U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                               ------------------

                                    FORM 8-K
                                 CURRENT REPORT
          Pursuant to Section 13 or 15(d) of the Securities Act of 1934



Date of Report (Date of earliest event reported): October 20, 2005
                                                 ------------------

                           HIENERGY TECHNOLOGIES, INC.
                 -----------------------------------------------
             (Exact name of registrant as specified in its charter)


          DELAWARE            0 - 32093             91-2022980
         ----------           ---------             ----------
       (State or other       (Commission          (I.R.S. Employer
        Jurisdiction         File Number)        Identification No.)
      of incorporation)



      1601-B ALTON PARKWAY, UNIT B
          IRVINE, CALIFORNIA                              92606
    ----------------------------------------            ----------
    (Address of principal executive offices)            (Zip Code)


Registrant's telephone number, including area code: 949.757.0855
                                                   ------------------


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


<PAGE>

HiEnergy Technologies, Inc. ("we", "us" or the "Company") files this report on
Form 8-K to report the following:


Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers;

On October 13, 2005, our Board of Directors unanimously elected Mr. Ivan
Obolensky to serve as a member of our Board of Directors. Mr. Obolensky resident
of New York City is also a Vice President of Shields & Company, Investment
Bankers and Member of the New York Stock Exchange. A Supervisory Financial
Analyst, as well as a former publisher with two Pulitzer Prizes to his credit,
Mr. Obolensky brings with him more than 40 years of experience in the investment
banking business, with such firms as Sterling Grace & Co., Jesup, Josephthal &
Co., Dominick and Dominick, Inc., Middendorf Colgate, and CB
Richard/Ellis/Mosley Hallgarten. Throughout his investment banking career, Ivan
Obolensky has followed companies in the Defense Aerospace, Oil & Gas, Precious
Metals and Minerals, Publishing, and High Technology industries and has appeared
as a guest on CNBC, CNNfn, and Bloomberg TV. Mr. Obolensky is a Registered
Investment Advisor and a member of the New York Society of Security Analysts. In
addition to his appointment to the Board, Mr. Obolensky was also elected and has
agreed to serve on the Compensation Committee of our Board of Directors.

On October 13, 2005, Col. William J. Lacey, Jr. resigned from our Board of
Directors to focus on his role as President and Chief Executive Officer of
HiEnergy Defense, Inc., our wholly-owned subsidiary located in Alexandria,
Virginia, where he is charged with securing congressional support and military
contracts for our products.

Item 8.01. Other Events

On October 13, 2005, a press release was issued regarding the election of Mr.
Ivan Obolensky to our Board of Directors and its Compensation Committee, as well
as the resignation of Col. William J. Lacey, Jr. from our Board of Directors. A
copy of this press release is attached to this filing as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

99.1  Press Release announcing the resignation of Col. William J. Lacey, Jr.
      from our Board of Directors and the appointment of Mr. Ivan Obolensky to
      our Board of Directors and the Compensation Committee of our Board.

FORWARD-LOOKING STATEMENTS

Any statements made in this press release which are not historical facts contain
certain forward-looking statements, as such term is defined in the Private
Litigation Reform Act of 1995, concerning potential developments affecting the
business, prospects, financial condition and other aspects of the company to
which this release pertains. The actual results of the specific items described
in this release, and the company's operations generally, may differ materially
from what is projected in such forward- looking statements. Although such
statements are based upon the best judgments of management of the company as of
the date of this release, significant deviations in magnitude, timing and other
factors may result from business risks and uncertainties including, without
limitation, the company's dependence on third parties, general market and
economic conditions, technical factors, the availability of outside capital,
receipt of revenues and other factors, many of which are beyond the control of
the company. The company disclaims any obligation to update information
contained in any forward- looking statement.


                                       32
<PAGE>

These forward looking statements involve known and unknown risks, uncertainties
and other factors that may cause our actual results, levels of activity,
performance, or achievements to be materially different from any future results,
levels of activity, performance, or achievement expressed or implied by such
forward looking statements. In some cases, you can identify forward looking
statements by terminology such as "may," "will," "should," "could," "intend,"
"expects," "plan," "anticipates," "believes," "estimates," "predicts,"
"potential," or "continue" or the negative of such terms or other comparable
terminology. Although we believe that the expectations reflected in the forward
looking statements are reasonable, we cannot guarantee future results, levels of
activity, performance, or achievements. Moreover, neither we nor any other
person assumes responsibility for the accuracy and completeness of such
statements. In addition to the risks described above, additional risks affecting
our Company can be found in our periodic reports filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934.


<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                  HIENERGY TECHNOLOGIES, INC.


