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 25, 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>

      This Form 8-K and other  reports filed by US Global  Nanospace,  Inc. (the
"Registrant")  from time to time with the  Securities  and  Exchange  Commission
(collectively the "Filings")  contain forward looking statements and information
that are based upon  beliefs of, and  information  currently  available  to, the
Registrant's  management  as  well  as  estimates  and  assumptions  made by the
Registrant's  management.  When  used in the  Filings  the  words  "anticipate",
"believe",  "estimate",  "expect", "future", "intend", "plan" or the negative of
these terms and similar  expressions  as they  relate to the  Registrant  or the
Registrant's  management  identify forward looking  statements.  Such statements
reflect the current view of the Registrant with respect to future events and are
subject to risks,  uncertainties,  assumptions and other factors relating to the
Registrant's  industry,  operations and results of operations and any businesses
that may be  acquired  by the  Registrant.  Should one or more of these risks or
uncertainties materialize, or should the underlying assumptions prove incorrect,
actual  results  may  differ  significantly  from those  anticipated,  believed,
estimated, expected, intended or planned.

Item 1.01 Entry into a Material Definitive Agreement.

      On August 25, 2005, the Board of Directors of the Registrant  approved and
adopted the US Global Nanospace,  Inc. 2005 Stock Plan (the "Plan"). Pursuant to
the Plan, the Registrant may issue up to 25,000,000  shares of common stock (the
"Plan  Shares") to  employees,  officers,  directors,  consultants,  independent
contractors  and  advisors of the  Company.  Awards under the Plan may be in the
form of stock  options,  stock awards  subject to payment of  consideration,  or
stock bonuses, and may be subject to vesting conditions.  The Board of Directors
will  administer  and  interpret  the Plan in the absence of a committee  of the
Board  formed for such  purpose.  Awards  granted  under the Plan will be either
registered and qualified under federal and state  securities laws or exempt from
such registration and qualification.

      The  information  above is  qualified  in its entirety by reference to the
Plan which is attached as an exhibit to this Report.

Item 9.01 Financial Statements and Exhibits

      (a)   Financial Statements of Businesses Acquired.

            Not applicable.

      (b)   Pro Forma Financial Information

            Not applicable.

      (c)   Exhibits

            10.1  2005 Stock Plan

                                   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.

                                       US GLOBAL NANOSPACE, INC.
                                            (Registrant)

Date: August 30, 2005
                                      /s/ Carl Gruenler
                                      ------------------------------------------
                                      Carl Gruenler, Chief Executive Officer
{"company-data": {"conformed-name": "US GLOBAL NANOSPACE  INC", "cik": "0001001111", "assigned-sic": "2390", "irs-number": "980134875", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-23339", "film-number": "051059596"}, "business-address": {"street1": "2533 NORTH CARSON STREET", "street2": "STE 5107", "city": "CARSON CITY", "state": "NV", "zip": "89706", "phone": "775-841-3246"}, "mail-address": {"street1": "2533 N CARSON STREET", "street2": "STE 5107", "city": "CARSON CITY", "state": "NV", "zip": "89706"}, "former-company": [{"former-conformed-name": "US GLOBAL AEROSPACE  INC", "date-changed": "20021016"}, {"former-conformed-name": "CARING PRODUCTS INTERNATIONAL INC", "date-changed": "19950919"}]}
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 25, 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))
This Form 8-K and other  reports filed by US Global  Nanospace,  Inc. (the
"Registrant")  from time to time with the  Securities  and  Exchange  Commission
(collectively the "Filings")  contain forward looking statements and information
that are based upon  beliefs of, and  information  currently  available  to, the
Registrant's  management  as  well  as  estimates  and  assumptions  made by the
Registrant's  management.  When  used in the  Filings  the  words  "anticipate",
"believe",  "estimate",  "expect", "future", "intend", "plan" or the negative of
these terms and similar  expressions  as they  relate to the  Registrant  or the
Registrant's  management  identify forward looking  statements.  Such statements
reflect the current view of the Registrant with respect to future events and are
subject to risks,  uncertainties,  assumptions and other factors relating to the
Registrant's  industry,  operations and results of operations and any businesses
that may be  acquired  by the  Registrant.  Should one or more of these risks or
uncertainties materialize, or should the underlying assumptions prove incorrect,
actual  results  may  differ  significantly  from those  anticipated,  believed,
estimated, expected, intended or planned.

Item 1.01 Entry into a Material Definitive Agreement.

      On August 25, 2005, the Board of Directors of the Registrant  approved and
adopted the US Global Nanospace,  Inc. 2005 Stock Plan (the "Plan"). Pursuant to
the Plan, the Registrant may issue up to 25,000,000  shares of common stock (the
"Plan  Shares") to  employees,  officers,  directors,  consultants,  independent
contractors  and  advisors of the  Company.  Awards under the Plan may be in the
form of stock  options,  stock awards  subject to payment of  consideration,  or
stock bonuses, and may be subject to vesting conditions.  The Board of Directors
will  administer  and  interpret  the Plan in the absence of a committee  of the
Board  formed for such  purpose.  Awards  granted  under the Plan will be either
registered and qualified under federal and state  securities laws or exempt from
such registration and qualification.

      The  information  above is  qualified  in its entirety by reference to the
Plan which is attached as an exhibit to this Report.

Item 9.01 Financial Statements and Exhibits

      (a)   Financial Statements of Businesses Acquired.

            Not applicable.

      (b)   Pro Forma Financial Information

            Not applicable.

      (c)   Exhibits

            10.1  2005 Stock Plan

                                   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.

                                       US GLOBAL NANOSPACE, INC.
                                            (Registrant)

Date: August 30, 2005
                                      /s/ Carl Gruenler
                                      ------------------------------------------
                                      Carl Gruenler, Chief Executive Officer