UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 orOR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): ~~June~~January 146, ~~2005~~ 2006

WILSON BROTHERS USA, INC.

(Exact name of registrant as specified in its charter)

Illinois	000-51095			56-1574463
(State or other jurisdiction of incorporation)	(Commission File Number)			(I.R.S. Employer Identification Number)

1072 U.S. Highway 175
Kaufman, Texas		75142
(Address of principal executive offices)		(Zip Code)

(972) 962-5484

Registrant’s telephone number, including area code

N/A

(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:

¨ [ ] 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))

Item 8 1.01. Entry into ~~Other~~a ~~Events~~Material Definitive Agreement.

OnAs previously ~~June~~disclosed ~~14,~~in ~~2005,~~the Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) by Wilson Brothers USA, Inc. (the “Company”) on November ~~received~~30, ~~notice~~2005 ~~that~~(the a“Prior Report”), Numo Manufacturing, ~~hearings~~Inc. ~~panel~~(“Numo”), a wholly-owned ~~designated~~subsidiary byof the ~~Board~~Company, and FCC, ofLLC, ~~Governors~~d/b/a ofFirst ~~the~~Capital ~~National~~(“First ~~Association~~ Capital”) entered ofinto ~~Securities~~a ~~Dealers,~~Loan ~~Inc.~~and ~~has~~Security ~~determined~~Agreement (the ~~Company’s~~“Bank Loan ~~common~~Agreement”) and related ~~stock~~documents, isestablishing noa ~~longer~~$3,500,000 ~~eligible~~revolving ~~for~~line ~~quotation~~of oncredit ~~the~~and ~~Over-the-Counter~~a $250,000 ~~Bulletin~~term ~~Board~~loan (the “~~OTC-BB~~Senior Indebtedness”). On January ~~because~~6, ~~the~~2006, ~~Company~~as ~~failed~~a toresult ~~timely~~of ~~file~~the ~~its~~consummation ~~most~~of ~~recent~~a separate loan transaction ~~annual~~ described ~~report~~in the Company’s Current Report on Form 108-~~KSB~~K filed with the ~~Securities~~SEC ~~and~~on December ~~Exchange~~21, ~~Commission.~~2005, AsNumo ofand ~~June~~First ~~16,~~Capital ~~2005,~~entered into the ~~Company’s~~First ~~common~~Amendment to Loan ~~stock~~and ~~will~~Security noAgreement ~~longer~~(the be“Bank Loan ~~quoted~~Amendment”), pursuant onto which the ~~OTC-BB.~~parties Asextended athe ~~result~~termination date of ~~this~~the ~~action,~~Bank ~~holders~~Loan Agreement ofand ~~the~~established ~~Company’s~~certain ~~common~~additional ~~stock~~financial ~~may~~ratio becovenants ~~unable~~ applicable to ~~readily~~the ~~sell~~Senior ~~the~~Indebtedness. ~~stock~~The Company ~~they~~and ~~hold~~certain other orsubsidiaries ~~may~~of ~~not~~the beCompany ~~able~~(the to“Affiliates”) also entered ~~sell~~into itseparate atSecurity ~~all.~~Agreements, ~~The~~each ~~failure~~dated toas ~~meet~~of ~~the~~January ~~eligibility~~6, ~~requirements~~2006, pursuant to bewhich ~~traded~~each ongranted and ~~the~~pledged ~~OTC-BB~~to ~~may~~First ~~constitute~~Capital a ~~default~~security ~~under~~interest ~~certain~~in ~~agreements~~all weof ~~have~~its ~~entered~~right, ~~into~~title and interest in, to and ~~could~~under ~~materially~~its property. In addition, on January 6, 2006, the ~~and~~ Affiliates each ~~adversely~~executed unconditional ~~affect~~guarantees ~~our~~of ~~business~~Numo's ~~and~~obligations ~~future~~to ~~prospects~~First Capital. ~~The~~These guarantees ~~Company~~are ~~anticipates~~in ~~that~~addition itto ~~will~~the ~~file~~unconditional ~~its~~guarantees ~~securities~~provided ~~filings~~by asthe Company ~~soon~~and asits ~~practicable~~Chief Executive Officer and ~~will~~Chief ~~endeavor~~Financial toOfficer ~~resume~~upon ~~quotation~~the Company’s execution of ~~its~~the ~~common~~Bank ~~stock~~Loan onAgreement, which are also described in the Prior ~~OTC-BB~~Report.

~~SIGNATURE~~ 2

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.

	WILSON BROTHERS USA, INC.	~~WILSON BROTHERS USA, INC.~~
Date: June 27, 2005		By:	/s/ James R. Emmons
Date: January 12, 2006	By:	/s/ James R. Emmons
		James R. Emmons	~~James R. Emmons~~
		Chief Accounting Officer	~~Chief Accounting Officer~~

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