UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

~~March~~ July 8, 2008

OSI GEOSPATIAL INC.

(Translation of registrant'’s name into English)

300-340 March Road. Ottawa, ON K2K 2E4, Canada (Address of principal executive offices)

~~(Address~~ Indicate by check mark whether the registrant files or will file annual reports under cover of Form ~~principal~~20-F ~~executive~~or ~~offices)~~Form 40-F.

Form 20-F þ Form 40-F o

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No þ

~~March 7,~~FOR ~~2008~~IMMEDIATE RELEASE

~~VIA~~OSI ~~SEDAR~~Geospatial to Deregister in the United States

~~Alberta~~July 8, ~~Securities Commission~~2008 ~~British~~Ottawa, ~~Columbia Securities Commission~~Canada ~~Commission des valeurs mobilières du Québec~~ ~~Ontario Securities Commission Toronto Stock Exchange~~

~~Dear~~OSI ~~Sirs/Mesdames~~Geospatial Inc. (TSX: OSI; OTCBB: OSIIF) announced today that it intends to file a Form 15F with the United States Securities and Exchange Commission (the “SEC”) to terminate the registration of its shares of Common Stock under section 12(g) of the United States Securities Exchange Act of 1934, as amended (the “Exchange Act”) and to terminate its reporting obligations under sections 13(a) of the Exchange Act. The Company anticipates filing the Form 15F with the SEC on or about July 22, 2008. Upon filing, the Company’s reporting obligations under the Exchange Act will be suspended immediately and will terminate after 90 days of the filing, barring any objections from the SEC.

~~Re:~~The ~~OSI~~Company ~~Geospatial~~has ~~Inc~~decided to terminate the Company’s Exchange Act registration. –This ~~National~~will ~~Instrument~~reduce 51the administrative work load and costs associated with meeting specific SEC reporting requirements, particularly with respect to the requirements of the Sarbanes-~~102~~Oxley ~~(Change~~Act of ~~Auditors~~2002, which are in addition to the Company’s reporting obligations under Canadian law. The Company believes these costs outweigh the benefits derived from the Company’s registration with the SEC at this time. “We believe that deregistering in the U.S. is in the best interests of our shareholders,” said Ken Kirkpatrick, president and CEO of OSI Geospatial. “We have analyzed the costs and benefits and determined that we will bring more value to our shareholders by being listed on the Toronto Stock Exchange only. This deregistration will not affect the Company’s business strategy in the United States or its status as a ~~Reporting~~U.S. ~~Issuer)~~foreign private issuer.”

~~Effective~~The ~~January 31,~~Company’s ~~2008,~~shares ~~OSI~~will ~~Geospatial~~continue ~~Inc.~~to (be listed and trade on the Toronto Stock Exchange (the “~~Company~~TSX”). ~~determined~~As ~~that~~a ~~Ernst~~TSX-listed &reporting ~~Young~~issuer, ~~LLP is~~the ~~not~~Company towill becontinue ~~proposed~~to ~~for~~meet ~~reappointment~~its asCanadian ~~auditor~~continuous disclosure ofobligations ~~the~~through ~~Company~~filings ~~and~~with ~~that~~the ~~Deloitte~~applicable &Canadian ~~Touche~~securities ~~LLP~~regulators. isCompany tofilings can be ~~recommended~~viewed ~~for~~on ~~appointment~~the toSystem ~~the~~for ~~office~~Electronic ofDocument ~~auditor~~Analysis ofand ~~the~~Retrieval ~~Company~~(SEDAR) at www.sedar.com. byOSI ~~its~~Geospatial shareholders at in the ~~upcoming~~United ~~annual~~States ~~general~~and ~~meeting~~abroad ofwill ~~shareholders~~be ofable to continue to trade our stock on the ~~Company~~TSX.

InPlease ~~accordance~~contact ~~with~~your ~~National~~broker ~~Instrument~~or ~~51-102,~~our ~~please~~Investor ~~find~~Relations ~~enclosed:~~department should you have any questions or concerns.

