<DOCUMENT>
<TYPE>8-K/A
<SEQUENCE>1
<FILENAME>erf_8k-101205.txt
<TEXT>
<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 8-K/A

                                 CURRENT REPORT
     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
                       AUGUST 8, 2005 AND AUGUST 12, 2005

                               ERF WIRELESS, INC.
             (Exact name of registrant as specified in its charter)


          Nevada                     000-27467                  76-0196431
--------------------------------------------------------------------------------
(State or other jurisdiction        (Commission               (IRS Employer
     of incorporation)              File Number)            Identification No.)


         2911 South Shore Boulevard, Suite 100, League City, Texas 77573
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code (281) 538-2101

         (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 Instructions 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))


<PAGE>


ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On August 8, 2005, ERF Wireless, Inc. ("ERFW") entered into an Asset Purchase
Agreement to purchase assets from Skyvue USA East Central Texas Inc., a Texas
corporation ("Skyvue USA"). The assets will be used to operate an
enterprise-class encrypted wireless banking network business. ERFW will pay
Skyvue USA $600,000 plus earn-out payments based upon a multiples of Adjusted
EBITDA of the assets contributed to ERFW's newly created wholly owned
subsidiary, ERF Enterprise Network Services, Inc., a Texas corporation. A copy
of the Asset Purchase Agreement and ERFW's press release announcing a binding
Letter of Intent to acquire the business of Skyvue USA are included as an
exhibits to this report.

ITEM 2.01. COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS

On August 12, 2005, ERFW completed the purchase of assets from Skyvue USA under
the Asset Purchase Agreement dated August 8, 2005. Under the Asset Purchase
Agreement, ERFW acquired the CryptoVue System consisting of software, site based
hardware devices and servers to perform network encryption, contracts for the
construction, operation, monitoring and maintenance of fixed wireless networks
for banking customers, ISP subscriber agreements, trade names, equipment and
software, including the software architecture and design. As noted in Item 1.01
the assets were acquired from Skyvue USA East Central Texas Inc., a Texas
corporation. At the time of the transaction, there were no material
relationships between the seller and ERFW or any of its affiliates, or any
director or officer of ERFW, or any associate of any such officer or director.
ERFW paid $600,000 in cash, notes and securities, plus agreed to make certain
future plus earn-out payments based upon multiples of Adjusted EBITDA of the
assets contributed to ERFW's wholly owned subsidiary.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

Financial statements of the business acquired and pro forma financial
information will be filed by amendment within the time limits prescribed by Form
8-K.


Exhibit 10.5      Asset Purchase Agreement dated August 8, 2005, by and among
                  ERF Wireless, Inc., a Nevada corporation, ERF Enterprise
                  Network Services, Inc., a Texas corporation, and SkyvueUSA
                  East Central Texas, Inc., a Texas corporation. **Previously
                  filed on August 12, 2005 ACCESSION-NUMBER 0001019687-05-002197

Exhibit 99.1      Press release dated August 9, 2005 announcing the execution of
                  a binding Letter of Intent to acquire virtually all of the
                  enterprise-class encrypted wireless banking network business
                  of Skyvue USA. **Previously filed on August 12, 2005
                  ACCESSION-NUMBER 0001019687-05-002197

                                   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 hereunto duly authorized.

October 12, 2005


/S/ R. GREG SMITH
-----------------
R. GREG SMITH
CHIEF EXECUTIVE OFFICER


</TEXT>
</DOCUMENT>