed  Internet  access for home and  business  using  the
National  Knowledge  Networks, Inc.  ("NKN")  digital  network
under a Technology License which licenses the hardware and the
software  necessary  for the Company to offer  access  to  the
Internet.   The  License was obtained from  NKN  Technologies,
Inc.  ("NKN")  for  2,500,000 shares of common  stock  of  the
Company,  600,000  registered shares and 1,900,000  restricted
shares.  On December 7, 1996, the License was assigned to  the
Company's wholly owned subsidiary, Regent Tel1 Communications,
Inc.  ("TEL1").  Effective September 1, 1997, Regent  acquired
ConnecTen, L.L.C. ("ConnecTen") for 100,000 shares  of  Regent
restricted  common  stock.   The focus  of  ConnecTen  was  to
provide  a  wide  range  of Internet  services  for  corporate
customers including high-speed access, web hosting, server co-
location and web page development.  Effective January 1, 1998,
TEL1  initiated  the  offering of  wireless  products  through
Regent's  acquisition of Channel Services, L.C. which  allowed
TEL1 to succeed to Channel's status as a preferred customer of
AT&T  Wireless Services Corp.  Channel Services  was  acquired
through the issuance of  1,281,667 shares of restricted common
stock  and  warrants which can be exercised for an  additional
80,000 shares of Regent restricted common stock.  On March 20,
1998,  the  Company  announced  its  entry  into  the  digital
printing  and  prepress business through  its  new  subsidiary
company,  Regent  Digital  Imaging,  Inc.  ("RDI").   RDI  was
incorporated as a Texas corporation and was initiated  because
of  the  Company's knowledge of and access to the technologies
related  to  this industry and the Company's belief  that  the
digital  printing business can be enhanced through utilization
of  the Internet.

Recent Business Developments

Effective January  1, 1998, and  in  an  effort  to  allow new
management  to  initiate new  directions  for the Company, the
aforementioned  named subsidiary  companies have been divested
to  related  parties.  See "Note 3. Transactions  with Related
Parties."

During  the  first  quarter, 1999, the  Company  entered  into
negotiations  to  develop  businesses  related   to   landfill
management  and reclamation including the potential  to  enter
the waste hauling business.

Depreciation

Depreciation  is provided in amounts sufficient to relate the
cost of depreciable assets to operations over their estimated
service  lives  (5  years).    The  straight-line  method  of
depreciation is used for financial  reporting purposes, while
accelerated methods are used for federal income tax purposes.

Income Taxes

The Company  utilizes the method of accounting  for  federal
income tax set forth in Statement  of  Financial  Accounting
Standards No. 109 "Accounting for Income Taxes" (SFAS  109).
SFAS   109   requires  the  recognition  of   deferred   tax
liabilities   and  assets  for  the  expected   future   tax
consequences  of  events that have been  recognized  in  the
Company's  financial statements or tax returns.  Under  this
method,  deferred tax liabilities and assets are  determined
based  on  the  difference between the  financial  statement
carrying amounts  and  tax bases of assets and  liabilities,
using enacted  tax  rates  in  effect  in  the  years  which
the differences are expected to  reverse.  These   temporary
differences primarily relate to depreciation, depletion  and
amortization.  The Company has not recognized the benefit of
any  net  operating  loss carryforwards  as  the  result  of
adopting  SFAS  109, and no deferred tax  assets  have  been
recorded  on the books of the Company due to uncertainty  as
to the Company's ability to utilize the loss carryforwards.

Loss Per Share

Loss per share is based  on the weighted average  number  of
common   shares   outstanding  for  each  period  presented.
Common  Stock  equivalents  are included  if  dilutive.   In
February  1997,  the  Financial Accounting  Standards  Board
issued  Statement  No. 128, "Earnings per Share,"  which  is
required  to  be adopted for years ending after December 15,
1997.  Under  the  new  requirements for calculating primary
earnings per share, the dilutive effect of stock options and
warrants will be excluded. Statement No. 128 is not expected
to have a material impact on the net loss per share  of  the
Company.

Cash Equivalents

The  Company does not consider any of its assets to meet the
definition of a cash equivalent.


                            5
<PAGE>
                 REGENT TECHNOLOGIES, INC.
                NOTES TO FINANCIAL STATEMENTS
      September 30, 1999 (unaudited) and December 31, 1998

(3) TRANSACTIONS WITH RELATED PARTIES

During the  first  quarter  of  1999,  the  Directors  approved
settlement  agreements  with  the  Chairman, the President, the
General   Counsel, the  Director  of  Marketing and  the  Chief
Technical   Officer  to  terminate  each  of  their  employment
contracts and the deferred compensation amounts due thereunder.
The Company issued 50,000 shares of restricted  Common Stock each
to the General Counsel and the Director of Marketing  to  fulfill
previous commitments. In addition, the Company released the Chief
Technical Officer from  his employment contract in  exchange  for
the  stock  grant thereunder.  Pursuant thereto, 42,876 shares of
restricted Common Stock was returned to the Company.

