UNITED STATES

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) ~~December~~April 3022, ~~2004~~2005

CCI Group, Inc.

(Exact name of Registrant as specified in charter)

Utah 333-40954 87-0648148

(State or other jurisdiction (Commission (I.R.S. Employer

of incorporation) File Number) Identification No.)

405 Park Avenue, 10^th Floor, New York, New York 10022

(Address of principal executive offices) (Zip code)

Registrant's telephone number, including area code: 212-421-1400.

(Former name or former address, if changed, since last report)

Item 1.01. Entry ~~into~~of a Material Definitive Agreement.

~~Effective~~On ~~December~~April 3022, ~~2004~~2005, we ~~entered~~paid ~~into~~the aentirety ~~Sale~~ of ~~Assets~~our ~~Agreement~~lease ~~with~~payments remaining ~~unaffiliated~~under ~~third~~our ~~parties~~existing tosub-lease ~~acquire~~for aour ~~luxury~~Barbuda resort. ~~known~~We asalso ~~the~~exercised ~~East~~our ~~Winds~~option ~~Inn~~to ~~located~~acquire onall of the ~~island~~assets ofto ~~St.~~the ~~Lucia,~~resort ~~British~~and ~~West~~to ~~Indies.~~receive ~~Under~~ the ~~agreement,~~assignment weof ~~will acquire~~ the ~~resort~~underlying ~~for~~lease aagreement ~~total~~with ~~consideration~~the Government of ~~$5,700,000~~Antigua and Barbuda. We ~~have~~entered ~~deposited~~into ~~$100,000~~the sublease agreement in ~~escrow~~September ~~which~~2003 ~~will~~with beImpresa ~~applied~~Guffanti ~~towards~~Constructioni ~~the~~Edili ~~purchase~~SRL, ~~price~~an Italian company. Guffanti WeConstructioni ~~intend~~received the leasehold rights to ~~use~~90 ~~funds~~acres ~~from~~of land where the ~~financing~~resort ~~arrangement~~is ~~with~~situated ~~Laurus~~from ~~Master~~the ~~Fund,~~Government ~~Ltd.~~of toAntigua ~~finance~~and ~~approximately~~Barbuda ~~sixty~~in ~~percent~~1989. ~~(60%)~~The term of the ~~purchase~~lease ~~price,~~is ~~and~~term weof ~~intend~~99 toyears. ~~raise~~As a result of the ~~remaining~~assignment, ~~funds~~we ~~through~~are now the ~~private~~lessee ~~placement~~ of ~~debt~~the orgovernmental ~~equity securities~~lease. WeThe ~~have~~Government ~~entered~~of ~~into~~Antigua ~~discussions~~and ~~with~~Barbuda anhas ~~institutional~~approved ~~investor~~the toassignment ~~fund~~of the ~~remaining~~lease ~~amount~~to ~~due~~us. ~~under~~The lease requires us to pay the ~~acquisition~~government ~~agreement,~~the ~~however~~sum of approximately $7,000 weas ~~have~~an ~~not~~annual lease ~~entered~~payment. ~~into~~The arental ~~formal~~amount ~~agreement~~is ~~for~~subject ~~such~~to ~~funding.~~review in 10 year intervals.

InWe ~~addition~~paid tothe ~~obtaining~~sum ~~the~~of ~~necessary~~$4,048,695 ~~funding~~to asthe ~~described~~former ~~above,~~sub-lessor representing the ~~closing~~remainder of our lease payments under the ~~transaction~~sub-lease isagreement. ~~subject~~We used funds from our exiting credit facility with Laurus Master Fund, Ltd. to usmake ~~acquiring~~this payment. We drew dawn a total of $4,700,000 from the ~~necessary~~Laurus ~~governmental~~facility. ~~permits~~Funds remaining from the drawdown were used to pay legal and ~~licenses,~~recording fees, and ~~other~~are ~~normal~~to ~~closing~~be ~~conditions~~used for working capital purposes. IfWe ~~the~~are ~~closing~~required ~~does~~to ~~not~~pay ~~occur~~McGinn onSmith, orInc. ~~before~~a ~~February~~registered broker dealer, 15a fee of $220,000 ~~2005~~in connection with our October 19, ~~either~~2002 ~~party~~agreement ~~may~~with ~~terminate~~the broker dealer. Of that amount, Mr. Casolo, our Chairman who also is an officer of the ~~agreement~~broker dealer, is expected to receive a fee of $110,000 under an arrangement which pre-dated his role as our Chairman.

