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 Act of 1934

         Date of Report (Date of earliest event reported): May 30, 2006

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

                           HIENERGY TECHNOLOGIES, INC.
        ----------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          DELAWARE                        0-32093             91-2022980
        -------------                   ----------            -------------
       (State or other                  (Commission          (I.R.S.
       jurisdiction                     File Number)         Identification No.)
       of incorporation)

                          1601-B ALTON PARKWAY, UNIT B
                            IRVINE, CALIFORNIA 92606
               ---------------------------------------- ---------
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (949) 757-0855
                               ------------------

                                 Not Applicable
          (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 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))

                                       1
<PAGE>

HiEnergy Technologies, Inc. ("we", "us" or the "Company") files this report on
Form 8-K to report the following:

Item 1.01   Entry into a Material Definitive Agreement

On May 30, 2006, the Company received a purchase order in the amount of $200,000
from Southeastern Pennsylvania Transportation Authority (SEPTA) for a four-year
extension of maintenance, service and support for two SIEGMATM 3E3 explosive
detection systems delivered to SEPTA in December 2005.

Pursuant to the terms of the purchase order, the payment of $200,000 is due 30
days from submittal of invoice, from the Commonwealth of Pennsylvania,
Pennsylvania Emergency Management Agency, which was submitted June 1, 2006.


The purchase order was issued under Equipment Sales Agreement (Contract No.
19107), as amended, between the Company and SEPTA and dated May 18, 2006, but
not received by the Company until May 30, 2006. In accordance with the terms of
the agreement, any payments received by the Company are non-refundable. A copy
of the Equipment Sales Agreement, as amended, and the Purchase Order, referred
to therein, is filed herewith as Exhibits 10.150 and 10.151, respectively.


The Equipment Sales Agreement was amended to add a new Schedule B to the
agreement, which extends the product update period and the software warranty, as
well as the service and maintenance programs. Schedule B also entitles SEPTA to
receive a spare parts kit and to participate in the HiEnergy Trade-in Program,
providing for the purchase of new systems at discounted rates.

Item 8.01  Other Events.

On May 31, 2006, the Company announced in a press release the receipt of a
purchase order in the amount of $200,000 from Southeastern Pennsylvania
Transportation Authority (SEPTA) for a four-year extension of maintenance,
service and support for two SIEGMATM 3E3 explosive detection systems delivered
to SEPTA in December 2005. A copy of the press release is filed herewith as
Exhibit 99.1.


Item 9.01  Financial Statements and Exhibits.


10.150      Equipment Sales Agreement (Contract No. 19107), as amended, between
            Southeastern Pennsylvania Transportation Authority and HiEnergy
            Technologies, Inc., dated May 18, 2006.

10.151      Purchase Order in the amount of $200,000 from the Commonwealth of
            Pennsylvania, Pennsylvania Emergency Management Agency (PEMA) on
            behalf of Southeastern Pennsylvania Transportation Authority.

99.1        Press Release announcing purchase order in the amount of $200,000
            from Southeastern Pennsylvania Transportation Authority dated May
            31, 2006.



                                       2
<PAGE>

                                   SIGNATURES:

Pursuant to the requirement 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.

HIENERGY TECHNOLOGIES, INC.

June 1, 2006                                By: /s/ Roger W.A. Spillmann
------------                                    --------------------------------
(Date)                                          Name:  Roger W.A. Spillmann,
                                                President, CEO and Treasurer

                                       3
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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 Act of 1934

         Date of Report (Date of earliest event reported): May 30, 2006

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

                           HIENERGY TECHNOLOGIES, INC.
        ----------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          DELAWARE                        0-32093             91-2022980
        -------------                   ----------            -------------
       (State or other                  (Commission          (I.R.S.
       jurisdiction                     File Number)         Identification No.)
       of incorporation)

                          1601-B ALTON PARKWAY, UNIT B
                            IRVINE, CALIFORNIA 92606
               ---------------------------------------- ---------
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (949) 757-0855
                               ------------------

                                 Not Applicable
          (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 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))

                                       1
HiEnergy Technologies, Inc. ("we", "us" or the "Company") files this report on
Form 8-K to report the following:

Item 1.01   Entry into a Material Definitive Agreement

On May 30, 2006, the Company received a purchase order in the amount of $200,000
from Southeastern Pennsylvania Transportation Authority (SEPTA) for a four-year
extension of maintenance, service and support for two SIEGMATM 3E3 explosive
detection systems delivered to SEPTA in December 2005.

Pursuant to the terms of the purchase order, the payment of $200,000 is due 30
days from submittal of invoice, from the Commonwealth of Pennsylvania,
Pennsylvania Emergency Management Agency, which was submitted June 1, 2006.

The purchase order was issued under Equipment Sales Agreement (Contract No.
19107), as amended, between the Company and SEPTA and dated May 18, 2006, but
not received by the Company until May 30, 2006. In accordance with the terms of
the agreement, any payments received by the Company are non-refundable. A copy
of the Equipment Sales Agreement, as amended, and the Purchase Order, referred
to therein, is filed herewith as Exhibits 10.150 and 10.151, respectively.

The Equipment Sales Agreement was amended to add a new Schedule B to the
agreement, which extends the product update period and the software warranty, as
well as the service and maintenance programs. Schedule B also entitles SEPTA to
receive a spare parts kit and to participate in the HiEnergy Trade-in Program,
providing for the purchase of new systems at discounted rates.

Item 8.01  Other Events.

On May 31, 2006, the Company announced in a press release the receipt of a
purchase order in the amount of $200,000 from Southeastern Pennsylvania
Transportation Authority (SEPTA) for a four-year extension of maintenance,
service and support for two SIEGMATM 3E3 explosive detection systems delivered
to SEPTA in December 2005. A copy of the press release is filed herewith as
Exhibit 99.1.

Item 9.01  Financial Statements and Exhibits.

10.150      Equipment Sales Agreement (Contract No. 19107), as amended, between
            Southeastern Pennsylvania Transportation Authority and HiEnergy
            Technologies, Inc., dated May 18, 2006.

10.151      Purchase Order in the amount of $200,000 from the Commonwealth of
            Pennsylvania, Pennsylvania Emergency Management Agency (PEMA) on
            behalf of Southeastern Pennsylvania Transportation Authority.

99.1        Press Release announcing purchase order in the amount of $200,000
            from Southeastern Pennsylvania Transportation Authority dated May
            31, 2006.

                                       2
SIGNATURES:

Pursuant to the requirement 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.

HIENERGY TECHNOLOGIES, INC.

June 1, 2006                                By: /s/ Roger W.A. Spillmann
------------                                    --------------------------------
(Date)                                          Name:  Roger W.A. Spillmann,
                                                President, CEO and Treasurer

                                       3