October 21, 2005                  By: /s/ Bogdan C. Maglich
--------------------                 -----------------------------------
(Date)                               Name: Bogdan C. Maglich,
                                     Chief Executive Officer, Chairman of the
                                     Board, President and Treasurer
{"company-data": {"conformed-name": "HIENERGY TECHNOLOGIES INC", "cik": "0001112424", "assigned-sic": "3826", "irs-number": "912022980", "state-of-incorporation": "DE", "fiscal-year-end": "0430"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-32093", "film-number": "051150818"}, "business-address": {"street1": "1601 ALTON PARKWAY", "street2": "UNIT B", "city": "IRVINE", "state": "CA", "zip": "92606", "phone": "9497570855"}, "mail-address": {"street1": "1601 ALTON PARKWAY", "street2": "UNIT B", "city": "IRVINE", "state": "CA", "zip": "92612"}, "former-company": {"former-conformed-name": "SLW ENTERPRISES INC", "date-changed": "20000419"}}
U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                               ------------------

                                    FORM 8-K
                                 CURRENT REPORT
          Pursuant to Section 13 or 15(d) of the Securities Act of 1934

Date of Report (Date of earliest event reported): October 20, 2005
                                                 ------------------

                           HIENERGY TECHNOLOGIES, INC.
                 -----------------------------------------------
             (Exact name of registrant as specified in its charter)

          DELAWARE            0 - 32093             91-2022980
         ----------           ---------             ----------
       (State or other       (Commission          (I.R.S. Employer
        Jurisdiction         File Number)        Identification No.)
      of incorporation)

      1601-B ALTON PARKWAY, UNIT B
          IRVINE, CALIFORNIA                              92606
    ----------------------------------------            ----------
    (Address of principal executive offices)            (Zip Code)

Registrant's telephone number, including area code: 949.757.0855
                                                   ------------------

         ---------------------------------------------------------------
          (Former name or former address, if changed since last report)
HiEnergy Technologies, Inc. ("we", "us" or the "Company") files this report on
Form 8-K to report the following:

Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers;

On October 13, 2005, our Board of Directors unanimously elected Mr. Ivan
Obolensky to serve as a member of our Board of Directors. Mr. Obolensky resident
of New York City is also a Vice President of Shields & Company, Investment
Bankers and Member of the New York Stock Exchange. A Supervisory Financial
Analyst, as well as a former publisher with two Pulitzer Prizes to his credit,
Mr. Obolensky brings with him more than 40 years of experience in the investment
banking business, with such firms as Sterling Grace & Co., Jesup, Josephthal &
Co., Dominick and Dominick, Inc., Middendorf Colgate, and CB
Richard/Ellis/Mosley Hallgarten. Throughout his investment banking career, Ivan
Obolensky has followed companies in the Defense Aerospace, Oil & Gas, Precious
Metals and Minerals, Publishing, and High Technology industries and has appeared
as a guest on CNBC, CNNfn, and Bloomberg TV. Mr. Obolensky is a Registered
Investment Advisor and a member of the New York Society of Security Analysts. In
addition to his appointment to the Board, Mr. Obolensky was also elected and has
agreed to serve on the Compensation Committee of our Board of Directors.

On October 13, 2005, Col. William J. Lacey, Jr. resigned from our Board of
Directors to focus on his role as President and Chief Executive Officer of
HiEnergy Defense, Inc., our wholly-owned subsidiary located in Alexandria,
Virginia, where he is charged with securing congressional support and military
contracts for our products.

Item 8.01. Other Events

On October 13, 2005, a press release was issued regarding the election of Mr.
Ivan Obolensky to our Board of Directors and its Compensation Committee, as well
as the resignation of Col. William J. Lacey, Jr. from our Board of Directors. A
copy of this press release is attached to this filing as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

99.1  Press Release announcing the resignation of Col. William J. Lacey, Jr.
      from our Board of Directors and the appointment of Mr. Ivan Obolensky to
      our Board of Directors and the Compensation Committee of our Board.

FORWARD-LOOKING STATEMENTS

Any statements made in this press release which are not historical facts contain
certain forward-looking statements, as such term is defined in the Private
Litigation Reform Act of 1995, concerning potential developments affecting the
business, prospects, financial condition and other aspects of the company to
which this release pertains. The actual results of the specific items described
in this release, and the company's operations generally, may differ materially
from what is projected in such forward- looking statements. Although such
statements are based upon the best judgments of management of the company as of
the date of this release, significant deviations in magnitude, timing and other
factors may result from business risks and uncertainties including, without
limitation, the company's dependence on third parties, general market and
economic conditions, technical factors, the availability of outside capital,
receipt of revenues and other factors, many of which are beyond the control of
the company. The company disclaims any obligation to update information
contained in any forward- looking statement.

                                       32
These forward looking statements involve known and unknown risks, uncertainties
and other factors that may cause our actual results, levels of activity,
performance, or achievements to be materially different from any future results,
levels of activity, performance, or achievement expressed or implied by such
forward looking statements. In some cases, you can identify forward looking
statements by terminology such as "may," "will," "should," "could," "intend,"
"expects," "plan," "anticipates," "believes," "estimates," "predicts,"
"potential," or "continue" or the negative of such terms or other comparable
terminology. Although we believe that the expectations reflected in the forward
looking statements are reasonable, we cannot guarantee future results, levels of
activity, performance, or achievements. Moreover, neither we nor any other
person assumes responsibility for the accuracy and completeness of such
statements. In addition to the risks described above, additional risks affecting
our Company can be found in our periodic reports filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934.
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                  HIENERGY TECHNOLOGIES, INC.

October 21, 2005                  By: /s/ Bogdan C. Maglich
--------------------                 -----------------------------------
(Date)                               Name: Bogdan C. Maglich,
                                     Chief Executive Officer, Chairman of the
                                     Board, President and Treasurer