Marine Growth Ventures Inc – ‘8-K’ for 4/11/07

On:  Tuesday, 4/17/07, at 3:44pm ET   ·   For:  4/11/07   ·   Accession #:  1144204-7-19201   ·   File #:  333-128077

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         3     11K 
 2: EX-10.1     Material Contract                                     11     39K 

8-K   —   Current Report
Document Table of Contents

8-K
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 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): April 11, 2007

MARINE GROWTH VENTURES, INC.
(Exact name of registrant as specified in its charter)

     Delaware                 333-128077                  20-0890800
(State or Other Jurisdiction     (Commission File           (I.R.S. Employer    
       of Incorporation)              Number)             Identification Number)

405-A Atlantis Road, Cape Canaveral, Florida 32920
 (Address of principal executive offices) (zip code)

(321) 783-1744
(Registrant's telephone number, including area code)

Copies to:
Thomas A. Rose, Esq.
Yoel Goldfeder, Esq.
 Sichenzia Ross Friedman Ference LLP
 1065 Avenue of the Americas
New York, New York 10018
 Phone: (212) 930-9700
 Fax: (212) 930-9725

 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 (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))                                                       

8-K
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Item 1.01 Entry into a Material Definitive Agreement.                           

      On April 11, 2007, Marine Growth Ventures, Inc. (the "Company") and Marine
Growth  Canada,   Ltd.,  Sophlex  Ship  Management,   Inc.  and  Ship  Timeshare
Management, Inc., wholly-owned subsidiaries of the Company, entered into a Share
Ship Agreement with Euro Oceans,  Ltd.  ("Euro  Oceans"),  pursuant to which the
Company  retained  Euro Oceans to sell  timeshare  units on a Ship acquired by a
subsidiary  of the  Company on an  exclusive  basis.  All  income  will be split
equally  between  the  Company  and Euro  Oceans,  after the  payment of certain
expenses  have been paid and the net  income  from the sale of  timeshare  units
exceeds $100,000 for two consecutive months.                                    

Item 9.01 Financial Statements and Exhibits.                                    

(d) Exhibits                                                                    

Exhibit                                                                         
Number                             Description                                  
-------     ------------------------------------------------------------------- 
10.1        Share Ship Agreement, date April 11, 2007, by and between Euro      
         Oceans, Ltd., Marine Growth Ventures, Inc., Marine Growth Canada,
          Ltd., Sophlex Ship Management, Inc. and Ship Timeshare Management,
Inc.                                                    

8-K
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SIGNATURES

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

                      MARINE GROWTH VENTURES, INC.

Dated:  April 17, 2007               By: /s/ Katherine Ostruszka                
                                  --------------------------------
             Katherine Ostruszka
                 Chief Financial Officer

Dates Referenced Herein

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
Filed on:		4/17/07		3					None on these Dates
For Period End:		4/11/07		1		2
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