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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                  ------------

                               AMENDMENT NO. 1 TO
                                   FORM 8-K/A

                                 CURRENT REPORT
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

 Date of Report (date of earliest event reported): April 14, 2005 
                                                   (January 15, 2004)

                          Altair Nanotechnologies Inc.
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             (Exact Name of Registrant as Specified in its Charter)

     Province of Ontario,
            Canada                          1-12497                None        
---------------------------------       ---------------      -------------------
  (State or other jurisdiction of         (Commission          (IRS Employer
  incorporation or organization)          File Number)       Identification No.)


             204 Edison Way                        
              Reno, Nevada                                   89502          
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(Address of Principal Executive Offices)                  (Zip Code)


               Registrant's Telephone Number, Including Area Code:
                                 (775) 858-3750
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                                      N/A
              -----------------------------------------------------
              (Former name, former address, and formal fiscal year,
                         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)

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                                EXPLANATORY NOTE

     This Amendment No. 1 to Form 8-K/A amends "Item 7. Financial Statements and
Exhibits" (set forth herein as "Item 9.01 Financial Statements and Exhibits") on
the  Current  Report  on Form  8-K  (the  "Prior  Form  8-K")  filed  by  Altair
Nanotechnologies  Inc. on February 3, 2004.  Exhibit  10.2 to the Prior Form 8-K
contained a certain  License  Agreement for Altair TiO2 Pigment  Technology (the
"License Agreement").  Appendices I-VI to Exhibit A and Exhibit C to the License
Agreement  were  inadvertently  omitted  from the Prior  Form 8-K  filing.  This
Amendment  No. 1 to Form  8-K/A  amends  Exhibit  10.2 to the Prior  From 8-K by
filing the License Agreement with such previously omitted items.


Item 9.01.  Financial Statements and Exhibits

         (c)  Exhibits.




 Exhibit No.                           Exhibit                           Incorporated by Reference / Filed Hrewith
--------------    --------------------------------------------------     ---------------------------------------------
                                                                                                                 
    10.1          Technology Investment Agreement dated January 8,       Incorporated by reference to the Current
                  2004, between Titanium Metals Corporation and          Report on Form 8-K filed on February 3, 2004
                  Altair Nanomaterials, Inc.*
    10.2          License Agreement for Altair TiO2 Pigment              Filed herewith
                  Technology between Altair Nanotechnologies, Inc.
                  and Western Oil Sands, Inc.*


* Certain confidential portions of this exhibit were omitted. This exhibit, with
the omitted  information,  has been filed separately with the SEC pursuant to an
Application  for  Confidential  Treatment  under Rule 24b-2 under the Securities
Exchange Act of 1934.
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                                   SIGNATURES

     Pursuant  to the  requirements  of the  Securities  Exchange  of 1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.



Dated:  April 14, 2005                      By: /s/ Edward Dickinson            
                                                --------------------------------
                                                 Edward Dickinson
                                                 Chief Financial Officer





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