Summary of GEOSPATIAL HOLDINGS, INC.

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

(b) On December 15, 2008, the Company's President and founder Mark A. Smith announced his resignation as President of the Company. There were no known disagreements between the Company and Mr. Smith on any matters relating to the Company's operations, policies or practices. Mr. Smith will retain his positions as Chief Executive Officer and Chairman of the Board.

(c) On December 15, 2008, the Board of Directors of the Company appointed David Vosbein as President and Chief Operating Officer. Mr. Vosbein will retain his position on the Board of Directors. Mr. Vosbein had been the Company's Executive Vice President/Worldwide Strategic Initiatives since November 3, 2008. Prior to joining the Company, Mr. Vosbein founded the Offshore Group, an independent oil and gas exploration and production company where he served as CEO since 2003. During that time, Mr. Vosbein also established a joint venture flexible pipe production plant in Changchun, China and also founded Simulis, LLC, a licensor of patented technology and software tools providing Simulation-Based Assessment and Training Products for energy, healthcare and aviation industries.

There have been no related party transactions between Mr. Vosbein and the Company. Mr. Vosbein is the brother-in-law of Richard Nieman, the Company's executive Director of Corporate Development.

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.