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) November 14, 2005 (November 7,
                                     2005)

                            US GLOBAL NANOSPACE, INC.
             (Exact name of registrant as specified in its charter)

            Delaware                   000 - 23339                13-3720542
  (State or other jurisdiction         (Commission              (IRS Employer
        of incorporation)              File Number)          Identification No.)


            2533 North Carson Street, Suite 5107                  89706
                    Carson City, Nevada
          (Address of principal executive offices)              (Zip Code)

        Registrant's telephone number, including area code (775) 841-3246

--------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.)

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))


<PAGE>

Item 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

      On November 7, 2005 and  November 8, 2005,  the Board of  Directors  of US
Global Nanospace,  Inc. (the "Registrant")  approved the execution of agreements
pursuant to which certain debt owed by the  Registrant  will be paid with shares
of the Registrant's common stock.

      On November 7, 2005, the Registrant and USDR Aerospace,  Ltd. entered into
an agreement  pursuant to which the Registrant  issued  4,009,660  shares of its
common stock, at a value per share of $0.075,  to USDR  Aerospace,  Ltd. as full
and final payment of employee and product development  services in the amount of
$300,720.44 provided by USDR Aerospace, Ltd. to the Registrant.

      On  November  8, 2005,  the  Registrant  and USDR,  Inc.  entered  into an
agreement pursuant to which the Registrant issued 2,414,622 shares of its common
stock,  at a value per share of $0.072,  to USDR, Inc. as full and final payment
of a loan  received  from USDR,  Inc.  in the amount of  $173,852.77,  including
interest accrued through November 8, 2005.

      Both  USDR   Aerospace,   Ltd.  and  USDR,  Inc.  are  entities  that  are
wholly-owned  or controlled by John Robinson,  the  Registrant's  Chairman and a
director.

      The  issuance  of  these   securities   were  deemed  to  be  exempt  from
registration under the Securities Act of 1933, as amended (the "Securities Act")
in reliance on Section 4(2) of the Securities Act as  transactions  by an issuer
not  involving  any public  offering.  The  recipients  of  securities  in these
transactions   represented   their  intention  to  acquire  the  securities  for
investment  only  and not  with a view to or for  sale in  connection  with  any
distribution  thereof.  The sales of these  securities were made without general
solicitation or advertising.

ITEM 3.02. UNREGISTERED SALES OF EQUITY SECURITIES

      The  disclosure  set  forth  under  Item  1.01  above is  incorporated  by
reference herein.


<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.

Dated:  November 14, 2005

                              US Global Nanospace, Inc.



                              By: /s/ Carl Gruenler
                                  --------------------------------------
                                  Carl Gruenler, Chief Executive Officer
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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) November 14, 2005 (November 7,
                                     2005)

                            US GLOBAL NANOSPACE, INC.
             (Exact name of registrant as specified in its charter)

            Delaware                   000 - 23339                13-3720542
  (State or other jurisdiction         (Commission              (IRS Employer
        of incorporation)              File Number)          Identification No.)

            2533 North Carson Street, Suite 5107                  89706
                    Carson City, Nevada
          (Address of principal executive offices)              (Zip Code)

        Registrant's telephone number, including area code (775) 841-3246

--------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.)

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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

      On November 7, 2005 and  November 8, 2005,  the Board of  Directors  of US
Global Nanospace,  Inc. (the "Registrant")  approved the execution of agreements
pursuant to which certain debt owed by the  Registrant  will be paid with shares
of the Registrant's common stock.

      On November 7, 2005, the Registrant and USDR Aerospace,  Ltd. entered into
an agreement  pursuant to which the Registrant  issued  4,009,660  shares of its
common stock, at a value per share of $0.075,  to USDR  Aerospace,  Ltd. as full
and final payment of employee and product development  services in the amount of
$300,720.44 provided by USDR Aerospace, Ltd. to the Registrant.

      On  November  8, 2005,  the  Registrant  and USDR,  Inc.  entered  into an
agreement pursuant to which the Registrant issued 2,414,622 shares of its common
stock,  at a value per share of $0.072,  to USDR, Inc. as full and final payment
of a loan  received  from USDR,  Inc.  in the amount of  $173,852.77,  including
interest accrued through November 8, 2005.

      Both  USDR   Aerospace,   Ltd.  and  USDR,  Inc.  are  entities  that  are
wholly-owned  or controlled by John Robinson,  the  Registrant's  Chairman and a
director.

      The  issuance  of  these   securities   were  deemed  to  be  exempt  from
registration under the Securities Act of 1933, as amended (the "Securities Act")
in reliance on Section 4(2) of the Securities Act as  transactions  by an issuer
not  involving  any public  offering.  The  recipients  of  securities  in these
transactions   represented   their  intention  to  acquire  the  securities  for
investment  only  and not  with a view to or for  sale in  connection  with  any
distribution  thereof.  The sales of these  securities were made without general
solicitation or advertising.

ITEM 3.02. UNREGISTERED SALES OF EQUITY SECURITIES

      The  disclosure  set  forth  under  Item  1.01  above is  incorporated  by
reference herein.
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.

Dated:  November 14, 2005

                              US Global Nanospace, Inc.

                              By: /s/ Carl Gruenler
                                  --------------------------------------
                                  Carl Gruenler, Chief Executive Officer