UNITED ~~STATESSECURITIES AND EXCHANGE COMMISSION~~ STATES

~~WASHINGTON,~~SECURITIES ~~DC20549~~ AND EXCHANGE COMMISSION

~~FORM~~Washington, 8-D.C. K 20549

~~CURRENT~~ FORM ~~REPORT PURSUANTTO SECTION 13 OR 15(D) OF THESECURITIES EXCHANGE ACT OF 1934~~ 8-K

~~CRYSTAL~~CURRENT ~~INTERNATIONAL TRAVEL GROUP, INC.~~REPORT

Delaware		000-29313		20-0121007
(State or other jurisdictionof incorporation)		(Commission File Number)		(I.R.S. EmployerIdentification No.)

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

641 Shunpike Road, Suite 333 , Chatham, New Jersey		07928
(Address of principal executive offices)		(Zip Code)

Date of Report (Date of earliest event reported) June 30, 2006

~~NOT~~CRYSTAL INTERNATIONAL ~~APPLICABLE~~TRAVEL GROUP, INC.(Exact name of registrant as specified in its charter)

|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Delaware	000-29313	20-0121007
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

~~|_|~~641 ~~Soliciting~~Shunpike ~~material~~Road ~~pursuant~~- toSuite ~~Rule~~333 ~~14a~~-12 ~~under~~Chatham, ~~the~~NJ 07928(Address ~~Exchange~~of ~~Act~~principal ~~(17~~executive ~~CFR~~offices ~~240.14a-12~~& zip code)

~~|_|~~Registrant's ~~Pre-commencement~~telephone ~~communications~~number, ~~pursuant~~including area ~~to Rule 14d~~code: 973-~~2(b) under the Exchange Act (17 CFR 240.14d~~644-~~2(b))~~0900

~~Item~~ (Former ~~8.01~~Name ~~Other~~or ~~Events.~~ Former Address, if Changed Since Last Report)

~~Crystal~~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):

~~Forward-Looking~~o Written ~~Statements~~communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

~~Crystal~~o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

~~General~~o Pre-commencement ~~Description~~communications ~~of Crystal's~~pursuant ~~Business~~ to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

~~Crystal~~o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

On June 30, 2006 (the "Closing Date"), Crystal International Travel Group, Inc. (the "Company") executed definitive agreements for the purchase by institutional, accredited investors (collectively, the "Investors") for $2,000,000 of principal amount of 6% convertible promissory notes of the Company ("Note" or the "Notes"), maturing three years from the date of issuance. As of the Closing Date, the Investors purchased Notes in the amount of $700,000. Within two days of the filing of the Registration Statement (as defined below) within the required time period, the Investors will purchase additional Notes in the amount of $600,000. Within two days of the Registration Statement being declared effective within the required time period, the Investors will purchase additional Notes in the amount of $700,000.

~~Crystal~~ The Notes will be convertible at the Investor's option, into shares of the Company's common stock, $.0001 par value (the "Common Stock") at a per share conversion price equal to the Applicable Percentage (as defined below) multiplied by the average of the lowest three intraday trading prices for the Common Stock during the twenty trading days prior to the notice of conversion being sent . The Applicable Percentage is equal to (i) 50% as of the Closing Date, (ii) 55% in the event that the Registration Statement is filed within the required time period and (iii) 60% in the event that the Registration Statement becomes effective within the required time period.

~~www.suntrips.com~~To secure the Investors' obligations under the Notes, ~~that~~the ~~provides~~Company granted the Investors a ~~wide~~security ~~array~~interest in substantially all of ~~travel~~its assets, including without limitation its intellectual property, on the terms and ~~vacation~~conditions ~~options~~of a Security Agreement (the "~~SunTrips~~Security Agreement") and an Intellectual Property Security Agreement (the "Intellectual Property Agreement"). The security interest granted under the Security Agreement and the Intellectual Property Agreement terminates immediately upon payment or satisfaction of all of the Company's obligations under the Notes.

~~Crystal~~In connection with the issuance of the Notes, the Company issued to the Investors seven-year common stock purchase warrants (the "Warrants") to purchase 10,000,000 shares of Common Stock. The exercise price of the Warrants is $0.50 and the Warrants provide for cashless exercise. The Warrants do not have registration rights.

~~Crystal~~The conversion price of the Notes and the exercise price of the Warrants are subject to adjustment for certain dilution events or in the event of certain capital adjustments or similar transactions, such as a stock split or merger, or, in certain circumstances, the issuance of additional equity securities for consideration less than the respective exercise prices. Subject to certain excepted issuances, the Investors have a right of first refusal with respect to any proposed sale of Company securities for a period of not less than two years following the effective date of the Registration Statement.

~~San~~As ~~Jose~~of the date of the filing of this Current Report on Form 8-K, the Company has received gross proceeds of $700,000 and net proceeds of approximately $589,000, after payment of offering related fees and expenses.