~~(a) the~~About ~~Company’s~~OSI ~~Notice of Change of Auditor;~~Geospatial

~~(b) a~~OSI ~~letter~~Geospatial ~~from~~Inc. ~~Ernst~~delivers &advanced ~~Young~~geospatial ~~LLP~~systems and software that enable shared real-time situational awareness for military, ~~the~~safety ~~current~~and ~~auditor~~security ~~who~~applications. Our products and services enable our customers to integrate and visualize live data with any combination of sensor data, imagery, maps and charts. This capability provides our customers with enhanced operational performance, safety and security through shared real-time situational awareness. OSI Geospatial systems and software are in use by military, government, and commercial customers around the world. The company is ~~not~~publicly ~~proposed~~traded ~~for~~in ~~reappointment;~~Canada (OSI) and the U.S. (OSIIF). For additional information please visit www.osigeospatial.com

~~(c) a letter~~Forward-Looking ~~from Deloitte & Touche LLP, the proposed nominee for appointment as successor auditor, and~~Statements

~~(d) Confirmation~~Certain ofstatements ~~the~~made ~~Company’s~~in ~~Board~~this news release, including statements regarding the perceived benefits of ~~Directors.~~deregistration and future trading and business activity, are not based on historical information are forward-looking statements and are made

~~Yours~~pursuant ~~truly~~to the safe harbor provisions of Section 21E of the Exchange Act and Section 138.4(9) of the Ontario Securities Act. These forward-looking statements are subject to risks and uncertainties. Actual results may differ from these projections. The risks associated with these statements and the Company’s business include market volatility and changes in market preference; risks related to its reliance on international government contracts; the number of large customer transactions and the related lengthy sales cycles in executing those opportunities; uncertainties associated with competitive bidding processes and contract negotiations; actions by government authorities; the effects of general economic and political conditions; changing foreign exchange rates; and challenges related to the company’s ability to introduce, develop and implement new ~~OSI~~products ~~Geospatial~~and ~~Inc~~enhancements to existing products that respond to customer requirements in a changing, complex, technological market. A complete discussion of the company’s risk factors is presented in the company’s most recent annual reports, filed with the SEC and the CSA, as well as other periodic reports filed with the SEC and the CSA. Except required by law, the Company does not undertake any obligation to update the forward-looking statements.

~~“John~~Copyright ~~Sentjens”~~© 2008 OSI Geospatial Inc. and its affiliated or related companies. ECPINS and COP-IDS are registered trademarks of Offshore Systems Ltd., an OSI Geospatial company. iGEN and C3CORE are registered trademarks of CHI Systems Inc., an OSI Geospatial company. Other company brand, product and service names are for identification purposes only and may be either trademarks, service marks or registered trademarks of their respective owners. Data subject to change without notice.

~~John~~For ~~Sentjens,~~more CAinformation: ~~Chief~~Jane ~~Financial~~Hayward Investor ~~Officer~~Relations +1 613 287 8004 or +1 888 880 9797 +1 613 287 0466 (FAX) invest@osigeospatial.com

~~Enclosures~~2

cc: Ken Kirkpatrick, OSI Geospatial Inc. Tom Whelan, Ernst & Young LLP Carol Paradine, Deloitte & Touche LLP

OSI Geospatial Inc.		Suite 300 – 340 March Road		tel + 1 613 287 0462		fax + 1 613 287 0466
		Ottawa, ON K2K 2E4 Canada		www.osigeospatial.com

OSI GEOSPATIAL INC.

NOTICE OF CHANGE OF AUDITORS

OSI Geospatial Inc. (the “Company”) hereby gives notice, pursuant to National Instrument 51-102, as follows:

1. The Audit Committee of the Board of Directors of the Company conducted a review of the Company’s audit requirements and solicited written proposals from the selected audit firms in Canada for consideration for appointment as the Company’s auditor. Following a review of the proposals and oral submissions from those firms, the Audit Committee of the Board and the Board of Directors determined that Ernst & Young LLP is not to be proposed for reappointment as the Company’s auditor. On the recommendation of the Company’s Board of Directors and its Audit Committee, the Company is recommending to its shareholders that Deloitte & Touche LLP be appointed as the Company’s auditor at the annual general meeting of shareholders to be held on April 9, 2008. This determination was made on January 31, 2008. 2. The Company confirms that no reportable event, as that term is defined in National Instrument 51-102 of the Canadian Securities Administrators, occurred in connection with the audits conducted by Ernst & Young LLP of the two most recently completed fiscal years of the Company ended November 30, 2007 and 2006, or any period subsequent to the most recently completed period for which an audit report was issued. 3. The Company also confirms there was no reservation in the auditor’s reports for any such period.

