UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549
                                    FORM 8-K

                                 Current Report

                         Pursuant to Section 13 or 15(d)

                     of the Securities Exchange Act of 1934

                        Date of Report: September 9, 2005

                     ADVANCED 3-D ULTRASOUND SERVICES, INC.
              (Exact Name of Small Business Issuer in Its Charter)

         Florida                       0-25097                  65-078-3722
(State or other jurisdiction         (Commission               (IRS Employer
    of Incorporation)                File Number)            Identification No.)


    3900A 31st Street North, St. Petersburg, Florida         33714
       (Address of principal executive offices)            (Zip Code)


        Registrant's telephone number, including area code: 727-525-5552

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:

[ ]  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))

SECTION 1 -- REGISTRANT'S BUSINESS AND OPERATIONS

Item 1.01:  Entry Into A Material Definitive Agreement

On September 9, 2005, Registrant,  d/b/a World Energy Solutions,  entered into a
twelve (12) month  Strategic  Alliance  Agreement  (the  "Agreement")  with UTEK
Corporation,  a Delaware corporation  ("UTEK").  Under the Agreement,  UTEK will
seek out, investigate,  and, if appropriate,  recommend  technologies related to
Registrant's  product  line for  acquisition  or  licensing  by  Registrant.  As
consideration for the Agreement,  Registrant will issue 31,413 restricted shares
of its stock to UTEK.  Ownership of one-twelfth (1/12) of the 31,413 shares will
vest in UTEK monthly.  If the  Agreement is  terminated  prior to the end of the
twelve (12) month term of the  Agreement,  any shares not having  vested in UTEK
will be transferred back to Registrant.

As additional  consideration  by  Registrant,  if  Registrant  opts to acquire a
technology  identified  by UTEK,  UTEK will  acquire the  technology  via a UTEK
subsidiary company, and the subsidiary company will be acquired by Registrant by
payment of a "premium" price to UTEK.

SECTION 3 -- SECURITIES AND TRADING MARKETS

Item 3.02:  Unregistered Sales of Equity Securities

Pursuant to  Paragraph  (b) of this item,  no report  need be filed  because the
equities sold in the  transaction  outlined in Section 1 hereof  constitute less
than one (1) percent of the number of Registrant's outstanding shares.


SECTION 9 -- FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01:  Financial Statements and Exhibits

   Exhibit 10 - Material Contracts

        10.1 - Strategic Alliance Agreement Between                        Filed
               Registrant and UTEK Corporation..........................Herewith


                                   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 thereunto duly authorized.

                                      ADVANCED 3-D ULTRASOUND SERVICES, INC.
                                      (Registrant)

Dated: September 13, 2005             By: /s/ Benjamin C. Croxton
                                      ---------------------------
                                      Benjamin C. Croxton
                                      Chief Executive Officer
                                      Chief Financial Officer