SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* DRESDNER BANK AG /FI (Last) (First) (Middle) 6000 FRANKFURT AM MAIN (Street) FRANKFURT, GERMANY (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/12/2008	3. Issuer Name and Ticker or Trading Symbol Empire Water CORP [ EWCR.OB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.00001 per share ("Common Shares")	2,400,000	D(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant	12/27/2007	12/27/2009	Common Shares	2,400,000(2)	$1.25	D(3)

1. Name and Address of Reporting Person* DRESDNER BANK AG /FI (Last) (First) (Middle) 6000 FRANKFURT AM MAIN (Street) FRANKFURT, GERMANY (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* COMMERZBANK AKTIENGESELLSCHAFT /FI (Last) (First) (Middle) 60261 FRANKFURT AM MAIN (Street) FRANKFURT, GERMANY (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. As of November 12, 2008, Dresdner Bank AG, through its London Branch, directly owns 2,400,000 Common Shares. By virtue of its direct ownership of 100% of the outstanding capital stock of Dresdner Bank AG, Commerzbank Aktiengesellschaft may be deemed to share beneficial ownership of these Common Shares. The Common Shares were acquired on November 12, 2008 by Dresdner Bank AG, through its London Branch, by a foreclosure on such shares pursuant to a pledge arrangement with a defaulting third party. Commerzbank Aktiengesellschaft acquired direct ownership of 100% of the outstanding capital stock of Dresdner Bank AG from Allianz SE on January 12, 2009.

2. The exercise of the warrant is limited to the extent necessary to ensure that, following such exercise, the total number of Common Shares then beneficially owned by the holder and its affiliates and any other persons whose beneficial ownership of Common Shares would be aggregated with the holder's for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Act"), does not exceed 4.999% of the total number of issued and outstanding Common Shares, subject to adjustment at the option of the holder on at least 61 days' prior notice, but provided, in any event, such exercise cannot result in the holder and its affiliates and any other persons whose beneficial ownership of Common Shares would be aggregated with the holder's for purposes of Section 13(d) of the Act holding in excess of 9.999% of the total number of issued and outstanding Common Shares.

3. As of November 12, 2008, Dresdner Bank AG, through its London Branch, directly owns a warrant to purchase 2,400,000 Common Shares at an exercise price equal to $1.25 per share. By virtue of its direct ownership of 100% of the outstanding capital stock of Dresdner Bank AG, Commerzbank Aktiengesellschaft may be deemed to share beneficial ownership of the warrant. The warrant was acquired on November 12, 2008 by Dresdner Bank AG, through its London Branch, by a foreclosure on such warrant pursuant to a pledge arrangement with a defaulting third party.

	/s/ D. Christian Southwick, Authorized Signatory for Commerzbank Aktiengesellschaft	04/09/2009
	/s/ Craig P. Sweetra, Authorized Signatory for Commerzbank Aktiengesellschaft	04/09/2009
	/s/ D. Christian Southwick, Director - Compliance for Dresdner Bank AG	04/09/2009
	/s/ Jesper Bang, Director - Capital Markets for Dresdner Bank AG	04/09/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.