The ~~resort~~sublease isagreement ~~considered~~extended for a ~~four~~period ~~star~~of ~~destination~~9 years, and isprovided ~~situated~~for onquarterly ~~approximately~~payments ~~nine~~of ~~acres~~rent ofduring ~~tropical~~the ~~gardens~~term. The remaining rental amounts were: $123,530.16 on July 1, 2005 and ~~features~~like apayments ~~white~~quarterly ~~sand~~thereafter ~~beach~~to onOctober La1, ~~Brelotte~~2005; ~~Bay~~$218,144.53 ~~one~~was ofdue ~~the~~on ~~most~~January ~~protected~~1, ~~bays~~2006 onwith ~~the~~like ~~island.~~payments ~~Resort~~due ~~accommodations~~quarterly ~~consist~~thereafter ofto ~~intimate~~October ~~cottages~~1, ~~located~~2010; and $94,614.37 was due on ~~the~~January ~~lush~~1, ~~grounds~~2011 with like payments due quarterly thereafter to October 1, 2012. AUnder ~~total~~the ofLaurus 30credit ~~rooms~~facility, we are ~~available~~required ~~for~~to ~~use,~~make monthly payments of ~~which~~principal ~~four~~(amortized ~~have~~over ~~ocean~~a ~~views.~~seven ~~The~~year ~~remaining~~term) ~~rooms~~plus ~~are~~accrued ainterest ~~short~~commencing ~~distance~~on toAugust ~~the~~1, ~~beach~~2005. ~~The~~A ~~resort~~final ~~also~~balloon ~~features~~payment ais ~~free~~due ~~form~~at ~~swimming~~maturity ~~pool~~on ~~and~~July ~~swim~~29, up2007. Interest ~~bar,~~accrues aon ~~sunset~~the ~~bar~~principal amount at the ~~edge~~rate of ~~the~~prime ~~beach,~~plus an2%. ~~open~~We ~~air~~granted ~~thatched~~Laurus ~~bar~~a ~~and~~priority ~~clubhouse,~~lien ~~and~~on aour ~~gourmet~~assets ~~restaurant~~at ~~featuring~~the resort including a ~~fusion~~priority oflien ~~Caribbean~~on ~~and~~our ~~Continental~~ownership ~~cuisine~~rights to the governmental lease. ~~Room~~As ~~rates~~of ~~are~~the ~~seasonal~~April 22, ~~and~~2005, ~~range~~we ~~from~~drew ~~$215~~down toa total of $~~435~~5,049,500.00 ~~per~~from ~~person~~the ~~depending~~Laurus oncredit ~~accommodations.~~facility, ~~Rates~~which ~~are~~amount ~~inclusive~~is comprised of ~~food~~a ~~and beverages~~$349,500 ~~including~~fee ~~liquor.~~paid ~~Activities~~to Laurus at ~~the~~closing ~~resort~~and ~~include~~the ~~nature~~above ~~walks~~described $4,700,000 ~~Island~~draw ~~tours~~down. On April 27, ~~snorkeling~~2005, ~~water~~we ~~skiing~~notified ~~and~~Laurus ~~other~~of ~~water~~our ~~related~~intention ~~activities~~to return to Laurus the funds remaining in the restricted account. ~~Golf~~We are also isrequired ~~available~~to atpay aLaurus ~~nearby~~1% ~~course~~of the amount returned plus any accrued an unpaid interest on such sum.

The description of the transaction with concerning the acquisition of the East Winds Inn is qualified in its entirety by the Sale of Assets Agreement which is attached as exhibits to this Form 8-K.

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.

Item 9.01 Financial Statements and Exhibits.

Exhibit 10.15 Sale of Assets Agreement between East Winds Beach Hotel Limited and East winds Holding Limited and Winner Holdings Limited and CCI Group, Inc. dated the __ day of December 2004.

CCI Group, Inc.

Date: ~~January~~April 427, 2005

/s/ ~~Fred~~Mark W.Casolo ~~Jackson, Jr.~~

~~Fred~~Mark W.Casolo ~~Jackson, Jr.~~

~~President~~Chairman

Filing Compare · CCI GROUP INC