SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                        SCHEDULE 13D Amendment Number 1

                    Under the Securities Exchange Act of 1934

                             Bluegate Corporation
                                (Name of Issuer)

                         Common Stock, par value $0.001
                         (Title of Class of Securities)

                                   09623A-10-5
                                 (CUSIP Number)

           Manfred Sternberg 701 N. Post Oak Rd., Suite 630, Houston,
                          Texas 77024, (713) 686-1100
            (Name, Address, and Telephone Number of Person Authorized
                     to Receive Notices and Communications)

                                  May 16, 2006
             (Date of Event which Requires Filing of this Statement)

If  the filing person has previously filed a statement on Schedule 13G to report
the  acquisition  that  is  the  subject of this Schedule 13D and is filing this
schedule  because  of  ''240.13d-1(e),  240.13d-1(f)  or 240.13d-1(g), check the
following  box.          [ ]

NOTE:  Schedules  filed in paper format shall include a signed original and five
copies  of  the  schedule,  including all exhibits.  See '240,13d-7(b) for other
parties  to  whom  copies  are  to  be  sent.

*  The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for  any  subsequent  amendment  containing  information  which  would  alter
disclosures  provided  in  a  prior  cover  page.

The information required on the remainder of this cover page shall not be deemed
to  be  "filed"  for the purpose of Section 18 of the Securities Exchange Act of
1934  (Act")  or otherwise subject to the liabilities of that section of the Act
but  shall  be  subject  to  all  other  provisions of the Act (however, see the
Notes).



CUSIP  No.  09623A-10-5                                   Page  2  of  6

This schedule is being filed to reflect the current name of registrant, the
current CUSIP of the registrant, and to reflect a reverse stock split.

(1)  Name  of  Reporting  Person  and  IRS  Identification  No. of Above Person:

                                Manfred Sternberg

(2)  Check the Appropriate Box if a Member of a Group (See Instructions).

                                                                       (a)   [ ]
                                                                       (b)   [ ]

(3)  SEC  Use  Only

(4)  Source  of  Funds  (See  Instructions)

                                       OO

(5)  Check  if  Disclosure  of  Legal  Proceedings
     is  Required  Pursuant  to  Items  2(d)  or  2(e).                      [ ]

(6)  Citizenship  or  Place  of  Organization

                            United States of America

Number     (7)  Sole  Voting  Power
of                              2,793,275
Shares
Bene-
ficially   (8)  Shared  Voting  Power
Owned                           -0-
by
Each
Report-    (9)  Sole  Dispositive  Power
ing                             2,793,275
Person
With:
          (10)  Shared  Dispositive  Power
                                -0-

(11) Aggregate  Amount  Owned  by  Each  Reporting  Person
                                2,793,275


(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
     (See  Instructions)
                                                                             [ ]



CUSIP  No.  09623A-10-5                                           Page  3  of  6

(13) Percent  of  Class  Represented  by  Amount  if  Row  (11)

                                27.4%

(14) Type  of  Reporting  Person
                                IN



CUSIP  No.  09623A-10-5                                           Page  4  of  6

ITEM  1      Security  and  Issuer

     This  Schedule  13D  is being filed with respect to shares of common stock,
par  value $0.001 per share, of Bluegate Corporation, whose address is 701 N.
Post  Oak  Rd.,  Suite  630,  Houston,  Texas  77024.

ITEM  2.     Identity  and  Background

     (a)  Manfred  Sternberg.

     (b)  Business  address:  701  N.  Post  Oak  Rd., Suite 630, Houston, Texas
          77024.

     (c)  Chief  Executive  Officer,  Bluegate Corporation, 701 N. Post Oak Rd.,
          Suite  630,  Houston,  Texas  77024.

     (d)  Mr. Sternberg has not, during the last five years, been convicted in a
          criminal  proceeding  (excluding  minor  traffic violations or similar
          misdemeanors).

