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)     October 24, 2005
   ---------------------------------------------------------------------


                           IRON STAR DEVELOPMENT, INC.
                           ---------------------------
             (Exact name of Registrant as specified in its charter)


             Utah                           000-51012            87-0427336
--------------------------------------------------------------------------------
  (State or other jurisdiction            (Commission           (IRS Employer
of incorporation or organization)         File number)       Identification No.)


             175 South Main St., No. 1212, Salt Lake City, UT 84111
             ------------------------------------------------------
               (Address of principal executive offices) (Zip Code)


                                 (801) 597-3337
                                 --------------
              (Registrant's Telephone Number, Including Area Code)


--------------------------------------------------------------------------------
                  (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 for 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>

                Section 1 - Registrant's Business and Operations

Item 1.01. Entry into a Material Definitive Agreement.

      On October  24,  2005,  Iron Star  Development,  Inc.  (the  "Registrant")
entered into a term sheet (the "Bridge Term Sheet") with  Highgate  House Funds,
Ltd.  ("Highgate").  Pursuant to the Bridge Term Sheet, the Registrant agreed to
issue  bridge  notes to  Highgate in an amount of up to  $800,000  (the  "Bridge
Notes")  and  to  issue  Highgate  warrants  for  up to  160,000  shares  of the
Registrant's  common stock for a period of three years with an exercise price of
$0.001 (the  "Warrants").  In exchange for the purchase of the Bridge Notes, the
Registrant will grant Highgate a security interest in all of its assets and will
issue  shares of common  stock in an amount equal to five times the total amount
of the  Bridge  Notes to be held in escrow  in the event of a default  under the
Bridge Notes (the "Escrow Shares").

      Pursuant to the Bridge Term  Sheet,  the Bridge  Notes will have a term of
eighteen  months  from the date of  issuance  and shall bear an  interest of ten
percent per annum.  The Registrant may redeem the Bridge Notes at any time prior
to their maturity at a price equal to 120% of the face amount  redeemed plus any
accrued  interest.  Highgate may at its option convert all or some of the Bridge
Notes plus any  accrued  and unpaid  interest  into  shares of the  Registrant's
common stock at the price of $1.00 per share.

      As a condition  to  closing,  the  Registrant  shall have  entered  into a
Standby Equity Distribution Agreement ("SEDA") with Cornell Capital Partners, LP
("Cornell"),  agreed to a written use of the proceeds  from the Bridge Notes and
executed all documents related to the Bridge Notes.

      On October 24, 2005, the Registrant entered into a term sheet with Cornell
pursuant to which  Cornell shall commit to purchase over the course of two years
from the date of the effectiveness of a registration  statement  described below
up to  $10,000,000  of the  Registrant's  common  stock in  increments  of up to
$1,000,000  (each such  increment,  an  "Advance").  The purchase price for this
common stock shall be 97% of the lowest daily volume  weighted  average price of
the common stock during the five consecutive  trading days after notice is given
requesting an Advance.

      The Registrant shall file a registration statement with the Securities and
Exchange  Commission  to register  the resale of the  Registrant's  common stock
issued to Cornell  pursuant to the SEDA. The  registration  statement shall also
include  the  shares of common  stock  underlying  the  Warrants  and the Escrow
Shares.

      On October 24, 2005, the Registrant entered into a term sheet (the "Merger
Term Sheet")  with CallKey  Group  Limited  ("CallKey")  pursuant to which it is
bound to enter  into an  Agreement  and Plan of Merger and  Reorganization  (the
"Merger  Agreement")  by  and  among  Registrant,  CallKey,  and a to be  formed
wholly-owned  subsidiary of the Registrant  ("Merger Corp."). As contemplated by
the Merger  Term  Sheet,  Merger  Corp.  will merge with and into  CallKey  (the
"Merger"),  as a result of which  Registrant  will acquire all of the issued and
outstanding shares of CallKey and CallKey will become a wholly-owned  subsidiary
of the Registrant.


                                       2
<PAGE>

      In connection with the Merger,  the holders of CallKey common stock,  will
receive 10,776,080 shares of the Registrant's  common stock and the shareholders
of  Registrant  immediately  prior to the Merger will retain  307,888  shares of
common stock of Registrant,  115,542 of which shares will be returned by Wallace
Boyack to the CallKey's  treasury.  The Registrant  shall issue its  consultant,
Viking  Investments Group II, Inc.,  1,231,552 share of the Registrant's  common
stock in consideration for its services.  After giving effect to the Merger, the
shares of common  stock  into  which the Bridge  Notes are  convertible  and the
Warrants,  Registrant  will have  13,275,520  shares of common  stock issued and
outstanding.

      Among its other provisions,  the Merger Term Sheet provides that the Board
of Directors of Registrant  following the closing of the Merger shall consist of
five members. On the closing date of the Merger, all of the current officers and
directors of Registrant shall resign and,  simultaneously with such resignation,
appoint a new Board of  Directors  and such  executive  officers,  a majority of
which shall be determined CallKey.  All securities issued pursuant to the Merger
will be "restricted" stock and be subject to all applicable re-sale restrictions
specified by federal and state securities laws.

