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)		May 31, 2005
Trinity3 Corporation
(Exact name of registrant as specified in its charter)
Delaware	000-26651				65-0884085
(State or other jurisdiction of incorporation)	(Commission File Number)				(IRS Employer Identification No.)
20261 Acacia Street, Suite 200 Newport Beach, California				92660
(Address of principal executive offices)				(Zip Code)
Registrant’s telephone number, including area code:			(949) 660-1212

(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))

This Form 8-K and other reports filed by the Registrant from time to time with the Securities and Exchange Commission (collectively the “Filings”) contain forward looking statements and information that are based upon beliefs of, and information currently available to, the Registrant’s management as well as estimates and assumptions made by the Registrant’s management. When used in the Filings the words “anticipate”, “believe”, “estimate”, “expect”, “future”, “intend”, “plan” or the negative of these terms and similar expressions as they relate to the Registrant or the Registrant’s management identify forward looking statements. Such statements reflect the current view of the Registrant with respect to future events and are subject to risks, uncertainties, assumptions and other factors relating to the Registrant’s industry, operations and results of operations and any businesses that may be acquired by the Registrant. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned.

Section 1 - Registrant’s Business and Operations

Item 1.02 Termination of a Material Definitive Agreement.

On April 4, 2005, the Registrant filed a Current Report on Form 8-K to disclose that it received a notice of default under the 10% Convertible Debenture issued on February 9, 2004, to Bumper Fund, L.P. in the principal amount of $250,000 (the "Debenture"). The Registrant and Bumper Fund agreed that Bumper Fund would have the right to convert the outstanding balance under the Debenture into the Registrant's common stock at the rate of $0.01 per share, if such balance was not repaid by May 31, 2005. On May 31, 2005, the Registrant repaid all of the outstanding balance due under the Debenture.

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.

		TRINITY3 CORPORATION
		(Registrant)

Date	June 3, 2005
By:		/s/ STEVEN D. HARGREAVES
Name		Steven D. Hargreaves
Title:		Chief Financial Officer

TRINITY3 CORP 8-K