DATED at Burnaby, British Columbia this 25th day of February, 2008.

OSI GEOSPATIAL INC.

Per:

“John Sentjens” JOHN SENTJENS Chief Financial Officer

§	Ernst & Young LLP	§	Phone: (604) 891-8200
	Chartered Accountants		Fax: (604) 643-5422
	Pacific Centre
	700 West Georgia Street
	P.O. Box 10101
	Vancouver, BC V7Y 1C7

March 6, 2008

Alberta Securities Commission British Columbia Securities Commission Commission des valeurs mobilières du Québec Ontario Securities Commission Toronto Stock Exchange Dear Sirs/Mesdames:

Re: OSI Geospatial Inc. Change of Auditor Notice dated February 25, 2008

Pursuant to National Instrument 51—102 (Part 4.11), we have read the above-noted Change of Auditor Notice and confirm our agreement with the information contained in the Notice pertaining to our firm.

Yours sincerely,

Ernst & Young LLP Ernst & Young LLP

cc: The Board of Directors, OSI Geospatial Inc. Ken Kirkpatrick, OSI Geospatial Inc. John Sentjens, OSI Geospatial Inc. Carol Paradine, Deloitte & Touche LLP

A Member of Ernst & Young Global

Deloitte & Touche LLP 800 — 100 Queen Street Ottawa ON K1P 5T8 Canada Tel: 613-236-2442 Fax: 613-236-2328 www.deloitte.ca

February 26, 2008

Alberta Securities Commission British Columbia Securities Commission Commission des valeurs mobilières du Quebec Ontario Securities Commission Toronto Stock Exchange

Dear Sirs/Mesdames:

Re: OSI Geospatial Inc. – National Instrument 51—102 (Change of Auditors of a Reporting Issuer)

We acknowledge receipt of a Notice of Change of Auditors (the“ Notice” ) dated February 25, 2008 delivered to us by OSI Geospatial Inc. (the “Company”) in respect of the Company’s determination that Ernst & Young LLP is not to be proposed for reappointment as auditor of the Company and that Deloitte & Touche LLP has been recommended for appointment to the office of auditor of the Company at the next annual general meeting of shareholders of the Company.

Pursuant to National Instrument 51—102, please accept this letter as confirmation by Deloitte & Touche LLP that we have read the Notice and, based on our knowledge as at the time of receipt of the Notice, we agree with each of the statements contained therein that pertains to this Firm.

Yours truly,

Deloitte & Touche LLP Deloitte & Touche LLP Licensed Public Accountants Chartered Accountants

cc. Ken Kirkpatrick, OSI Geospatial Inc. John Sentjens, OSI Geospatial Inc. Tom Whelan, Ernst & Young LLP

CONFIRMATION RESPECTING CHANGE OF AUDITOR

To: OSI Geospatial Inc. (the “Company”) Attention: Ken Kirkpatrick, President and CEO

This letter will confirm that the Board of Directors of the Company has reviewed the Company’s Notice dated February 25, 2008 respecting the Company’s nomination of Deloitte & Touche LLP as auditor of the Company to succeed Ernst & Young LLP, and the response letters of Deloitte & Touche LLP and Ernst & Young LLP.

Dated this 7th day of March 2008.

ON BEHALF OF THE BOARD OF DIRECTORS

“Raymond Johnston”

Raymond Johnston Chairman

OSI Geospatial Inc.		Suite 300 – 340 March Road		tel + 1 613 287 0462		fax + 1 613 287 0466
		Ottawa, ON K2K 2E4 Canada		www.osigeospatial.com

SIGNATURE

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.

	By:	"Ken Kirkpatrick"
			Title: President & CEO
Date: March 8, 2008



	By:	“Ken Kirkpatrick”
		Title: President & CEO

Date: July 8, 2008

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