      The parties'  obligations  to consummate the Merger are subject to certain
closing conditions including: (i) obtaining all necessary board, shareholder and
third party consents; and (ii) satisfactory completion by Registrant and CallKey
of all necessary technical and legal due diligence.

      From  and  after  the date of  execution  of the  Merger  Term  Sheet  and
continuing  through  January 22, 2006 (the  "Exclusivity  Period"),  CallKey has
agreed that it will not enter into any agreement or consummate  any  transaction
with any third party,  in whatever  form,  other than in the ordinary  course of
business  (including,   without  limitation,   joint  venture,   sale,  license,
distribution  agreement,  etc.) or enter into any other  transaction  that would
preclude  the  consummation  of the  transactions  contemplated  by  the  Merger
Agreement.


                                       3
<PAGE>

Item 9.01. Financial Statement and Exhibits.

10.1  Letter of Intent,  dated  October 24,  2005,  regarding  the Merger by and
      among CallKey Group Limited,  Iron Star Development,  Inc., Highgate House
      Funds, Ltd. and Wallace Boyack.

10.2  Term Sheet,  dated  October 24, 2005,  regarding  the Bridge Notes between
      Iron Star Development, Inc. and Highgate House Funds, Ltd.

10.3  Term Sheet,  dated October 24, 2005,  regarding the SEDA between Iron Star
      Development, Inc. and Cornell Capital Partners, LP


                                       4
<PAGE>

                                   SIGNATURES

      In accordance  with the  requirements  of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                         IRON STAR DEVELOPMENT, INC.


Date: October 28, 2005                   By: /s/ Wallace Boyack
                                             -----------------------------------
                                             Wallace Boyack
                                             Chief Executive Officer


                                       5
<PAGE>

                                  EXHIBIT INDEX

Exhibit
Number         Document
------         --------

10.1           Letter of Intent, dated October 24, 2005, regarding the Merger by
               and among CallKey Group  Limited,  Iron Star  Development,  Inc.,
               Highgate House Funds, Ltd. and Wallace Boyack.

10.2           Term Sheet,  dated  October 24, 2005,  regarding the Bridge Notes
               between Iron Star  Development,  Inc.  and Highgate  House Funds,
               Ltd.

10.3           Term Sheet,  dated  October 24, 2005,  regarding the SEDA between
               Iron Star Development, Inc. and Cornell Capital Partners, LP


                                       6
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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)     October 24, 2005
   ---------------------------------------------------------------------

                           IRON STAR DEVELOPMENT, INC.
                           ---------------------------
             (Exact name of Registrant as specified in its charter)

             Utah                           000-51012            87-0427336
--------------------------------------------------------------------------------
  (State or other jurisdiction            (Commission           (IRS Employer
of incorporation or organization)         File number)       Identification No.)

             175 South Main St., No. 1212, Salt Lake City, UT 84111
             ------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (801) 597-3337
                                 --------------
              (Registrant's Telephone Number, Including Area Code)

--------------------------------------------------------------------------------
                  (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 for 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))
Section 1 - Registrant's Business and Operations

Item 1.01. Entry into a Material Definitive Agreement.

      On October  24,  2005,  Iron Star  Development,  Inc.  (the  "Registrant")
entered into a term sheet (the "Bridge Term Sheet") with  Highgate  House Funds,
Ltd.  ("Highgate").  Pursuant to the Bridge Term Sheet, the Registrant agreed to
issue  bridge  notes to  Highgate in an amount of up to  $800,000  (the  "Bridge
Notes")  and  to  issue  Highgate  warrants  for  up to  160,000  shares  of the
Registrant's  common stock for a period of three years with an exercise price of
$0.001 (the  "Warrants").  In exchange for the purchase of the Bridge Notes, the
Registrant will grant Highgate a security interest in all of its assets and will
issue  shares of common  stock in an amount equal to five times the total amount
of the  Bridge  Notes to be held in escrow  in the event of a default  under the
Bridge Notes (the "Escrow Shares").

      Pursuant to the Bridge Term  Sheet,  the Bridge  Notes will have a term of
eighteen  months  from the date of  issuance  and shall bear an  interest of ten
percent per annum.  The Registrant may redeem the Bridge Notes at any time prior
to their maturity at a price equal to 120% of the face amount  redeemed plus any
accrued  interest.  Highgate may at its option convert all or some of the Bridge
Notes plus any  accrued  and unpaid  interest  into  shares of the  Registrant's
common stock at the price of $1.00 per share.

      As a condition  to  closing,  the  Registrant  shall have  entered  into a
Standby Equity Distribution Agreement ("SEDA") with Cornell Capital Partners, LP
("Cornell"),  agreed to a written use of the proceeds  from the Bridge Notes and
executed all documents related to the Bridge Notes.