The  Chairman accepted a $90,000 promissory note for the $90,000
deferred compensation  owed.  The  promissory  note was assigned
to a third party and redeemed by the Company with 900,000 shares
of restricted Common Stock.  In addition, the Chairman agreed to
accept, effective January 1, 1998, conveyance of 100% of the assets
and liabilities of Regent Digital Imaging, Inc. and ConnecTen, LLC
in exchange for all indebtedness owed to the  Chairman including
monies owed under a secured line of credit and termination of his
employment  contract.   From   the  assets  of  the  transferred
companies, the Chairman agreed to pay certain Company  payables,
including $20,000 to the Company plus monies owed to the General
Counsel,  the  Chief  Technical  Officer  and  the  Director  of
Marketing  and  related  taxes  for  the  termination  of  their
employment contracts. The promissory note was assigned to a third
party and paid by the Company with 900,000  shares  of restricted
Common Stock.

The President accepted a $90,000 promissory note and  an  account
payable of $10,000 for the $80,000 deferred compensation owed and
$20,000 of  expense  reimbursement  for  the  termination  of his
employment contract.  In addition, the President agreed to accept,
effective  January 1, 1998, conveyance of  100% of the assets and
of Channel Services, L.C. in  exchange for the liabilities of the
company.  The only asset was a computer.  The promissory note was
assigned to a  third  party and  paid by the Company with 900,000
shares  of restricted Common Stock.

Effective January 1, 1998, Woody Inc. purchased 100% of the shares
of the stock of Tel1 Communications, Inc. for $67,000 in  the form
of a promissory note due and payable on or before December, 2003.

During  the third  quarter of 1999, the Company issued 40,246,209
shares of   Restricted  Common Stock to the Straza Family Limited
Partnership in  exchange   for $1,200,000  notes  receivable  and
issued stock options to that entity.  Subsequently, this exchange
was reversed with all shares and options voided or returned to the
Company.

(4)  COMMITMENTS

The  Company  has a lease on its office space located at 2929 Elm
Street, Dallas,  Texas  for $3,500 per month, which lease expires
on August 31, 2000.  Effective January 1, 1999, this space was sub-
leased to Worksoft, Inc. for the lease amount.

(5)  CHANGES IN MANAGEMENT AND EVENTS

Effective  June 22, 1999,  the  Board  of Directors elected  Lupe
Vasquez and Brian Layton as Directors.  Lupe Vazquez declined to
serve as a Director.

Effective  June 28, 1999,  the  Board  of  Directors  accepted the
resignations  of  Roy W. Mers  as  Director, Chairman and as Chief
Executive Officer and David A. Nelson as Director and President.

Effective  June 28, 1999,  the  Board of Directors elected  Robyn
Sterritt as Director, President and  Chief Executive Officer.  Ms.
Sterritt  was  also  elected  Chairman  of  the Board of Directors
effective June 28, 1999.

                                  6

<PAGE>

Item 2.  Management's  Discussion  and  Analysis  of Financial
Conditions and Results of Operations

The   statements  contained  in  this  Form  10-QSB  that  are
not   historical   facts   are   forward-looking    statements
(as   such   term   is   defined   in   the Private Securities
Litigation  Reform  Act  of  1995)  that  involve  risks   and
uncertainties.    Such  forward-looking  statements   may   be
identified  by, among other things, the use of forward-looking
terminology  such  as  "believes," "expects,"  "may,"  "will,"
should"  or  "anticipates" or the negative  thereof  or  other
variations   thereon   or  comparable   terminology,   or   by
discussions  of strategy that involve risks and uncertainties.
From  time  to  time, the Company or its representatives  have
made  or  may  make forward-looking statements, orally  or  in
writing.   Such forward-looking statements may be included  in
various  filings made by the Company with the  Securities  and
Exchange    Commission,   or   press   releases    or     oral
statements  made  by  or with the approval  of  an  authorized
executive  officer  of  the  Company.   These  forward-looking
statements,  such  as statements regarding anticipated  future
revenues,  capital expenditures and other statements regarding
matters  that  are not historical facts, involve  predictions.
The  Company's  actual  results, performance  or  achievements
could  differ  materially from the results  expressed  in,  or
implied by, these forward-looking statements.

