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 1, 2005

                        NATIONAL INVESTMENT MANAGERS INC.
               (Exact Name of Registrant as Specified in Charter)

         Florida                     000-51252                 59-2091510
(State of Incorporation)     (Commission File Number)         (IRS Employer
                                                           Identification No.)

                          830 Third Avenue, 14th Floor
                               New York, NY 10022
               (Address of principal executive offices) (Zip Code)

                                 (212) 355-1547
              (Registrant's telephone number, including area code)

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

                                   Copies to:
                             Gregory Sichenzia, Esq.
                            Stephen M. Fleming, Esq.
                       Sichenzia Ross Friedman Ference LLP
                           1065 Avenue of the Americas
                            New York, New York 10018
                              Phone: (212) 930-9700
                               Fax: (212) 930-9725

Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:

|_|   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 1, 2005,  National  Investment Managers Inc. (the "Company") entered
into an  Asset  Purchase  Agreement  (the  "Agreement")  with  American  Benefit
Resources,  Inc., a Connecticut corporation ("ABR").  Pursuant to the Agreement,
the Company has agreed to acquire and, ABR has agreed to sell, substantially all
of the assets of ABR. In consideration for the assets,  the Company will pay ABR
$8,000,000 in cash,  issue ABR 671,141 shares of common stock (the "ABR Shares")
and assume various  liabilities.  Upon  execution of the Agreement,  the Company
transferred $1,000,000 in cash to an escrow agent as a deposit. The Company will
utilize funds  generated  from the sale of its  securities in private  placement
transactions  and a loan to be obtained  simultaneously  with the closing of the
ABR  acquisition  from a secured  lender to finance  the cash  component  of the
purchase price.

The closing of the sale of ABR is  expected  to occur  within two days after the
satisfaction of all closing conditions including, but not limited to, the payoff
of all amounts  due  (currently  $953,000)  pursuant  to that  certain  Loan and
Security  Agreement  entered between ABR and  EuroAmerican  Investment  Corp. in
September  2004,  the  delivery  of  $800,000  into an escrow  account  to cover
indemnification losses that may be incurred by the Company and the entering into
of a  registration  rights  agreement  covering  the  ABR  shares.  No  material
relationship   exists  between  the  Company  and  ABR  and/or  its  affiliates,
directors, officers or any associate of an officer or director.

Item 9.01 Financial Statements and Exhibits.

(c) Index of Exhibits.

Exhibit
Number                Description
------                -----------

10.1  Asset Purchase  Agreement  between  National  Investment  Mangers Inc. and
      American Benefit Resources, Inc. dated November 1, 2005

10.2  Deposit Escrow Agreement by and among National Investment Mangers Inc., JP
      Morgan  Chase Bank,  N.A.  and  American  Benefit  Resources,  Inc.  dated
      November 1, 2005


                                   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 thereunto duly authorized.

NATIONAL INVESTMENT MANAGERS INC.


By:     /s/ Richard Stierwalt
        ---------------------
Name:   Richard Stierwalt
Title:  President and Chief Executive Officer

Date:   November 3, 2005


                                       2
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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 1, 2005

                        NATIONAL INVESTMENT MANAGERS INC.
               (Exact Name of Registrant as Specified in Charter)

         Florida                     000-51252                 59-2091510
(State of Incorporation)     (Commission File Number)         (IRS Employer
                                                           Identification No.)

                          830 Third Avenue, 14th Floor
                               New York, NY 10022
               (Address of principal executive offices) (Zip Code)

                                 (212) 355-1547
              (Registrant's telephone number, including area code)

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

                                   Copies to:
                             Gregory Sichenzia, Esq.
                            Stephen M. Fleming, Esq.
                       Sichenzia Ross Friedman Ference LLP
                           1065 Avenue of the Americas
                            New York, New York 10018
                              Phone: (212) 930-9700
                               Fax: (212) 930-9725

Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:

|_|   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 1, 2005,  National  Investment Managers Inc. (the "Company") entered
into an  Asset  Purchase  Agreement  (the  "Agreement")  with  American  Benefit
Resources,  Inc., a Connecticut corporation ("ABR").  Pursuant to the Agreement,
the Company has agreed to acquire and, ABR has agreed to sell, substantially all
of the assets of ABR. In consideration for the assets,  the Company will pay ABR
$8,000,000 in cash,  issue ABR 671,141 shares of common stock (the "ABR Shares")
and assume various  liabilities.  Upon  execution of the Agreement,  the Company
transferred $1,000,000 in cash to an escrow agent as a deposit. The Company will
utilize funds  generated  from the sale of its  securities in private  placement
transactions  and a loan to be obtained  simultaneously  with the closing of the
ABR  acquisition  from a secured  lender to finance  the cash  component  of the
purchase price.

The closing of the sale of ABR is  expected  to occur  within two days after the
satisfaction of all closing conditions including, but not limited to, the payoff
of all amounts  due  (currently  $953,000)  pursuant  to that  certain  Loan and
Security  Agreement  entered between ABR and  EuroAmerican  Investment  Corp. in
September  2004,  the  delivery  of  $800,000  into an escrow  account  to cover
indemnification losses that may be incurred by the Company and the entering into
of a  registration  rights  agreement  covering  the  ABR  shares.  No  material
relationship   exists  between  the  Company  and  ABR  and/or  its  affiliates,
directors, officers or any associate of an officer or director.

Item 9.01 Financial Statements and Exhibits.

(c) Index of Exhibits.

Exhibit
Number                Description
------                -----------

10.1  Asset Purchase  Agreement  between  National  Investment  Mangers Inc. and
      American Benefit Resources, Inc. dated November 1, 2005

10.2  Deposit Escrow Agreement by and among National Investment Mangers Inc., JP
      Morgan  Chase Bank,  N.A.  and  American  Benefit  Resources,  Inc.  dated
      November 1, 2005

                                   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 thereunto duly authorized.

NATIONAL INVESTMENT MANAGERS INC.

By:     /s/ Richard Stierwalt
        ---------------------
Name:   Richard Stierwalt
Title:  President and Chief Executive Officer

Date:   November 3, 2005

                                       2