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): October 18, 2005

                        NATIONAL INVESTMENT MANAGERS INC.
               (Exact Name of Registrant as Specified in Charter)

        Florida                   2-97360-A                    59-2091510
(State of Incorporation)   (Commission File Number)          (IRS Employer
                                                           Identification No.)

                          830 Third Avenue, 14th Floor
                               New York, NY 10022
               (Address of principal executive offices) (Zip Code)

                                 (212) 355-1547
              (Registrant's telephone number, including area code)

                                   Copies to:
                             Gregory Sichenzia, Esq.
                            Stephen M. Fleming, Esq.
                       Sichenzia Ross Friedman Ference LLP
                           1065 Avenue of the Americas
                            New York, New York 10018
                              Phone: (212) 930-9700
                               Fax: (212) 930-9725

Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the 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 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))


                                       1
<PAGE>

Item 1.01         Entry into a Material Definitive Agreement

Item 3.02         Unregistered Sales of Equity Securities

On October 18, 2005, 23 accredited investors (the "Investors") purchased an
aggregate of 2,965,000 shares of Series B Cumulative Convertible Preferred Stock
(the "Preferred Stock") at $1.00 per share for an aggregate purchase price of
$2,965,000. The funds raised will be utilized by National Investment Managers,
Inc. (the "Company") for working capital and acquisitions.

Each share of Preferred Stock is convertible, at any time at the option of the
holder, into two shares of common stock of the Company ("Common Stock"). The
Preferred Stock will be automatically converted into Common Stock upon (i) the
approval of the holders of a majority of the then outstanding Preferred Stock or
(ii) the closing of a firm commitment underwritten public offering of the
Company's securities in which the aggregate gross proceeds to the Company are
not less than $10,000,000 at a price equal to or higher than $2.00 per share of
common stock. Holders of the Preferred Stock are entitled to receive, when
declared by the Company's board of directors, annual dividends of $0.12 per
share of Preferred Stock paid on a semi-annually. Such dividends may be paid, at
the election of the Company, either (i) in cash, (ii) in registered common stock
of the Company or (iii) in restricted shares of common stock of the Company with
piggyback registration rights. In the event that the Company elects to issue
shares of common stock in connection with the dividend on the Preferred Stock,
such dividend shares shall be determined by dividing the dividend amount by 98%
of the volume-weighted average price of the common stock for the 20 trading days
immediately preceding the record date for payment of such dividend (the
"Dividend VWAP"); provided, however, if the Company unable to determine the
Dividend VWAP, then such dividend shall be determined by dividing the dividend
amount by the average of the three highest closing bid prices during the 20
trading days immediately preceding the record date for payment of such dividend.
The Company granted the Investors piggyback registration rights.

In addition to any voting rights provided by law, holders of the Preferred Stock
will have the right to vote together with holders of Common Stock and the Series
A Preferred Stock as a single class on all matters upon which stockholders are
entitled to vote, including election of the members of the Company's Board of
Directors. Each share of Preferred Stock will have the number of votes
corresponding to the number of shares of Common Stock into which the Preferred
Stock may be converted on the record date for determining stockholders entitled
to vote.

In the event of any liquidation or winding up of the Company, the holders of
Preferred Stock will be entitled to receive, in preference to holders of Common
Stock but subject to preferential liquidation rights of Series A Convertible
Preferred Stock, an amount equal to two times the original purchase price per
share, plus any previously declared and unpaid dividends.

The shares of Preferred Stock were offered and sold to the Investors in a
private placement transaction made in reliance upon exemptions from registration
pursuant to Section 4(2) under the Securities Act of 1933 and Rule 506
promulgated thereunder. Each of the Investors are accredited investors as
defined in Rule 501 of Regulation D promulgated under the Securities Act of
1933.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of business acquired.

Not applicable

(b) Pro forma financial information.

Not applicable

(c) Index of Exhibits.

Exhibit
Number                Description
------                -----------

3.1               Certificate of Designation of Preferences, Rights and
                  Limitations of Series B Cumulative Convertible Preferred Stock

4.1               Form of Subscription Agreement for Series B Cumulative
                  Convertible Preferred Stock


                                       2
<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 thereunto duly authorized.

NATIONAL INVESTMENT MANAGERS INC.


