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 earliest event reported, November 14, 2002


                            TOMAHAWK INDUSTRIES, INC.



         Nevada                            0-9483                     95-3502207
------------------------          ------------------------            ----------
(State of Incorporation)          (Commission File Number)            (IRS I.D.
                                                                       Number)


                   211 West Wall Street, Midland, Texas 79701
               (Address of principal executive offices)(Zip Code)


                                 (915) 682-1761
              (Registrant's telephone number, including area code)



                    INFORMATION TO BE INCLUDED IN THE REPORT

Item 5. Other Events.

On or about August 2, 2002, Tomahawk Industries, Inc., a Nevada corporation (the
"Company")   entered  into  an  Agreement  and  Plan  of   Reorganization   (the
Reorgaanization) with Cryotherm,  Inc., a Delaware Corporation  ("Cryotherm") to
acquire all the issued and  outstanding  shares of  Cryotherm  in exchange for a
total of 25,000,000 post-reverse split shares of the Company's common stock.

If the  transaction had been  consummated,  Cryotherm would have become a wholly
owned  subsidiary  of the Company  and  control of the  Company  would have been
vested with the former Cryotherm shareholders.

Consummation  of the  Reorganization  was  subject  to  fulfillment  of  various
conditions by both parties,  including  completion of due diligence.  Several of
the conditions to closing have not been met, and  accordingly,  the parties have
verbally agreed by mutual consent to terminate the Reorganization.  Accordingly,
there will be no change in control of the Company,  and the  Reorganization  has
been terminated and is of no further force or effect.

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.

                                                  Tomahawk Industries, Inc.
                                                  (Registrant)
Dated: November 14, 2002


                                                  By: /s/ Glenn A. Little
                                                     ---------------------------
                                                     Glenn A. Little,  President