8-K/A

               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20509

                            FORM 8-K/A-2

                         CURRENT REPORT

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

                          June 8, 2000
                         Date of Report
               (Date of Earliest Event Reported)

                       SANGUINE CORPORATION
     (Exact Name of Registrant as Specified in its Charter)

       Nevada                         0-24480                95-4347608
(State or other juris-          (Commission File No.)       (IRS Employer
diction of incorporation)                                    I.D. No.)

                    101 East Green Street, #11
                 Pasadena, California 91105
            (Address of Principal Executive Offices)

                         (626) 405-0079
                 Registrant's Telephone Number


Item 5.   Other.

          On June 8, 2000, Sanguine executed and delivered a Warrant Agreement
(the "Warrant Agreement") with Westbury Consultancy Services Limited
("Westbury") whereby it granted Westbury warrants to acquire 12,000,000 shares
of Sanguine's common stock at an exercise price of $0.30 per share (the
"Warrants").  The exercise price was determined under the Warrant Agreement
based upon 120% of the next private or public offering of Sanguine, which was
the private placement conducted by Sanguine as reported in its 8-K Current
Report dated September 1, 2000, which has been previously filed with the
Securities and Exchange Commission and is incorporated herein by reference.
See Item 7.  The minimum exercise price was $0.25 per share.

          In consideration of the grant of the Warrants, Westbury agreed to
provide Sanguine with services in the areas of endorsing, sponsoring and
finding foreign joint venture partners or affiliates to assist Sanguine in its
research and development efforts of its principal product, "PHER-O2," a
synthetic red blood cell product. The average bid price for the common stock
of Sanguine as quoted on the OTC Bulletin Board of the National Association of
Securities Dealers, Inc. (the "NASD") on the date of the Warrant Agreement was
$1.00.

          The Warrant Agreement provided, among other provisions, as follows:
(i) the issuance of 120,000 Warrants, with each of the Warrants being
convertible into 100 shares of Sanguine common stock; (ii) the Warrants expire
at 5:00 p.m. on March 20, 2005; (iii) protection against dilution in certain
events, including the sale of common stock at less than market value, or in
the event of any merger where Sanguine is not the surviving entity, or any
reclassification or capital reorganization (not unless such adjustment would
result in a decrease of the exercise price of more than $0.10 per share, and
excluding the types of transactions described in Section 7g(i) through (ix) of
the Warrant Agreement); and (iv) the granting of "registration rights"
covering the underlying shares, with Westbury to pay the sum of $15,000
towards any such registration with the Securities and Exchange Commission.

          Under the Warrant Agreement, no Warrant could be exercised until the
expiration of 90 days from the date of the Warrant Agreement.

          On June 9, 2000, Sanguine and Westbury executed and delivered an
Addendum confirming that the Warrant Agreement was the final understanding of
the parties respecting the Warrants.

          On November 10, 2000, in consideration of the reduction of the
exercise price of the Warrants from $0.30 per share to $0.25 per share by
the Board of Directors of the Registrant, the five year term of the Warrants
was reduced to one year from the effective date of the SB-2 Registration
Statement that has been filed by the Registrant to register the shares
underlying the Warrants.  A copy of the Letter Agreement modifying the Warrant
Agreement in this respect was attached to the previous 8-K/A-1 Current Report
of Sanguine dated June 8, 2000, and is incorporated herein by reference.  See
Item 7.

          Copies of the Warrant Agreement and the Addendum were attached to
the initial 8-K Current Report dated June 8, 2000, and are also incorporated
herein by reference.  See Item 7.

         On March 1, 2001, Westbury advised Sanguine that due to its
"inability to pursue a relationship based on the consideration for research
and development," that it was renouncing the Warrants granted.  Sanguine
accepted the renouncement on March 1, 2001, and canceled the Warrants.  It
intends to amend its SB-2 Registration Statement that has been previously
filed with the Securities and Exchange Commission to remove the common stock
underlying the these Warrants from registration.  See Exhibits 99.1, 99.2 and
99.3 attached hereto and incorporated herein by reference.  See Item 7.

Item 7.   Financial Statements, Pro Forma Financial Information and
          Exhibits.

          (a)  Financial Statements of Businesses Acquired.

               None; not applicable.

          (b)  Pro Forma Financial Information.

               None; not applicable.

          Exhibits.