By: /s/ Richard Stierwalt
    ------------------------------------------
Name: Richard Stierwalt
Title: President and Chief Executive Officer

Date: October 19, 2005


                                       3
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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): October 18, 2005

                        NATIONAL INVESTMENT MANAGERS INC.
               (Exact Name of Registrant as Specified in Charter)

        Florida                   2-97360-A                    59-2091510
(State of Incorporation)   (Commission File Number)          (IRS Employer
                                                           Identification No.)

                          830 Third Avenue, 14th Floor
                               New York, NY 10022
               (Address of principal executive offices) (Zip Code)

                                 (212) 355-1547
              (Registrant's telephone number, including area code)

                                   Copies to:
                             Gregory Sichenzia, Esq.
                            Stephen M. Fleming, Esq.
                       Sichenzia Ross Friedman Ference LLP
                           1065 Avenue of the Americas
                            New York, New York 10018
                              Phone: (212) 930-9700
                               Fax: (212) 930-9725

Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the 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 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))

                                       1
Item 1.01         Entry into a Material Definitive Agreement

Item 3.02         Unregistered Sales of Equity Securities

On October 18, 2005, 23 accredited investors (the "Investors") purchased an
aggregate of 2,965,000 shares of Series B Cumulative Convertible Preferred Stock
(the "Preferred Stock") at $1.00 per share for an aggregate purchase price of
$2,965,000. The funds raised will be utilized by National Investment Managers,
Inc. (the "Company") for working capital and acquisitions.

Each share of Preferred Stock is convertible, at any time at the option of the
holder, into two shares of common stock of the Company ("Common Stock"). The
Preferred Stock will be automatically converted into Common Stock upon (i) the
approval of the holders of a majority of the then outstanding Preferred Stock or
(ii) the closing of a firm commitment underwritten public offering of the
Company's securities in which the aggregate gross proceeds to the Company are
not less than $10,000,000 at a price equal to or higher than $2.00 per share of
common stock. Holders of the Preferred Stock are entitled to receive, when
declared by the Company's board of directors, annual dividends of $0.12 per
share of Preferred Stock paid on a semi-annually. Such dividends may be paid, at
the election of the Company, either (i) in cash, (ii) in registered common stock
of the Company or (iii) in restricted shares of common stock of the Company with
piggyback registration rights. In the event that the Company elects to issue
shares of common stock in connection with the dividend on the Preferred Stock,
such dividend shares shall be determined by dividing the dividend amount by 98%
of the volume-weighted average price of the common stock for the 20 trading days
immediately preceding the record date for payment of such dividend (the
"Dividend VWAP"); provided, however, if the Company unable to determine the
Dividend VWAP, then such dividend shall be determined by dividing the dividend
amount by the average of the three highest closing bid prices during the 20
trading days immediately preceding the record date for payment of such dividend.
The Company granted the Investors piggyback registration rights.

In addition to any voting rights provided by law, holders of the Preferred Stock
will have the right to vote together with holders of Common Stock and the Series
A Preferred Stock as a single class on all matters upon which stockholders are
entitled to vote, including election of the members of the Company's Board of
Directors. Each share of Preferred Stock will have the number of votes
corresponding to the number of shares of Common Stock into which the Preferred
Stock may be converted on the record date for determining stockholders entitled
to vote.

In the event of any liquidation or winding up of the Company, the holders of
Preferred Stock will be entitled to receive, in preference to holders of Common
Stock but subject to preferential liquidation rights of Series A Convertible
Preferred Stock, an amount equal to two times the original purchase price per
share, plus any previously declared and unpaid dividends.

The shares of Preferred Stock were offered and sold to the Investors in a
private placement transaction made in reliance upon exemptions from registration
pursuant to Section 4(2) under the Securities Act of 1933 and Rule 506
promulgated thereunder. Each of the Investors are accredited investors as
defined in Rule 501 of Regulation D promulgated under the Securities Act of
1933.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of business acquired.

Not applicable

(b) Pro forma financial information.

Not applicable

(c) Index of Exhibits.

Exhibit
Number                Description
------                -----------

3.1               Certificate of Designation of Preferences, Rights and
                  Limitations of Series B Cumulative Convertible Preferred Stock

4.1               Form of Subscription Agreement for Series B Cumulative
                  Convertible Preferred Stock

                                       2
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 thereunto duly authorized.

NATIONAL INVESTMENT MANAGERS INC.

By: /s/ Richard Stierwalt
    ------------------------------------------
Name: Richard Stierwalt
Title: President and Chief Executive Officer

Date: October 19, 2005

                                       3