In addition, the Company has agreed to file within 45 days of the Closing Date a registration statement (the "Registration Statement") covering 225% the shares of Common Stock underlying the Notes and have such Registration Statement declared effective within 120 days of the Closing Date. The Company will be obligated to pay liquidated damages to the Investors if the Registration Statement is not timely filed or declared effective equal to 2% of the then outstanding amounts under the Notes for each thirty day period (or portion thereof).

~~California~~The securities sold in this transaction have not been registered under the Securities Act of 1933, as amended (the "Act") and may not be offered or sold in the United Statesin the absence of an effective registration statement or exemption from the registration requirements under the Act. The sale of the Warrants to the Investor was made pursuant to an exemption from registration requirements under Regulation D and/or Section 4(2) of the Act.

~~Northern~~The ~~California~~foregoing description is qualified in its entirety by the agreements and the other instruments relating to the Notes and the Warrants attached to the Initial Form 8-K.

~~Hawaii~~Item 3.02 Unregistered Sales of Equity Securities.

~~Puerto~~The ~~Vallarta~~information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02.

Costa Rica

Azores

Mexico

Denver

Colorado

Crystal

California

Seattle

Washington

Portland

Oregon

Management Discussion and Analysis

Crystal

Leverage the Current SunTrips Brand

The

San Jose

California

Costa Rica

Mexico

Hawaii

Crystal

Mexico

Hawaii

Costa Rica

Azores

Crystal

Expand Crystal's Product and Service Offerings Worldwide.

Crystal

will strive to deliver value to travel suppliers through a wide range of innovative, targeted promotional strategies that are designed to increase revenues, while s

Crystal

Marketing and Promotions

Crystal

Operations and Technology

Crystal

's systems infrastructure and Web and database servers are hosted by third-party internet hosting suppliers in various locations in the

United States

Crystal

Competition

Crystal

Regulation

Crystal

Risk Factors

Crystal

global security issues, political instability, acts or threats of terrorism, hostilities or war, increased airport security that could reduce the convenience of air travel, natural disasters, such as the hurricanes that occurred in the Gulf Coast and Cancun/ Mayan Rivierain the Fall of 2005, travelers' perception of the occurrence of travel-related accidents, travelers' concerns about exposure to contagious diseases and pandemics, such as SARS or the Avian Influenza (commonly referred to as bird flu), increases in fuel prices, general economic conditions in the United States and worldwide, political issues in the Middle East, Asia, Latin America and elsewhere, the financial condition of travel suppliers and the possibility of further terrorist attacks, hostilities and war, the resulting heightened security measures at airports, and the financial instability of many of the air carriers may continue to adversely affect the travel industry.

Crystal

Crystal depends on its relationships with travel suppliers and vendors and any adverse changes in these relationships could adversely affect Crystal's business, financial condition and results of operations.

Crystal

Crystal's failure to recapture and retain travelers in a cost-effective manner could adversely affect Crystal's business, financial condition and results of operations.

Crystal

Crystal will rely on the performance of highly skilled personnel and, if Crystal is unable to retain or motivate key personnel or hire, retain and motivate qualified personnel, Crystal's business would be harmed.

Crystal

's senior management and key employees, many of whom joined

Crystal

Crystal's proposed expansion will place a significant strain on Crystal's management, technical, operational and financial resources.

Crystal

Changing laws, rules and regulations and legal uncertainties may adversely affect Crystal's business, financial condition and results of operations.

Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements. ~~Exhibits~~

None. ~~SIGNATURE~~

		CRYSTAL INTERNATIONAL TRAVEL GROUP, INC.
	By:		/s/ Fabrizzio Busso-Campana
			Fabrizzio Busso-Campana
			Chief Executive Officer
June 1, 2006

(b) Pro Forma Financial Information.

None.

4.1 Form of Stock Purchase Warrant issued to investors by Crystal International Travel Group, Inc. to investor as of June 30, 2006.

4.2. Form of Registration Rights Agreement dated as of June 30, 2006, among Crystal International Travel Group, Inc. and investors.

4.3 Form of Callable Secured Convertible Note issued to investors by Crystal International Travel Group, Inc. to investors as of June 30, 2006

10.1 Form of Securities Purchase Agreement dated as of June 30, 2006, among Crystal International Travel Group, Inc. and investors.

10.2

Form of Security Agreement dated as of June 30, 2006, among Crystal International Travel Group, Inc. and investors.

10.3 Form of Intellectual Property Security Agreement dated as of June 30, 2006, among Crystal International Travel Group, Inc. and investors.

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.


	CRYSTAL INTERNATIONAL TRAVEL GROUP, INC.
Date: July 7, 2006	By:	/s/ Fabrizzio Busso Campana
		Fabrizzio Busso Campana Chief Executive Officer

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