8-K

Date  of  Report  (Date  of  earliest  event  reported)  January  24,  2006
                                                         ------------------

                              SEAMLESS WI-FI, INC.
                              ---------------------
             (Exact name of registrant as specified in its charter)

            Nevada                  0-20259                   33-0845463
            ------                  -------                   ----------
       (State or other            (Commission                (IRS Employer
jurisdiction of incorporation)    File Number)            Identification No.)

                800 N. Rainbow Blvd, Suite 208, Las Vegas, Nevada        89107
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               (Address of principal executive offices)               (Zip Code)

                                  775-588-2387
                                  ------------
               Registrant's telephone number, including area code

                                      None
                                      ----
          (Former name or former address, changes 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
followings  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))




 Section  1  -  Registrant's  Business  and  Operations
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 Item  8.01  Other  Events

On December 23, 2005 Software Technology and Consulting, Inc., (STCI) was sent a
Notice  of  Default regarding their failure to deliver a completely debugged and
corrected  software  program  as  per  the  discussion  and  agreement made on a
conference  call  November  28,  2005  at  1:PM  Eastern  which pertained to the
software  program  to be delivered pursuant to the written agreement executed by
STCI  and  by  Seamless  in  early  2005  and  dated  February  14,  2005.

These  programming bugs were discovered during the Company's Beta Testing of the
product  in  October  of  2005 when the core product was tested and it was found
that  several key functions failed to operate properly. STCI assured the Company
that  the problems would be fixed before December 15, 2005. However, STCI failed
to  correct all the problems as per February 14, 2005 agreement, STCI was sent a
"Notice  of  Default"  for which STCI had 30 days to correct. As of this date no
effort  has been made by STCI to correct the problems and complete this project.
Attached  is  the  "Notice  of  Default".


Exhibit  No.     Description  of  Exhibit

10.0     December  23,  2005  Notice of Default and List of Items not corrected.
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                                   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.

 Seamless  Wi-Fi,  Inc,  Inc.
 ----------------------------
(Registrant)

January  24,  2006
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Date

/s/  Albert  R.  Reda
- ----------------------------
Albert  R.  Reda,  President

EX-10

Exhibit  No.10.0  December  23,  2005  Notice  of  Default and List of Items not
corrected.


December  23,  2005


Software  Technology  and  Consulting,  Inc.

Re:  NOTICE  OF  DEFAULT

Pursuant  to  Section  15.2  of the Software Development Agreement ("Agreement")
dated February 14, 2005 by and between Software Technology and Consulting, Inc.,
("STC")  and  Seamless Peer 2 Peer, Inc., ("Seamless"), Seamless hereby notifies
STC  That  it  has breached material provisions of the Agreement as described on
the  attached  listing.

As  per  Section  14  of  the  Agreement,  STC  shall have thirty (30) days from
effective  receipt of this notice, or December 24, 2005, to cure the defaults or
Seamless  may  declare the Agreement terminated and seek redress under the terms
of  Section  16.

Software Technology and Consulting, Inc., and you are well advised to give these
matters  you  most  immediate  attention.  This  is  a  very  serious situation.
Therefore  you  should  govern  you  actions  accordingly.