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<p ALIGN="CENTER"><font size="4">SECURITIES AND EXCHANGE COMMISSION<br>
WASHINGTON, D.C. 20549</font></p>

<p ALIGN="CENTER">&nbsp;</p>

<p ALIGN="CENTER"><font SIZE="5"><strong>FORM 8-K</strong></font></p>

<p ALIGN="CENTER"><b><font size="4">CURRENT REPORT</font></b></p>

<p ALIGN="CENTER">&nbsp;</p>

<p ALIGN="CENTER">PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934</p>

<p ALIGN="CENTER"><font size="2">Date of Report: July 24, 2007<br>
</font><font SIZE="1">(Date of Earliest Event Reported)</font></p>

<p ALIGN="CENTER">&nbsp;</p>

<p ALIGN="CENTER"><font face="TIMES NEW ROMAN, TIMES, SERIF" size="5"><b>HAMMONDS
INDUSTRIES, INC.<br>
</b></font><font face="TIMES NEW ROMAN, TIMES, SERIF" size="1">(Exact Name Of Registrant
As Specified In Its Charter)</font></p>

<p ALIGN="CENTER">&nbsp;</p>

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    <td width="40%" align="center" height="21"><font size="2"><u>Nevada</u></font></td>
    <td width="20%" align="center" height="21"><font size="2"><u>0-50912</u></font></td>
    <td width="40%" align="center" height="21"><font size="2"><u>88-0225318</u></font></td>
  </tr>
  <tr>
    <td width="40%" align="center" bgcolor="#ccffcc" height="17"><font SIZE="1">(State of
    Incorporation)</font></td>
    <td width="20%" align="center" bgcolor="#ccffcc" height="17"><font SIZE="1">(Commission
    File Number)</font></td>
    <td width="40%" align="center" bgcolor="#ccffcc" height="17"><font SIZE="1">(I.R.S.
    Employer Identification No.)</font></td>
  </tr>
  <tr>
    <td width="40%" align="center" height="24"><font SIZE="1">&nbsp; </font></td>
    <td width="20%" align="center" height="24"></td>
    <td width="40%" align="center" height="24"><font SIZE="1">&nbsp; </font></td>
  </tr>
  <tr>
    <td width="40%" align="center" height="24"><font face="TIMES NEW ROMAN, TIMES, SERIF"
    size="2"><u>601 Cien Street, Suite 235, Kemah, TX</u></font></td>
    <td width="20%" align="center" height="24"></td>
    <td width="40%" align="center" height="24"><font face="TIMES NEW ROMAN, TIMES, SERIF"
    size="2"><u>77565-3077</u></font></td>
  </tr>
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    <td width="40%" align="center" bgcolor="#ccffcc" height="1"><font SIZE="1">(Address of
    Principal Executive Offices)</font></td>
    <td width="20%" align="center" bgcolor="#ccffcc" height="1"></td>
    <td width="40%" align="center" bgcolor="#ccffcc" height="1"><font SIZE="1">(ZIP Code)</font></td>
  </tr>
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<p align="center"><font size="2">&nbsp;Registrant's Telephone Number, Including Area Code:
(281) 334-9479</font></p>

<p align="center">&nbsp;</p>

<p><font size="2">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): </font></p>

<p><font size="2" FACE="WINGDINGS">&#168</font><font size="2"> Written communications
pursuant to Rule&nbsp;425 under the Securities Act (17 CFR 230.425) <br>
</font><font size="2" FACE="WINGDINGS">&#168</font><font size="2"> Soliciting material
pursuant to Rule&nbsp;14a-12 under the Exchange Act (17 CFR 240.14a-12)<br>
</font><font size="2" FACE="WINGDINGS">&#168</font><font size="2"> Pre-commencement
communications pursuant to Rule&nbsp;14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))<br>
</font><font size="2" FACE="WINGDINGS">&#168</font><font size="2"> Pre-commencement
communications pursuant to Rule&nbsp;13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
</font></p>

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<p><font size="2"><strong>ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION
OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS. </strong></font></p>

