UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                              -------------------


                                    FORM 8-K
                                 CURRENT REPORT

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

       DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): NOVEMBER 2, 2001

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                                AQUASEARCH, INC.
             (Exact name of Registrant as specified in its charter)

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      COLORADO                      33-23460-LA              33-0034535
(State or other jurisdiction of   (Commission File         (IRS Employer
  incorporation or organization)     Number)             Identification Number)

                   73-4460 QUEEN KA'AHUMANU HIGHWAY, SUITE 110
                            KAILUA-KONA, HAWAII 96740
                    (Address of principal executive offices)

                                 (808) 326-9301
              (Registrant's telephone number, including area code)







ITEM 3.  BANKRUPTCY OR RECEIVERSHIP

An involuntary petition, under Chapter 11 of the United States Bankruptcy Code
was filed against Registrant in United States Bankruptcy Court, District of
Hawaii (case 01-04260), by five purported creditors of Registrant. The petition
was filed on or about October 29, 2001. An order for relief has not been entered
by the bankruptcy court as of the date hereof, and Registrant can provide no
assurances with respect to the outcome of the involuntary petition. An unsecured
creditor of Registrant filed a motion in the above Chapter 11 proceeding on
November 2, 2001, seeking the removal of management and the appointment of a
trustee. Registrant intends to file an opposition to the motion, but can provide
no assurances with respect to the outcome of the motion.


ITEM 5.  OTHER EVENTS

The company has embarked on a major cost reduction campaign in an effort to
achieve profitability. The Company has furloughed most of its production staff
while retaining key marketing, technical and support personnel. Personnel were
decreased by 45%, which brought the organization to a total of 16 full time
employees. Additional personnel cuts may occur shortly.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                     AQUASEARCH, INC.

Dated:  November 8, 2001             By:  /s/ Mark E. Huntley
                                     --------------------------------------
                                     Mark E. Huntley, Ph.D.
                                     President and Chief Executive Officer

                                     By:  /s/ Earl S. Fusato
                                     --------------------------------------
                                     Earl S. Fusato
                                     Chief Financial Officer







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