UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(D) of ~~the~~The Securities Exchange Act of 1934

Date of report (date of earliest event reported): ~~August~~November 168, 2010

WATERPURE INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Florida	333-135783	20-3217152
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

525 Plymouth Road, Suite 310, Plymouth Meeting, PA 19462

(Address of principal executive offices)

Registrant’s telephone number, including area code: (954) ~~731~~728-~~2002~~2405

Copy of correspondence to:

James M. Turner, Esq.

Sichenzia Ross Friedman Ference LLP

61 Broadway, 32nd Floor

New York, New York 10006

Tel: (212) 930-9700 Fax: (212) 930-9725

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement.

~~ITEM~~Item 52.03 ~~Amendment~~ toCreation ~~Articles~~ of ~~Incorporation~~a Direct Financial Obligation or ~~Bylaws;~~an ~~Change~~Obligation inunder ~~Fiscal~~an ~~Year~~Off-Balance Sheet Arrangement of a Registrant.

~~ITEM~~Item 53.~~07 Submission~~02 ofUnregistered ~~Matters~~Sales ~~to a Vote~~ of ~~Security~~Equity ~~Holders~~Securities.

ByOn ~~resolution~~November ~~dated July 30~~8, 2010, ~~which~~WaterPure ~~was~~International, ~~effective~~Inc. on(the ~~August~~“Company”) ~~16,~~entered ~~2010,~~into ~~holders of~~ a ~~majority~~Securities ofPurchase Agreement (the ~~shares~~“Purchase ofAgreement”) ~~common~~with ~~stock~~Asher ~~of WaterPure International~~Enterprises, Inc., an accredited investor (the “~~Company~~Investor”), ~~approved~~providing for the ~~following~~sale ~~matters~~ by ~~written~~the ~~consent:~~Company to the Investor of a 8% convertible debenture in the principal amount of $25,000 (the “Debenture”).

•The ~~the~~Debenture ~~re-election~~matures ofon August 10, 2011 (the ~~Company’s~~“Maturity ~~current~~Date”) ~~members~~and ofbears interest at the ~~Board~~annual rate of ~~Directors, Messrs~~8%. The ~~Paul~~Company ~~Lipschutz~~is ~~and~~not ~~Robert~~required ~~Orr;~~to ~~and~~make any payments until the Maturity Date.

•The AnInvestor ~~amendment~~may toconvert, at any time, the ~~Articles~~outstanding ofprincipal ~~Incorporation~~and accrued interest on the Debenture into shares of the Company,’s ascommon ~~amended,~~stock (“Common Stock”) at a conversion price per share equal to ~~increase~~fifty percent (50%) of the ~~number~~average of ~~authorized~~the ~~shares~~three (3) lowest closing bid prices of ~~our~~the ~~common~~Common ~~stock,~~Stock ~~par~~during ~~value~~the ~~$.0001~~10 ~~per~~trading ~~share,~~days toimmediately ~~500,000,000~~preceding ~~shares~~the Conversion Date.

OnThe ~~August~~Investor ~~17,~~has ~~2010,~~agreed ~~the~~to ~~Company~~restrict ~~amended~~ its ~~Articles~~ability ~~of Incorporation, as amended,~~ to ~~increase~~convert the ~~number~~Debenture ofand ~~authorized~~receive shares of ~~its~~the Company’s common stock, ~~par~~such ~~value~~that ~~$.0001~~the ~~per~~number ~~share,~~of ~~to 500,000,000~~ shares ~~by filing Articles~~ of ~~Amendment~~common tostock ~~the~~held ~~Articles~~by ~~of Incorporation (~~the ~~“Articles~~Investor ofin ~~Amendment”) with~~ the ~~Secretary~~aggregate ofand ~~State~~its ofaffiliates ~~Florida~~after ~~to effectuate~~ such ~~amendment. The~~conversion ~~Articles~~or ofexercise ~~Amendment,~~does ~~effective~~not ~~August~~exceed ~~17, 2010, is attached to this Form 8-K as Exhibit 3~~4.199% ~~and is incorporated by reference. The Articles~~ of ~~Amendment was authorized by~~ the ~~Board~~then ofissued ~~Directors pursuant to a unanimous consent in lieu of a meeting,~~ and ~~was~~outstanding ~~approved~~shares ~~by a majority~~ of the ~~stockholders of the~~ Company’s ascommon ~~described above~~stock.

Item 79.01 ~~Regulation~~Financial FDStatements ~~Disclosure.~~and Exhibits

In connection with the Articles of Amendment, on August 18, 2010, the Company mailed notice to all shareholders as required pursuant to Section 607.0704 of the Florida Business Corporation Act. A copy of the letter to shareholders is furnished herewith as Exhibit 99.1.

The information in this Item 7.01 of this Form 8-K is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. The information in this Item 7.01 of this Form 8-K also shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, except to the extent that the Company specifically incorporates it by reference. This report under Item 7.01 is not deemed an admission as to the materiality of any information in this report that is required to be disclosed solely by Regulation FD.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits.

3.1 Articles of Amendment to the Articles of Incorporation, dated as August 17, 2010.

Exhibit Number		Description
10.01		Securities Purchase Agreement, dated as of November 8, 2010, by and between WaterPure International, Inc. and Asher Enterprises, Inc.
10.02		Form of Convertible Promissory Note, issued November 8, 2010

99.1 Copy of letter to shareholders from the Company, dated August 18, 2010.

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 hereunto duly authorized.

	WATERPURE INTERNATIONAL, INC.
Dated: August 18, 2010	By:	/s/ PAUL S. LIPSCHUTZ
Dated: December 7, 2010	BY:	/s/ PAUL S. LIPSCHUTZ
		Paul S. Lipschutz
		Paul S. Lipschutz Chief Executive Officer
		Chief Executive Officer

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