Exhibit
Number                   Description
- -------                  -----------
10.1      Warrant Agreement*

10.2      Addendum*

10.3      Letter Agreement

Schedule 13D of Westbury Consultancy Services Limited*

8-K Current Report dated September 1, 2000*

99.1              Consent of Directors of Sanguine Corporation

99.2              Letter from Westbury Consultancy  Services, Ltd.

99.3              Letter from Sanguine Corporation

              *     Previously filed with the Securities and Exchange

                    Commission and incorporated herein by reference.

                             SIGNATURES


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

                              SANGUINE CORPORATION

Date: 3/7/01               By:/s/Thomas C. Drees
     -------------            --------------------------------------
                              Thomas C. Drees, Ph.D.
                              CEO, President and Chairman of the Board of
                              Directors

EX-99.1

           CONSENT OF DIRECTORS OF SANGUINE CORPORATION


          The undersigned, being all of the duly elected and incumbent
directors of Sanguine Corporation, a Nevada corporation (the "Company"),
acting pursuant to Section 78.315 of the Nevada Revised Statutes, do hereby
unanimously consent to and adopt the following resolutions, effective February
27, 2001, unless indicated otherwise, to-wit:

          RESOLVED, that Sanguine accept the cancellation of the Westbury
          Consultancy Services Ltd. Warrant Agreement, its Addendum and
          related Warrant dated March 20, 2000, respecting 12,000,000 shares
          of common stock underlying such Warrant of Sanguine;

          FURTHER, RESOLVED, that Westbury Consultancy Services Ltd. is
            released from any further obligations under the Warrant Agreement;

          FURTHER, RESOLVED, that the Company's SB-2 Registration Statement
          be amended to remove the 12,000,000 shares of common stock as
          "registered" shares therein.


Date: 3/1/01.                       /s/Thomas C. Drees
                              Thomas C. Drees, Ph.D., MBA

Date: 3/1/01.                       /s/Anthony G. Hargreaves
                              Anthony G. Hargreaves

Date: 3/1/01.                       /s/Edward L. Kunkel, Esq.
                              Edward L. Kunkel, Esq.

Date: 3/1/01.                       /s/David E. Nelson
                              David E. Nelson

Date: 3/1/01.                       /s/ Merton Dick Van Orden
                              Merton Dick Van Orden

EX-99.2

               WESTBURY CONSULTANCY SERVICES, LTD.
                          8 Crue Champel
                          Geneve, Suisse

FAX; 1 page this page included

ATTN. MR. THOMAS DREES
SANGUINE CORPORATION

Dear Mr. Drees:

In light of market development and out inability to pursue a relationship
based on the consideration for research and development discussed previously,
we hereby inform you that the Board of Westbury Consultancy Services, Ltd.
("Westbury") has decided to irrevocably renounce any rights it may have to
Sanguine shares and therefore considers null and void all warrants previously
granted to Westbury by the Sanguine Corporation.

In voluntarily doing so, Westbury takes into account the fact that it is
through the open market a holder of Sanguine Corporation shares for which it
seeks the end of any overhang created by the warrants granted to it.

We hope that this move on our part will help you enhance shareholders' value
since we are committed to the success of your company.  We seek to further
cooperate with your firm in the near future once you have advanced your firm's
research through the assertion of new patents.

Sincerely,

/s/Dr. Luis Copellat

CC:  N. Dodo (director)
     Laidlaw Global Securities, Inc., Attn. Roger E. Bendelac

EX-10.3

                       SANGUINE CORPORATION
                 101 East Green Street, Suite 101
                    Pasadena, California 91105



March 1, 2001



Westbury Consultancy Services Ltd.
8 C Rue Champel
Geneve, Suisse

Attention:     Dr. Luis Copellat

Re:       Letter of Westbury Consultancy Services Ltd. received
          February 27, 2001, respecting the cancellation of the
          Warrant Agreement, its Addendum and related Warrant
          dated March 20, 2000, respecting 12,000,000 shares of
          common stock underlying such Warrant of Sanguine
          Corporation ("Sanguine")

Dear Dr. Copellat:

          Thank you for the above reference letter terminating our Warrant
Agreement, as amended, and the Warrant.  We are sorry that your services could
not be provided to us.

          We hereby accept your letter, release you from any further
obligations under the Warrant Agreement as amended, and have canceled the
Warrant.  We would appreciate your forwarding the originally signed Warrant
dated March 20, 2000, for our records.

          We have engaged counsel to amend the SB-2 Registration Statement
to remove these shares as "registered ."

          We hope you remaining investment in Sanguine is very beneficial to
you.

          Thank you.

                                   Sincerely,


                                   Thomas C. Drees, Ph.D., President
cc.       Jennifer Arangio, Esq.
               Via Facsimile: 212-248-2365