================================================================================


                     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 EXCHANGE ACT OF 1934

                        Date of report September 21, 2005


                                SPATIALIGHT, INC.
--------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


         New York                  000-19828                     16-1363082
--------------------------------------------------------------------------------
(State or Other Jurisdiction      (Commission                  (IRS Employer
     of Incorporation)            File Number)               Identification No.)


   Five Hamilton Landing, Suite 100, Novato, California            94949
--------------------------------------------------------------------------------
      (Address of Principal Executive Offices)                   (Zip Code)


   Registrant's telephone number, including area code         (415) 883-1693
--------------------------------------------------------------------------------


--------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


================================================================================

                                       -1-

<PAGE>

                                TABLE OF CONTENTS
                                -----------------

Item 8.01. Other Events.

SIGNATURES

                                       -2-

<PAGE>

Item 8.01. Other Events.

SpatiaLight  has been  advised  by the  staff  of the  Securities  and  Exchange
Commission  that it is  conducting  an informal  inquiry into the  circumstances
surrounding our filing of consents of the independent registered accounting firm
BDO Seidman, LLP, without requisite authorization, allowing us to incorporate by
reference in the  prospectus  constituting  a part of our Form S-3  Registration
Statements (No. 333-122391 and 333-122392) our consolidated financial statements
for the years ended December 31, 2002 and 2003, which were filed as Exhibit 23.1
to amendments to the  registration  statements  referred to above filed with the
SEC on July 27, 2005. We disclosed  the issue of the consents  having been filed
without requisite authorization from BDO Seidman in post-effective amendments to
the registration  statements  referred to above filed with the SEC on August 23,
2005. We have been cooperating with the SEC in connection with this matter.

BDO  Seidman  has  not  withdrawn  any  previously   granted   consents  to  the
incorporation  by  reference  of its reports  with  respect to our 2002 and 2003
fiscal years in any of our  previously  filed annual  reports or in the Form S-3
registration  statements  referred to above initially filed on January 31, 2005,
and  amendments to those  registration  statements  filed prior to July 2005. To
seek to  obtain  new  consents  for  incorporation  into  our  two  registration
statements in question in this matter,  we have engaged our current  independent
auditors,  Odenberg Ullakko  Muranishi & Co., LLP, to conduct a new audit of our
2002 and 2003 fiscal years.

The Audit Committee of our Board of Directors is in the process of undertaking a
review and investigation of the foregoing matters.

                                       -3-

<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.

Date: September 21, 2005

                                              SPATIALIGHT, INC.

                                              By: /s/ ROBERT A. OLINS
                                                  ------------------------------
                                                  Name:  Robert A. Olins
                                                  Title: Chief Executive Officer

                                       -4-
{"company-data": {"conformed-name": "SPATIALIGHT INC", "cik": "0000881468", "assigned-sic": "3861", "irs-number": "161363082", "state-of-incorporation": "NY", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-19828", "film-number": "051096942"}, "business-address": {"street1": "FIVE HAMILTON LANDING", "street2": "SUITE 100", "city": "NOVATO", "state": "CA", "zip": "94949", "phone": "4158831693"}, "mail-address": {"street1": "FIVE HAMILTON LANDING", "street2": "SUITE 100", "city": "NOVATO", "state": "CA", "zip": "94949"}, "former-company": {"former-conformed-name": "SAYETT GROUP INC", "date-changed": "19930328"}}
================================================================================

                     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 EXCHANGE ACT OF 1934

                        Date of report September 21, 2005

                                SPATIALIGHT, INC.
--------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

         New York                  000-19828                     16-1363082
--------------------------------------------------------------------------------
(State or Other Jurisdiction      (Commission                  (IRS Employer
     of Incorporation)            File Number)               Identification No.)

   Five Hamilton Landing, Suite 100, Novato, California            94949
--------------------------------------------------------------------------------
      (Address of Principal Executive Offices)                   (Zip Code)

   Registrant's telephone number, including area code         (415) 883-1693
--------------------------------------------------------------------------------

--------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)

================================================================================

                                       -1-
TABLE OF CONTENTS
                                -----------------

Item 8.01. Other Events.

SIGNATURES

                                       -2-
Item 8.01. Other Events.

SpatiaLight  has been  advised  by the  staff  of the  Securities  and  Exchange
Commission  that it is  conducting  an informal  inquiry into the  circumstances
surrounding our filing of consents of the independent registered accounting firm
BDO Seidman, LLP, without requisite authorization, allowing us to incorporate by
reference in the  prospectus  constituting  a part of our Form S-3  Registration
Statements (No. 333-122391 and 333-122392) our consolidated financial statements
for the years ended December 31, 2002 and 2003, which were filed as Exhibit 23.1
to amendments to the  registration  statements  referred to above filed with the
SEC on July 27, 2005. We disclosed  the issue of the consents  having been filed
without requisite authorization from BDO Seidman in post-effective amendments to
the registration  statements  referred to above filed with the SEC on August 23,
2005. We have been cooperating with the SEC in connection with this matter.

BDO  Seidman  has  not  withdrawn  any  previously   granted   consents  to  the
incorporation  by  reference  of its reports  with  respect to our 2002 and 2003
fiscal years in any of our  previously  filed annual  reports or in the Form S-3
registration  statements  referred to above initially filed on January 31, 2005,
and  amendments to those  registration  statements  filed prior to July 2005. To
seek to  obtain  new  consents  for  incorporation  into  our  two  registration
statements in question in this matter,  we have engaged our current  independent
auditors,  Odenberg Ullakko  Muranishi & Co., LLP, to conduct a new audit of our
2002 and 2003 fiscal years.

The Audit Committee of our Board of Directors is in the process of undertaking a
review and investigation of the foregoing matters.

                                       -3-
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.

Date: September 21, 2005

                                              SPATIALIGHT, INC.

                                              By: /s/ ROBERT A. OLINS
                                                  ------------------------------
                                                  Name:  Robert A. Olins
                                                  Title: Chief Executive Officer

                                       -4-