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): ~~September~~October 2810, 2011

ENTECH SOLAR, INC.

(Exact Name of Registrant as specified in charter)

Delaware	001-34592	33-0123045

(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

13301 Park Vista Boulevard, Suite 100, Fort Worth, Texas	76177
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: 817/ 224-3600

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 1 5.0102. ~~ENTRY~~ ~~INTO~~DEPARTURE AOF ~~MATERIAL~~DIRECTORS ~~DEFINITIVE~~OR ~~AGREEMENT~~CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGMENTS OF CERTAIN OFFICERS.

On ~~September~~October 2810, 2011, Mark J. O’Neill notified Entech Solar, Inc. (the “Company”) ~~and~~of ~~The~~his ~~Quercus~~decision ~~Trust (“Quercus”) entered into a Stock Purchase Agreement (the “Purchase Agreement”), pursuant~~ to ~~which~~resign ~~Quercus~~from ~~purchased 3,750,000 shares of~~ the Company’s ~~common~~board ~~stock,~~of ~~par value $0.001 per share~~directors, ateffective aas ~~price~~ of $0such date.08 Mr. ~~per~~O’Neill ~~share,~~will ~~for~~continue anas ~~aggregate~~Chief ~~purchase~~Technology ~~price~~Officer of ~~$300,000~~the Company.

The preceding discussion is qualified in its entirety by, and is subject to, the full text of the Purchase Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Quercus is a family trust of which David Gelbaum is a trustee. Mr. Gelbaum is the Chief Executive Officer of the Company and Chairman of its Board of Directors.

In connection with the foregoing issuance, the Company relied upon the exemption from securities registration afforded by Rule 506 of Regulation D as promulgated under the Securities Act of 1933, as amended (the “Securities Act”) and/or Section 4(2) of the Securities Act. No advertising or general solicitation was employed in offering the securities. The offering and sale was made to a single person, who is an accredited investor, and transfer is restricted by the Company in accordance with the requirements of the Securities Act.

ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES.

The disclosure in Item 1.01 of this Form 8-K is incorporated by reference into this Item 3.02.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

Exhibits.

Exhibit Number		Description of Exhibit
10.1		Stock Purchase Agreement dated September 28, 2011, by and between Entech Solar, Inc. and The Quercus Trust.

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.

ENTECH SOLAR, INC.
By:	/s/ Shelley Hollingsworth
	Chief Financial Officer
Dated: October 3, 2011
Dated: October 11, 2011

Exhibits.

Exhibit Number		Description of Exhibit
10.1		Stock Purchase Agreement dated September 28, 2011, by and between Entech Solar, Inc. and The Quercus Trust.

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