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 (Date of earliest event reported): February 23, 2006
                                                 -------------------
                           MOBILE NATION, INC.
            (Exact name of registrant as specified in its charter)

         Nevada                   000-28585                    68-04727395
----------------------------     -----------             -------------------
(State or other jurisdiction     (Commission                (IRS Employer
of incorporation)                File Number)            Identification No.)


        2638 Pershing Circle,  Henderson, NV                    89074
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      (Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code  (702) 914-9824
                                                  ---------------------------

      2638 Pershing Circle,  Henderson, NV                    89074
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    (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 Instruction 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))

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ITEM 5.02 DEPARTURE OF DIRECTOR AND EXECUTIVE OFFICER

Michael McGhee has resigned as an officer and director of registrant effective
immediately. The Board of Directors has replaced Mr. McGhee with Chancey
White, who will serve as a Director until the next Annual Meeting of the
Shareholders.

Ms. White began her professional career in 1994 heading up public relations and
overseeing the daily operations in the corporate offices for a publicly traded
biotech company. Ms. White also handled public relations, marketing strategies,
and business development for The Effects Network, a privately held Nevada
corporation providing specialty design and fabrications for the gaming,
tourism, and entertainment industries. Ms. White was the director of business
development for The Keith Companies, Inc. a NASDAQ listed engineering and
consulting services firm based on the west coast. Additionally, Ms. White was
Vice President of Plise Development and Construction, LLC, a Nevada based
company that specializes in the development and construction of
professional/medical office, warehouse and retail space. Ms. White currently
owns her own consulting firm, which provides consulting services to several
commercial developers in the Las Vegas area. Ms. White graduated from the
University of Nevada, Las Vegas majoring in Communications Studies and Public
Relations.

ITEM 8.01. OTHER EVENTS.

Letter of Intent with Dental Spas LLC

On February 23, 2006, Mobile Nation, Inc. (the "Company") and Dental Spas LLC
entered into a non-binding letter of intent ("Letter of Intent") for a business
combination between the Company and Dental Spas LLC (the "Transaction").

As outlined in the Letter of Intent, the Transaction will be structured as a
tax-free reverse merger or acquisition pursuant to which members holding 100
percent of the membership interests of Dental Spas LLC expect to receive
securities of the Company that will be equal to approximately 96 percent of the
issued and outstanding common stock of the Company at the closing of the
Transaction on a fully diluted basis. The Transaction contemplates the prior
consummation of (1) the acquisition by Dental Spas LLC of the entire membership
interest of BriteSmile Spas, LLC (pursuant to the Purchase Agreement dated
January 13, 2006 whereby certain assets of BriteSmile, Inc., consisting of 17
dental spas and certain US and international product distribution rights shall
be conveyed to BriteSmile Spas, LLC immediately prior to the transfer of
ownership of BriteSmile Spas, LLC to Dental Spas, LLC), and (2) funding of the
company in the amount of $27 million in debt and equity proceeds from a private
offering of the Company's stock and notes.

Definitive Agreements for the Transaction are expected to be signed in the
second calendar quarter of 2006. When the definitive agreements are signed, it
is anticipated that Philip L. Hirschhorn, a Manager of Dental Spas LLC, will be
appointed as the CEO of the Company. The Letter of Intent is non-binding
(except as to certain short-term exclusive dealing provisions) and there are no
assurances that a closing will occur.

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Item 9.01.  Financial Statements and Exhibits.

    (a) Financial Statements of Businesses Acquired.
        --------------------------------------------
        Not applicable.

    (b) Pro Forma Financial Information.
        --------------------------------
        Not applicable.

    (c) Exhibits.
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        Number  Description
        ------  -----------
        10.1    Letter of Intent

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                                     SIGNATURES

 Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,
 the Registrant  has duly caused this Current  Report on Form 8-K to be signed
 on its behalf by the undersigned hereunto duly authorized.

Dated: March 24, 2006                    MOBILE NATION, INC.
                                         BY:  /S/ REX A. MORDEN
                                         ------------------------
                                         Rex A. Morden
                                         President, Chief Executive Officer,
                                         and Director (principal and
                                         executive officer)
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                      EXHIBITS FILED WITH THIS REPORT

        Number  Description
        ------  -----------
        10.1    Letter of Intent