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) August 5, 2005

                        MASS MEGAWATTS WIND POWER, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                                  MASSACHUSETTS
                   --------------------------------------------
                 (STATE OR OTHER JURISDICTION OF INCORPORATION)

                 000-32465                                04-3402789
              ---------------                        --------------------
         (COMMISSION FILE NUMBER NO.)          (IRS EMPLOYER IDENTIFICATION NO.)


                               95 Prescott Street
                              Worcester, MA 01605
                   --------------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

              Registrant's telephone number, including area code:

                                 (508) 751-5432
                         ------------------------------

                                 NOT APPLICABLE
          (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))



Item 7.01. Regulation FD Disclosure

On  August  5,  2005,  Mass  Megawatts  Wind  Power, Inc. issued a press release
related  to  the  Sarbanes  Oxley  Act  of  2002.

Item 9.01 Financial Statements and Exhibits

Index to and Description of Exhibits

Exhibit 99.1 Press release dated August 5, 2005



                                   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.


                                                 MASS MEGAWATTS WIND POWER, INC.
                                                       (Registrant)

        Dated: October 25, 2005                      By:  /s/ Jonathan C. Ricker
                                                  ------------------------------
                                                              Jonathan C. Ricker
                                                         Chief Executive Officer
                                                         Chief Financial Officer