Us Global Nanospace - As reported on November 10, 2006, Registrant...

Us Global Nanospace - Recent Material Event

Item 8.01 Other Events.

As reported on November 10, 2006, Registrant received a letter via facsimile from Kidde Fire Fighting, Inc. (“Kidde”) on November 2, 2006 alerting Registrant to the fact that there may be a dispute relating to the worldwide licensing of All-Clear™ which may result in a disruption or renegotiation of royalties, revenues and ongoing contracts. In the letter, Kidde asserted that it had terminated its development and licensing agreement with the Registrant due to the Registrant’s dispute with TIAX, but that it was willing to negotiate a new agreement following resolution of the dispute. On November 14, 2006, Registrant’s legal counsel responded to Kidde, notifying Kidde that its asserted termination constitutes a material breach of the development and licensing agreement by Kidde. On November 17, 2006 Kidde’s counsel responded, denying that Kidde has breached the development and licensing agreement, and reiterating its position that the Registrant’s dispute with TIAX constitutes a breach by the Registrant of the development and licensing agreement. In this letter, Kidde provided Registrant a 90 day period, until February 15, 2007, to cure Registrant’s alleged breach by reinstating Registrant’s license agreement with TIAX. Kidde recommended a three-party discussion among Kidde, the Registrant and TIAX. On November 27, 2006, Registrant’s legal counsel responded to Kidde, reiterating Registrant’s position that Kidde’s asserted termination of the development and licensing agreement on November 2, 2006 constitutes a material breach by Kidde, and reminding Kidde that Kidde has 90 days from November 14, 2006 to attempt to cure its breach. Although the Registrant disagrees that the TIAX dispute constitutes a breach of the Kidde agreement, the Registrant is working with both parties to attempt to resolve the matter.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.