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): August 12, 2005


                             ENERGAS RESOURCES INC.
                             ----------------------
             (Exact name of Registrant as specified in its charter)


      Delaware                       0-33259                    73-1620724
--------------------            --------------------        ------------------
(State or other jurisdiction   (Commission File No.)          (IRS Employer
of incorporation)                                            Identification No.)

                           800 Northeast 63rd Street,
                          Oklahoma City, Oklahoma 73105
                  ------------- ------------------------------
          (Address of principal executive offices, including Zip Code)


Registrant's telephone number, including area code:    (405) 879-1752
                                                       --------------

                                       N/A
                 ----------------------------------------- ----
          (Former name or former address if changed since last report)


Check 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)

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

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

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

[  ] Pre-commencement  communications  pursuant to Rule  13e-14(c)  under the
     Exchange Act (17 CFR 240.13e-4(c))


<PAGE>

Item 3.02   Unregistered Sale of Equity Securities

     On August 12, 2005, the Company  completed the sale of 1,200,000  shares of
its common stock to four investors. The shares were sold at a price of $0.25 per
share.

     On August 12,  2005  George G. Shaw,  the  Company's  President,  converted
$326,000 which he had loaned to the Company into 1,304,000  restricted shares of
the Company's common stock.

     On August 25, 2005 the Company issued  1,250,000 shares of its common stock
to McCrome  International,  Inc. in full  payment of a  Promissory  Note held by
McCrome International in the principal amount of $479,218.

     The  issuance  of  these  shares  was  exempt  under  Section  4(2)  of the
Securities  Act of 1933 as a  transaction  by an issuer not  involving  a public
offering.  At the time of issuance,  the persons that  acquired the shares stock
were fully informed and advised about matters concerning the Company,  including
the  Company's  business,  financial  affairs and other  matters.  The investors
acquired the securities  for their own account.  No  underwriters  were involved
with the sale of these  shares.  The  shares  of common  stock are  "restricted"
securities  as defined in Rule 144 of the  Securities  and Exchange  Commission.
However,  250,000  shares  issued to McCrome  International  have  satisfied the
holding period required by Rule 144 and may be sold in the public market.







<PAGE>


                                   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.


Date:  August 25, 2005

                                 ENERGAS RESOURCES INC.



                                 By:  /s/ George G. Shaw
                                    -------------------------------
                                      George G. Shaw, President
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{"company-data": {"conformed-name": "ENERGAS RESOURCES INC", "cik": "0001029402", "assigned-sic": "1382", "irs-number": "731620724", "state-of-incorporation": "DE", "fiscal-year-end": "0131"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-33259", "film-number": "051063506"}, "business-address": {"street1": "800 NE 63RD STREET", "street2": "THIRD FLOOR", "city": "OKLAHOMA CITY", "state": "OK", "zip": "73105", "phone": "4058791752"}, "mail-address": {"street1": "800 NE 63RD STREET", "street2": "THIRD FLOOR", "city": "OKLAHOMA CITY", "state": "OK", "zip": "73105"}}
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): August 12, 2005

                             ENERGAS RESOURCES INC.
                             ----------------------
             (Exact name of Registrant as specified in its charter)

      Delaware                       0-33259                    73-1620724
--------------------            --------------------        ------------------
(State or other jurisdiction   (Commission File No.)          (IRS Employer
of incorporation)                                            Identification No.)

                           800 Northeast 63rd Street,
                          Oklahoma City, Oklahoma 73105
                  ------------- ------------------------------
          (Address of principal executive offices, including Zip Code)

Registrant's telephone number, including area code:    (405) 879-1752
                                                       --------------

                                       N/A
                 ----------------------------------------- ----
          (Former name or former address if changed since last report)

Check 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)

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

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

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

[  ] Pre-commencement  communications  pursuant to Rule  13e-14(c)  under the
     Exchange Act (17 CFR 240.13e-4(c))
Item 3.02   Unregistered Sale of Equity Securities

     On August 12, 2005, the Company  completed the sale of 1,200,000  shares of
its common stock to four investors. The shares were sold at a price of $0.25 per
share.

     On August 12,  2005  George G. Shaw,  the  Company's  President,  converted
$326,000 which he had loaned to the Company into 1,304,000  restricted shares of
the Company's common stock.

     On August 25, 2005 the Company issued  1,250,000 shares of its common stock
to McCrome  International,  Inc. in full  payment of a  Promissory  Note held by
McCrome International in the principal amount of $479,218.

     The  issuance  of  these  shares  was  exempt  under  Section  4(2)  of the
Securities  Act of 1933 as a  transaction  by an issuer not  involving  a public
offering.  At the time of issuance,  the persons that  acquired the shares stock
were fully informed and advised about matters concerning the Company,  including
the  Company's  business,  financial  affairs and other  matters.  The investors
acquired the securities  for their own account.  No  underwriters  were involved
with the sale of these  shares.  The  shares  of common  stock are  "restricted"
securities  as defined in Rule 144 of the  Securities  and Exchange  Commission.
However,  250,000  shares  issued to McCrome  International  have  satisfied the
holding period required by Rule 144 and may be sold in the public market.
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.

Date:  August 25, 2005

                                 ENERGAS RESOURCES INC.

                                 By:  /s/ George G. Shaw
                                    -------------------------------
                                      George G. Shaw, President