     (e)  Mr.  Sternberg  has not, during the last five years, been a party to a
          civil  proceeding  of  a  judicial or administrative body of competent
          jurisdiction and as a result of such proceeding was or is subject to a
          judgment,  decree  or  final  order enjoining future violations of, or
          prohibiting  or  mandating  activities  subject  to,  federal or state
          securities  laws  or  finding any violation with respect to such laws.

     (f)  Mr.  Sternberg  is  a  citizen  of  the  United  States  of  America.


ITEM  3.     Source  and  Amount  of  Funds  or  Other  Consideration

     Mr. Sternberg has converted into common stock his previous holdings of
convertible debt and convertible preferred stock.  Mr. Sternberg also holds
previously acquired common stock, options and warrants.



CUSIP  No.  09623A-10-5                                           Page  5  of  6

ITEM  4.     Purpose  of  Transaction

     Sternberg has converted into common stock his previous holdings of
convertible debt and convertible preferred stock. Mr. Sternberg also holds
previously acquired common stock, options and warrants.


(a)     Mr.  Sternberg  may, from time to time, acquire additional securities of
the  registrant  for  investment  purposes.  In  connection with Mr. Sternberg's
position  as  an  executive  officer  and  director  of the registrant, he could
receive  as  compensation,  stock and options to acquire shares of common stock.

(b)     Mr.  Sternberg  has  no  present plans or proposals for an extraordinary
corporate  transaction  involving the registrant.

(c)     Mr.  Sternberg  has  no present plans or proposals involving the sale or
transfer  of  a  material amount of assets of the registrant or any of its
subsidiaries.

(d)     Mr.  Sternberg has no present plans or proposals involving any change in
the  present  board  of  directors  or  management  of  registrant, nor any
plans or
proposals  to  change  the  number  or term of directors or to fill any existing
vacancies  on  the board.

(e)     Mr. Sternberg has no present plans or proposals for a material change in
the  present  capitalization  or  dividend  policy  of  the registrant.

(f)     Mr. Sternberg has no present plans or proposals for a material change in
the registrant's business  or  corporate  structure.

(g)     Mr.  Sternberg  has  no present plans or proposals for changes in the
registrant's
charter  or  bylaws,  or instruments corresponding thereto or other actions that
may  impede  the  acquisition  of  control  of  the registrant by  any  person.

(h)     Mr.  Sternberg  has no present plans or proposals for causing a class of
securities  of  the registrant to be delisted from a national securities
exchange or to
cease  to  be  authorized  to be quoted in an inter-dealer quotation system of a
registered  national  securities  association.

(i)     Mr.  Sternberg  has  no  present  plans  or  proposals  for  a  class of
securities  of the registrant becoming eligible for termination of registration
pursuant
to  Section  12(g)(4)  of  the  Act.

(j)     Mr.  Sternberg has no present plans or proposals for any actions similar
to  those  enumerated  above.



CUSIP  No.  09623A-10-5                                           Page  6  of  6

ITEM  5.     Interest  in  Securities  of  the  Issuer

     (a)     Mr. Sternberg is the beneficial owner of 856,375 shares of common
             stock and the beneficial owner of 1,936,900 options and warrants.

(b)  Mr.  Sternberg  has  sole  voting  and  dispositive  power  for  all of the
     shares  of  common stock.

(c)  Mr.  Sternberg  has not made any transactions in common stock during
     the  past  sixty  days,  other  than  as  described  herein.

(d)  Other  than  Mr. Sternberg, no other person has the right to receive or the
     power  to  direct  the  receipt of dividends from, or the proceeds from the
     sale  of,  Mr.  Sternberg's  holdings.

(e)  Not  applicable.

ITEM  6.     Contract,  Agreements, Understandings or Relationships with Respect
             to  Securities  of  the  Issuer

     None,

ITEM  7.     Material  to  be  Filed  as  Exhibits

           None.
                                    SIGNATURE

     After  reasonable  inquiry  and  to  the best of my knowledge and belief, I
certify  that the information set forth in this statement is true, complete, and
correct.


Date                                    (signed) ________________________
May 16, 2006                            /s/     Manfred  Sternberg
                                                Manfred  Sternberg