Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 3, 2008, Geospatial Holdings, Inc. (the "Company") announced the resignation of Richard Nieman as a director. Mr. Nieman will continue to serve as Executive Director of Corporate Development for the Company. In addition, the Company announced the hiring of David Vosbein to serve as Executive Vice-President and his appointment as a director by a vote of the remaining members of the board of directors (the "Board"). The Board has not yet determined the committees of the Board to which Mr. Vosbein will be named.

The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press release of Geospatial Holdings, Inc. dated November 3, 2008.

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