Business and Acquisition Strategy

With  the  Company's decision to expand and initially focus on
waste,  landfill  and facilities management, the Company  will
seek  to  develop  these  businesses  with  the acquisition of
companies in markets  where  consolidations are an appropriate
method for long-term  growth.


Financial Condition

Liquidity and Capital Resources

At  September 30, 1999, the  Company  had   a  negative net  working
capital of $197,000. The Company has no   amortization  requirements
under any term loan agreements.  The Company is not current  on  its
trade  payables.


Results of Operations

COMPARISION OF THE NINE MONTHS ENDED SEPTEMBER 30, 1999 TO THE NINE
MONTHS ENDED SEPTEMBER 30, 1998

The  Company's  net loss for the nine months  ending September 30,
1999  was  $35,000  or $.008  cents  per  common share,  compared
with  a  net loss of $618,000 for the same  period  in  1998.  An
amount of $4,000 was recorded as Other Income due to the receipt of
42,876 shares of restricted Common Stock for the settlement of an
employment contract and an amount of $2,000 was recorded as Other
Income due to adjustments to accounts payable.

A total of $30,000 was recorded as expense to fulfill previous
employee commitments and a total of $10,000 for administrative and
accounting services.
                                7
<PAGE>

                   PART II -  OTHER INFORMATION



Item 5.  Other Information

Effective  June 22, 1999 the Board of Directors elected Lupe Vasquez
and Brian Layton as Directors.  Effective June 28, 1999 the Board of
Directors  accepted  the  resignations  of  Roy W. Mers as Director,
Chairman and Chief Executive Officer and David A. Nelson as Director
and  President.  Effective  June 28, 1999  the  Board  of  Directors
elected  Robyn   Sterritt  as  a  Director,  President  and  Chief
Executive Officer.  Ms. Sterritt was also elected as Chairman of the
Board of Directors effective June 28, 1999.

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits

    27. Financial  data schedule for the quarter ended September 30, 1999
    (included only in the copy of this report filed electronically).

(b) Reports on Form 8-K

    On March 9, 1999, Regent announced that it had sold all of the assets
    of  its  wholly  owned  subsidiary, Regent Digital, Inc. to The Color
    Place, Inc., a Texas corporation.  The  corporate  headquarters  were
    moved to 2929 Elm Street, Dallas, Texas 75226.

    On  April 2, 1999  Regent  announced the sale of all of the assets of
    ConnecTen, L.L.C. to Internet Allegiance, Inc.

    On July 14, 1999,  Regent  announced  the  changes  to  its  Board of
    Directors and officers;  sale  of Restricted Common Stock and options
    to purchase additional shares  of  Restricted  Common  Stock  to  the
    Straza Family Limited Partnership; and, its plans to expand.


                                8
<PAGE>

                           SIGNATURES


     Pursuant to the requirement of the Securities Exchange Act of
1934, the registrant has duly cause this report to be signed on its
behalf by the undersigned thereunto duly authorized.




                                   REGENT TECHNOLOGIES, INC.
                                   Registrant

June 22, 2005                      David A. Nelson
Date
                                   Principal Financial Officer

                                   Principal Executive Officer



<SEQUENCE>2

<TABLE> <S> <C>

<ARTICLE>  CT
<MULTIPLIER>   1,000

<S>                                     <C>
<PERIOD-TYPE>                           9-MOS
<FISCAL-YEAR-END>                       Dec-31-1999
<PERIOD-START>                          Jan-01-1999
<PERIOD-END>                            Sep-30-1999
<CASH>                                            0
<SECURITIES>                                      0
<RECEIVABLES>                                    36
<ALLOWANCES>                                      0
<INVENTORY>                                       0
<CURRENT-ASSETS>                                 36
<PP&E>                                           11
<DEPRECIATION>                                    8
<TOTAL-ASSETS>                                  106
<CURRENT-LIABILITIES>                            54
<COMMON>                                         55
<OTHER-SE>                                      (12)
<TOTAL-LIABILITY-AND-EQUITY>                    106
<SALES>                                           0
<TOTAL-REVENUES>                                  6
<CGS>                                             0
<TOTAL-COSTS>                                    41
<INTEREST-EXPENSE>                                0
<INCOME-PRETAX>                                 (35)
<INCOME-TAX>                                      0
<INCOME-CONTINUING>                             (35)
<DISCONTINUED>                                    0
<EXTRAORDINARY>                                   0
<CHANGES>                                         0
<NET-INCOME>                                    (35)
<EPS-BASIC>                                   (.008)
<EPS-DILUTED>                                 (.008)
</TABLE>
</SEC-DOCUMENT>