<p><font size="2">On July 30, 2007, the Company's board of directors elected John W.
Stump, III as a director to serve as the Company's independent director. </font></p>

<p><font size="2">Since April 2007, Mr. Stump has been a director of the Company's parent,
American International Industries, Inc. (&quot;AIII&quot;), and was appointed as Chairman
of AIII's audit committee. Mr. Stump had previously served as a director of AIII and
served as chairman of AIII's audit committee from February 2004 through December 2004. Mr.
Stump also served as Chief Financial Officer of AIII from&nbsp;August 1998 through October
2003. Mr. Stump has served as the Controller for Lifechek, Inc., a major retail pharmacy
chain since October 2005. Mr. Stump is a Certified Public Accountant and has over
twenty-five years of experience in financial and accounting management, SEC compliance and
disclosure services for public reporting companies.</font></p>

<p><font size="2">In connection with the election of Mr. Stump to the Company's board of
directors, the Company accepted the resignation of Sherry Couturier as a director. Ms.
Couturier was appointed as the Company's Chief Financial Officer and was elected as a
director, both effective on June 1, 2007. Ms. Couturier continues to serve as the
Company's Chief Financial Officer and Vice President. Since August 2006, Ms. Couturier
served as AIII's accounting manager. Ms. Couturier resigned as a director so that she can
devote her professional time to serving as Chief Financial Officer and Vice President of
the Company and AIII. Ms. Couturier has a B.S. degree in Accounting from the University of
Alabama and has been a Certified Public Accountant since 1986. Prior to joining the
Company in August 2006, Ms. Couturier had worked for El Paso Corporation for 14 years in
various supervisory capacities in the accounting departments. </font></p>

<p><font size="2">The Company's board of directors is composed of Daniel Dror, Chairman,
Carl Hammonds and John W. Stump, III, who is an independent director.&nbsp;Effective June
1, 2007, Mr. Dror was appointed as the Company's&nbsp;Chief Executive Officer.</font></p>

<p><strong><font size="2">ITEM 8.01 OTHER EVENTS</font></strong></p>

<p><font size="2">On July 24, 2007, the Company and Vision Opportunity Master Fund, Ltd.,
an institutional investor (&quot;VOMF&quot;), entered into an agreement pursuant to which
VOMF agreed to waive accrued dividends on the Company's Series A Convertible Preferred
Stock and Series B Convertible Preferred Stock, sold to VOMF in August 2006 and September
2006, respectively. The accrued dividends on the shares of Series A Convertible Preferred
Stock during the period from August 2006 through June 30, 2007 was $105,260 and the
accrued dividends on the shares of Series B Convertible Preferred Stock during the period
from September 2006 through June 30, 2007 was $45,164. The agreement also provides that
commencing July 1, 2007, dividends payable on the Series A and Series B Convertible
Preferred Stock may be paid, at the Company's option, in cash or in restricted shares of
common stock.</font></p>

<p ALIGN="JUSTIFY"><strong><font size="2">ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS</font></strong></p>

<p ALIGN="JUSTIFY"><font size="2">(a) The following documents are filed as exhibits to
this report on Form 8-k or incorporated by reference herein. Any document incorporated by
reference is identified by a parenthetical reference to the SEC filing that included such
document.</font></p>

<table ALIGN="CENTER" CELLPADDING="0" CELLSPACING="0" BORDER="0" WIDTH="100%" height="0%">
  <tr VALIGN="BOTTOM">
    <th nowrap height="0" bgcolor="#ccffcc" width="8%"><p align="left"><font size="1">Exhibit
    No.</font></th>
    <th nowrap ALIGN="LEFT" height="0" bgcolor="#ccffcc" width="92%"><font size="1">Description</font></th>
  </tr>
  <tr>
    <td width="8%" bgcolor="#FFFFFF" height="0%"><font size="2">17</font></td>
    <td width="92%" bgcolor="#FFFFFF" height="0%"><font size="2">Letter of resignation dated
    July 30, 2007, filed herewith</font></td>
  </tr>
</table>

<p ALIGN="CENTER"><font size="2">SIGNATURES</font></p>

<p ALIGN="JUSTIFY"><font size="2">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.</font></p>

