UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

(Amendment No. 1)

Under the Securities Exchange Act of 1934

Wentworth VII, Inc.

(Name of Issuer)

Common Stock, par value $.0001 per share

(Title of Class of Securities)

None

(CUSIP Number)

Timothy J. Keating

c/o Keating Investments, LLC

5251 DTC Parkway, Suite 1000

Greenwood Village, CO 80111

(720) 889-0139

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

February 15, 2008

(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. [ ]

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. None

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
		Timothy J. Keating

	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) (See item 3)......PF...............................................................

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

	6.	Citizenship or Place of Organization ..... U.S.A…………..............................................................................

Number of Shares Beneficially Owned by Each Reporting Person With
		7.	Sole Voting Power ............................... 300,000.....................................................................

		8.	Shared Voting Power .........…………4,375,000 (See Item 5)…….........................................................................

		9.	Sole Dispositive Power........................... 300,000.....................................................................

		10.	Shared Dispositive Power ..................... 4,375,000 (See Item 5)…….........................................................................

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person ....4,675,000 (See Item 5)…………………….......

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

	13.	Percent of Class Represented by Amount in Row (11) .............75.40%.............................

	14.	Type of Reporting Person (See Instructions) .......IN........................................................................................................................................... ...............................................................................................................................................................

Item 1. Security and Issuer.

This Schedule 13DA relates to the common stock, par value $0.0001 per share (the “Common Stock”) of Wentworth VII, Inc., whose principal executive offices are located at 190 Lakeview Way, Vero Beach, FL 32963 (the “Issuer”).

Item 2. Identity and Background.

(a) The name of the reporting person is Timothy J. Keating (the “Reporting Person”).

(b) The business address of the Reporting Person is Keating Investments, LLC (“Keating Investments”), 5251 DTC Parkway, Suite 1000, Greenwood Village, CO 80111.

(c) The Reporting Person’s present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted is President and Managing Member of Keating Investments, located at 5251 DTC Parkway, Suite 1000, Greenwood Village, CO 80111.

(d) During the last five years the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e) During the last five years the Reporting Person was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result was not or is not 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) The Reporting Person is a citizen of the U.S.A.

Item 3. Source and Amount of Funds or Other Consideration.

The Reporting Person purchased the 300,000 shares of Common Stock directly from the Issuer for a purchase price equal to an aggregate of $15,000.00. The source of funding for this purchase was through personal funds.

Item 4. Purpose of Transaction.

The Reporting Person acquired 300,000 shares of Common Stock as a private investment.

Item 5. Interest in Securities of the Issuer.

(a) Keating Asia Inc. (“Keating Asia”) is the record owner of 4,375,000 shares of Common Stock. Keating Investments owns a 75% equity interest in Keating Asia and has voting and investment control over the securities owned by Keating Asia. Therefore, Keating Investments may be deemed a beneficial owner of the shares of Common Stock owned by Keating Asia. As of the date hereof, the Reporting Person owns a 57% equity interest in Keating Investments, serves as President and Managing Member of Keating Investments, and has voting and investment control of the shares of Common Stock owned by Keating Investments. Thus, the Reporting Person may be deemed a beneficial owner of the 4,375,000 shares of Common Stock. The Reporting Person also beneficially owns 300,000 shares of Common Stock which were purchased on February 15, 2008. Therefore, the Reporting Person beneficially owns an aggregate of 4,675,000 shares of Common Stock, representing 75.40% of the outstanding shares of Common Stock.

(b) The Reporting Person has shared control over the right to vote and dispose, or direct the disposition, of the 4,375,000 shares of Common Stock owned by Keating Asia. The Reporting Person has the sole right to vote and dispose, or direct the disposition, of the 300,000 shares of Common Stock acquired by the Reporting Person.

(c) The 300,000 shares of Common Stock reported herein were acquired by the Reporting Person from the Issuer effective February 15, 2008.

(d) Other than the Reporting Person, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the 300,000 shares of Common Stock owned by the Reporting Person.

(e) Not applicable.

Item 6. Contracts, Arrangements, 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.

March 3, 2008

/s/ Timothy J. Keating

Timothy J. Keating