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

                                  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)

                               September 16, 2005

                          ----------------------------

                       Applied Spectrum Technologies, Inc.
               (Exact name of registrant as specified in charter)

                                    Minnesota
         (State or other Jurisdiction of Incorporation or Organization)

         0-16397                                         41-1419457
(Commission File Number)                       (IRS Employer Identification No.)

                                65 Norwood Avenue
                            Upper Montclair, NJ 07043
                         (Address of Principal Executive
                              Offices and zip code)

                                 (973) 783-1117
                             (Registrant's telephone
                          number, including area code)

                                       N/A
          (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 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(b) under the Exchange Act (17
      CFR 240.14a-12(b))

|_|   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>

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

      Information included in this Form 8-K may contain forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as
amended (the "Securities Act") and Section 21E of the Securities Exchange Act of
1934, as amended (the "Exchange Act"). This information may involve known and
unknown risks, uncertainties and other factors which may cause the actual
results, performance or achievements of Applied Spectrum Technologies, Inc. (the
"Company") to be materially different from future results, performance or
achievements expressed or implied by any forward-looking statements.
Forward-looking statements, which involve assumptions and describe the Company's
future plans, strategies and expectations, are generally identifiable by use of
the words "may," "will," "should," "expect," "anticipate," "estimate,"
"believe," "intend" or "project" or the negative of these words or other
variations on these words or comparable terminology. These forward-looking
statements are based on assumptions that may be incorrect, and there can be no
assurance that these projections included in these forward-looking statements
will come to pass. The Company's actual results could differ materially from
those expressed or implied by the forward-looking statements as a result of
various factors. Except as required by applicable laws, the Company undertakes
no obligation to update publicly any forward-looking statements for any reason,
even if new information becomes available or other events occur in the future.

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.

      On September 16, 2005, Applied Spectrum Technologies, Inc. (the "Company")
commenced quotation on the Over-the-Counter Bulletin Board ("OTC BB"). The
Company's trading symbol is APSP.

      The Company is currently a "shell company" with nominal assets and
operations whose sole business is to identify, evaluate and investigate various
companies with the intent that, if such investigation warrants, a reverse merger
transaction be negotiated and completed pursuant to which the Company would
acquire a target company with an operating business with the intent of
continuing the acquired company's business as a publicly held entity.

      The Company's transfer agent is Computershare Trust Company, Inc., 350
Indiana Street, Suite 800, Golden, Colorado, 80401

<PAGE>

                                   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.

                                 Applied Spectrum Technologies, Inc.
                                 (Registrant)

Date:  September 19, 2005        By: /s/Mark R. Littell
                                     ----------------------------------------
                                     Mark R. Littell, Chief Executive Officer
{"company-data": {"conformed-name": "APPLIED SPECTRUM TECHNOLOGIES INC", "cik": "0000705868", "assigned-sic": "3661", "irs-number": "411419457", "state-of-incorporation": "MN", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-16397", "film-number": "051093463"}, "business-address": {"street1": "65 NORWOOD AVENUE", "city": "UPPER MONTCLAIR", "state": "NJ", "zip": "07043", "phone": "9737831117"}, "mail-address": {"street1": "65 NORWOOD AVENUE", "city": "UPPER MONTCLAIR", "state": "NJ", "zip": "07043"}}
================================================================================

                                  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)

                               September 16, 2005

                          ----------------------------

                       Applied Spectrum Technologies, Inc.
               (Exact name of registrant as specified in charter)

                                    Minnesota
         (State or other Jurisdiction of Incorporation or Organization)

         0-16397                                         41-1419457
(Commission File Number)                       (IRS Employer Identification No.)

                                65 Norwood Avenue
                            Upper Montclair, NJ 07043
                         (Address of Principal Executive
                              Offices and zip code)

                                 (973) 783-1117
                             (Registrant's telephone
                          number, including area code)

                                       N/A
          (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 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(b) under the Exchange Act (17
      CFR 240.14a-12(b))

|_|   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))
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

      Information included in this Form 8-K may contain forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as
amended (the "Securities Act") and Section 21E of the Securities Exchange Act of
1934, as amended (the "Exchange Act"). This information may involve known and
unknown risks, uncertainties and other factors which may cause the actual
results, performance or achievements of Applied Spectrum Technologies, Inc. (the
"Company") to be materially different from future results, performance or
achievements expressed or implied by any forward-looking statements.
Forward-looking statements, which involve assumptions and describe the Company's
future plans, strategies and expectations, are generally identifiable by use of
the words "may," "will," "should," "expect," "anticipate," "estimate,"
"believe," "intend" or "project" or the negative of these words or other
variations on these words or comparable terminology. These forward-looking
statements are based on assumptions that may be incorrect, and there can be no
assurance that these projections included in these forward-looking statements
will come to pass. The Company's actual results could differ materially from
those expressed or implied by the forward-looking statements as a result of
various factors. Except as required by applicable laws, the Company undertakes
no obligation to update publicly any forward-looking statements for any reason,
even if new information becomes available or other events occur in the future.

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.

      On September 16, 2005, Applied Spectrum Technologies, Inc. (the "Company")
commenced quotation on the Over-the-Counter Bulletin Board ("OTC BB"). The
Company's trading symbol is APSP.

      The Company is currently a "shell company" with nominal assets and
operations whose sole business is to identify, evaluate and investigate various
companies with the intent that, if such investigation warrants, a reverse merger
transaction be negotiated and completed pursuant to which the Company would
acquire a target company with an operating business with the intent of
continuing the acquired company's business as a publicly held entity.

      The Company's transfer agent is Computershare Trust Company, Inc., 350
Indiana Street, Suite 800, Golden, Colorado, 80401
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.

                                 Applied Spectrum Technologies, Inc.
                                 (Registrant)

Date:  September 19, 2005        By: /s/Mark R. Littell
                                     ----------------------------------------
                                     Mark R. Littell, Chief Executive Officer