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  <tr>
    <td width="100%"><font size="2">Hammonds Industries, Inc.</font></td>
  </tr>
  <tr>
    <td width="100%"><font size="2">By: /s/ Daniel Dror, Chief Executive Officer</font></td>
  </tr>
  <tr>
    <td width="100%"></td>
  </tr>
  <tr>
    <td width="100%"><font size="2">Date: July 31, 2007</font></td>
  </tr>
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hmdi
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: July 24, 2007
(Date of Earliest Event Reported)
HAMMONDS
INDUSTRIES, INC.
(Exact Name Of Registrant
As Specified In Its Charter)
Nevada
0-50912
88-0225318
(State of
    Incorporation)
(Commission
    File Number)
(I.R.S.
    Employer Identification No.)
601 Cien Street, Suite 235, Kemah, TX
77565-3077
(Address of
    Principal Executive Offices)
(ZIP Code)
Registrant's Telephone Number, Including Area Code:
(281) 334-9479
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):
¨
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-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION
OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
On July 30, 2007, the Company's board of directors elected John W.
Stump, III as a director to serve as the Company's independent director.
Since April 2007, Mr. Stump has been a director of the Company's parent,
American International Industries, Inc. ("AIII"), and was appointed as Chairman
of AIII's audit committee. Mr. Stump had previously served as a director of AIII and
served as chairman of AIII's audit committee from February 2004 through December 2004. Mr.
Stump also served as Chief Financial Officer of AIII from August 1998 through October
2003. Mr. Stump has served as the Controller for Lifechek, Inc., a major retail pharmacy
chain since October 2005. Mr. Stump is a Certified Public Accountant and has over
twenty-five years of experience in financial and accounting management, SEC compliance and
disclosure services for public reporting companies.
In connection with the election of Mr. Stump to the Company's board of
directors, the Company accepted the resignation of Sherry Couturier as a director. Ms.
Couturier was appointed as the Company's Chief Financial Officer and was elected as a
director, both effective on June 1, 2007. Ms. Couturier continues to serve as the
Company's Chief Financial Officer and Vice President. Since August 2006, Ms. Couturier
served as AIII's accounting manager. Ms. Couturier resigned as a director so that she can
devote her professional time to serving as Chief Financial Officer and Vice President of
the Company and AIII. Ms. Couturier has a B.S. degree in Accounting from the University of
Alabama and has been a Certified Public Accountant since 1986. Prior to joining the
Company in August 2006, Ms. Couturier had worked for El Paso Corporation for 14 years in
various supervisory capacities in the accounting departments.
The Company's board of directors is composed of Daniel Dror, Chairman,
Carl Hammonds and John W. Stump, III, who is an independent director. Effective June
1, 2007, Mr. Dror was appointed as the Company's Chief Executive Officer.
ITEM 8.01 OTHER EVENTS
On July 24, 2007, the Company and Vision Opportunity Master Fund, Ltd.,
an institutional investor ("VOMF"), entered into an agreement pursuant to which
VOMF agreed to waive accrued dividends on the Company's Series A Convertible Preferred
Stock and Series B Convertible Preferred Stock, sold to VOMF in August 2006 and September
2006, respectively. The accrued dividends on the shares of Series A Convertible Preferred
Stock during the period from August 2006 through June 30, 2007 was $105,260 and the
accrued dividends on the shares of Series B Convertible Preferred Stock during the period
from September 2006 through June 30, 2007 was $45,164. The agreement also provides that
commencing July 1, 2007, dividends payable on the Series A and Series B Convertible
Preferred Stock may be paid, at the Company's option, in cash or in restricted shares of
common stock.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) The following documents are filed as exhibits to
this report on Form 8-k or incorporated by reference herein. Any document incorporated by
reference is identified by a parenthetical reference to the SEC filing that included such
document.
Exhibit
    No.
Description
17
Letter of resignation dated
    July 30, 2007, filed herewith
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.
Hammonds Industries, Inc.
By: /s/ Daniel Dror, Chief Executive Officer
Date: July 31, 2007