      On October 24, 2005, the Registrant entered into a term sheet with Cornell
pursuant to which  Cornell shall commit to purchase over the course of two years
from the date of the effectiveness of a registration  statement  described below
up to  $10,000,000  of the  Registrant's  common  stock in  increments  of up to
$1,000,000  (each such  increment,  an  "Advance").  The purchase price for this
common stock shall be 97% of the lowest daily volume  weighted  average price of
the common stock during the five consecutive  trading days after notice is given
requesting an Advance.

      The Registrant shall file a registration statement with the Securities and
Exchange  Commission  to register  the resale of the  Registrant's  common stock
issued to Cornell  pursuant to the SEDA. The  registration  statement shall also
include  the  shares of common  stock  underlying  the  Warrants  and the Escrow
Shares.

      On October 24, 2005, the Registrant entered into a term sheet (the "Merger
Term Sheet")  with CallKey  Group  Limited  ("CallKey")  pursuant to which it is
bound to enter  into an  Agreement  and Plan of Merger and  Reorganization  (the
"Merger  Agreement")  by  and  among  Registrant,  CallKey,  and a to be  formed
wholly-owned  subsidiary of the Registrant  ("Merger Corp."). As contemplated by
the Merger  Term  Sheet,  Merger  Corp.  will merge with and into  CallKey  (the
"Merger"),  as a result of which  Registrant  will acquire all of the issued and
outstanding shares of CallKey and CallKey will become a wholly-owned  subsidiary
of the Registrant.

                                       2
In connection with the Merger,  the holders of CallKey common stock,  will
receive 10,776,080 shares of the Registrant's  common stock and the shareholders
of  Registrant  immediately  prior to the Merger will retain  307,888  shares of
common stock of Registrant,  115,542 of which shares will be returned by Wallace
Boyack to the CallKey's  treasury.  The Registrant  shall issue its  consultant,
Viking  Investments Group II, Inc.,  1,231,552 share of the Registrant's  common
stock in consideration for its services.  After giving effect to the Merger, the
shares of common  stock  into  which the Bridge  Notes are  convertible  and the
Warrants,  Registrant  will have  13,275,520  shares of common  stock issued and
outstanding.

      Among its other provisions,  the Merger Term Sheet provides that the Board
of Directors of Registrant  following the closing of the Merger shall consist of
five members. On the closing date of the Merger, all of the current officers and
directors of Registrant shall resign and,  simultaneously with such resignation,
appoint a new Board of  Directors  and such  executive  officers,  a majority of
which shall be determined CallKey.  All securities issued pursuant to the Merger
will be "restricted" stock and be subject to all applicable re-sale restrictions
specified by federal and state securities laws.

      The parties'  obligations  to consummate the Merger are subject to certain
closing conditions including: (i) obtaining all necessary board, shareholder and
third party consents; and (ii) satisfactory completion by Registrant and CallKey
of all necessary technical and legal due diligence.

      From  and  after  the date of  execution  of the  Merger  Term  Sheet  and
continuing  through  January 22, 2006 (the  "Exclusivity  Period"),  CallKey has
agreed that it will not enter into any agreement or consummate  any  transaction
with any third party,  in whatever  form,  other than in the ordinary  course of
business  (including,   without  limitation,   joint  venture,   sale,  license,
distribution  agreement,  etc.) or enter into any other  transaction  that would
preclude  the  consummation  of the  transactions  contemplated  by  the  Merger
Agreement.

                                       3
Item 9.01. Financial Statement and Exhibits.

10.1  Letter of Intent,  dated  October 24,  2005,  regarding  the Merger by and
      among CallKey Group Limited,  Iron Star Development,  Inc., Highgate House
      Funds, Ltd. and Wallace Boyack.

10.2  Term Sheet,  dated  October 24, 2005,  regarding  the Bridge Notes between
      Iron Star Development, Inc. and Highgate House Funds, Ltd.

10.3  Term Sheet,  dated October 24, 2005,  regarding the SEDA between Iron Star
      Development, Inc. and Cornell Capital Partners, LP

                                       4
SIGNATURES

      In accordance  with the  requirements  of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                         IRON STAR DEVELOPMENT, INC.

Date: October 28, 2005                   By: /s/ Wallace Boyack
                                             -----------------------------------
                                             Wallace Boyack
                                             Chief Executive Officer

                                       5
EXHIBIT INDEX

Exhibit
Number         Document
------         --------

10.1           Letter of Intent, dated October 24, 2005, regarding the Merger by
               and among CallKey Group  Limited,  Iron Star  Development,  Inc.,
               Highgate House Funds, Ltd. and Wallace Boyack.

10.2           Term Sheet,  dated  October 24, 2005,  regarding the Bridge Notes
               between Iron Star  Development,  Inc.  and Highgate  House Funds,
               Ltd.

10.3           Term Sheet,  dated  October 24, 2005,  regarding the SEDA between
               Iron Star Development, Inc. and Cornell Capital Partners, LP

                                       6