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)
                                  July 14, 2006

                                SEARCHHELP, INC.
             (Exact name of registrant as specified in its charter)


           DELAWARE                    001-31590                 11-3621755
--------------------------------------------------------------------------------
(State or other jurisdiction    (Commission File Number)       (IRS Employer
      of incorporation)                                      Identification No.)


             1055 Stewart Avenue, Suite 12, Bethpage, New York 11714
--------------------------------------------------------------------------------
          (Address of principal executive offices, including zip code)

                                  516-922-4765
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)



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 communication 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 July 14, 2006 SearchHelp, Inc. ("SearchHelp") executed a Settlement Agreement
(the "2006 Settlement Agreement") with BioNeutral Laboratories Corporation USA
("BNC"), the parent company of Environmental Commercial Technology Corp.
("ECT"), to clarify certain terms and conditions pertaining to the Participation
Agreement (the "Participation Agreement"), dated February 3, 2004, between
SearchHelp and ECT and the related Settlement Agreement (the "Prior Settlement
Agreement"), dated October 20, 2005, between SearchHelp and BNC. The 2006
Settlement Agreement resolves the lawsuit commenced by SearchHelp against BNC
and ECT, in the Supreme Court of the State of New York (the "Court") on February
27, 2006, based on certain claims arising from the Participation Agreement and
the Prior Settlement Agreement.

Pursuant to the 2006 Settlement Agreement, SearchHelp is relieved of its
$100,000 payment obligation to BNC. Instead, BNC will withhold the first
$100,000 in participatory interest otherwise due to SearchHelp.

Furthermore, the 2006 Settlement Agreement limits the number of shares of the
common stock of SearchHelp that BNC may sell in any calendar week until all of
the remaining shares have been sold.

The 2006 Settlement Agreement is subject to Court approval.


ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT.

On July 14, 2006, the Supply Agreement, dated as of September 27, 2005, between
the registrant's wholly owned subsidiary, E-Top-Pics, Inc. ("ETP"), and Fuji
Photo Film U.S.A., Inc. ("Fuji") was terminated. As previously disclosed in the
registrant's filings, ETP has been in discussions with Fuji for several months
concerning the pricing of the imaging products to be supplied under the Supply
Agreement. Because the parties were unable to agree on mutually acceptable
pricing for such products, ETP submitted a notice of termination that became
final on July 14, 2006.

The termination of the Supply Agreement means that ETP will not be required to
meet the minimum purchase quantities specified in the agreement, but ETP is
obligated by the terms of the agreement to consummate the purchase of products
ordered prior to termination. However, ETP and Fuji are continuing their
discussions concerning the disposition of such products. Management believes
that these discussions will result in pricing terms that will enable ETP to
liquidate the inventory without having a material effect on the registrant.

Management has not made any decision as to whether ETP will discontinue the
imaging-products segment of its business

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(D)  EXHIBIT

Settlement Agreement, dated July 14, 2006, between SearchHelp, Inc. and
BioNeutral Laboratories Corporation USA

<PAGE>

                                   SIGNATURES

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


Dated: July 20, 2006

                                      SEARCHHELP, INC.

                                      By:  /s/ Joseph Carrizzo
                                         ---------------------------
                                      Name:    Joseph Carrizzo
                                      Title:   President
{"company-data": {"conformed-name": "SEARCHHELP INC", "cik": "0001163573", "assigned-sic": "7380", "irs-number": "113621755", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-31590", "film-number": "06971792"}, "mail-address": {"street1": "1055 STEWART AVE STE 12", "city": "BETHPAGE", "state": "NY", "zip": "11714"}}
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)
                                  July 14, 2006

                                SEARCHHELP, INC.
             (Exact name of registrant as specified in its charter)

           DELAWARE                    001-31590                 11-3621755
--------------------------------------------------------------------------------
(State or other jurisdiction    (Commission File Number)       (IRS Employer
      of incorporation)                                      Identification No.)

             1055 Stewart Avenue, Suite 12, Bethpage, New York 11714
--------------------------------------------------------------------------------
          (Address of principal executive offices, including zip code)

                                  516-922-4765
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

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 communication 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 July 14, 2006 SearchHelp, Inc. ("SearchHelp") executed a Settlement Agreement
(the "2006 Settlement Agreement") with BioNeutral Laboratories Corporation USA
("BNC"), the parent company of Environmental Commercial Technology Corp.
("ECT"), to clarify certain terms and conditions pertaining to the Participation
Agreement (the "Participation Agreement"), dated February 3, 2004, between
SearchHelp and ECT and the related Settlement Agreement (the "Prior Settlement
Agreement"), dated October 20, 2005, between SearchHelp and BNC. The 2006
Settlement Agreement resolves the lawsuit commenced by SearchHelp against BNC
and ECT, in the Supreme Court of the State of New York (the "Court") on February
27, 2006, based on certain claims arising from the Participation Agreement and
the Prior Settlement Agreement.

Pursuant to the 2006 Settlement Agreement, SearchHelp is relieved of its
$100,000 payment obligation to BNC. Instead, BNC will withhold the first
$100,000 in participatory interest otherwise due to SearchHelp.

Furthermore, the 2006 Settlement Agreement limits the number of shares of the
common stock of SearchHelp that BNC may sell in any calendar week until all of
the remaining shares have been sold.

The 2006 Settlement Agreement is subject to Court approval.

ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT.

On July 14, 2006, the Supply Agreement, dated as of September 27, 2005, between
the registrant's wholly owned subsidiary, E-Top-Pics, Inc. ("ETP"), and Fuji
Photo Film U.S.A., Inc. ("Fuji") was terminated. As previously disclosed in the
registrant's filings, ETP has been in discussions with Fuji for several months
concerning the pricing of the imaging products to be supplied under the Supply
Agreement. Because the parties were unable to agree on mutually acceptable
pricing for such products, ETP submitted a notice of termination that became
final on July 14, 2006.

The termination of the Supply Agreement means that ETP will not be required to
meet the minimum purchase quantities specified in the agreement, but ETP is
obligated by the terms of the agreement to consummate the purchase of products
ordered prior to termination. However, ETP and Fuji are continuing their
discussions concerning the disposition of such products. Management believes
that these discussions will result in pricing terms that will enable ETP to
liquidate the inventory without having a material effect on the registrant.

Management has not made any decision as to whether ETP will discontinue the
imaging-products segment of its business

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(D)  EXHIBIT

Settlement Agreement, dated July 14, 2006, between SearchHelp, Inc. and
BioNeutral Laboratories Corporation USA
SIGNATURES

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

Dated: July 20, 2006

                                      SEARCHHELP, INC.

                                      By:  /s/ Joseph Carrizzo
                                         ---------------------------
                                      Name:    Joseph Carrizzo
                                      Title:   President