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): July 8, 2005


                          CHARTWELL INTERNATIONAL, INC.
                          -----------------------------
             (Exact name of registrant as specified in its charter)

          Nevada                        005-59509                 95-3979080

(State or other jurisdiction of   (Commission File No.)         (IRS Employer
       incorporation)                                        Identification No.)


                          1124 Smith Street, Suite 304
                              Charleston, WV 25301
                              --------------------
    (Address and telephone number of principal executive offices) (Zip Code)

                                 (304) 345-8700
                                 --------------
              (Registrant's telephone number, including area code)

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))



<PAGE>


Section 3- Securities and Trading Markets
-----------------------------------------

Item 3.02 Unregistered Sales of Equity Securities.

     On July 8, 2005,  the  Company  entered  into  definitive  agreements  with
foreign institutions and other accredited investors (the "Investors"),  pursuant
to which the Investors  agreed to purchase up to 7,032,667  shares of restricted
common stock, par value $0.001 per share, at a purchase price of $1.50 per share
for an aggregate  offering price of up to  $10,549,001.  As of July 8, 2005, the
Company has sold 6,077,267 shares of common stock and received gross proceeds of
$9,115,901 in cash, with signed  subscriptions  for the remaining 955,400 shares
that will be issued, subject to a 5% limitation on ownership.

     The  private  placement  was  conducted   primarily  by  the  Company  with
introductions made by certain  individuals and Orchestra Finance LLP. In certain
cases where investors were introduced to the Company,  the Company agreed to pay
a 10%  fee to such  introducers.  The 10% fee is  based  on the  gross  proceeds
received by the Company from the introduced investors. The introduction fee will
be paid as  follows:  50% in cash and 50% in the form of  restricted  shares  of
common stock.

     With  the  exception  of  two  U.S.  accredited  investors,  all  investors
participating in the private placement were non-U.S. persons and were not in the
U.S.  at the time of offer and sale of the  common  stock.  The shares of common
stock were  offered  and sold by the  Company  in  reliance  on  Section  506 of
Regulation D and/or Regulation S of the Securities Act of 1933, as amended.

     In connection with this financing, Chartwell has agreed to prepare and file
a registration  statement  covering the resale of the common stock  purchased by
the investors in the private placement following its fiscal year end audit.

Section 9 - Financial Statements and Exhibits
---------------------------------------------

Item 9.01 Financial Statements and Exhibits.

         Exhibit No.              Exhibit Description
         -----------              -------------------
           4.1                    Form of Securities Purchase Agreement (A-1)
           4.2                    Form of Securities Purchase Agreement (A-2)
           4.3                    Form of Securities Purchase Agreement (A-3)
          10.1                    Introduction Agreement dated May 13, 2005
          99                      Press Release dated July 11, 2005 titled
                                  "Chartwell International, Inc. announces
                                  $10,500,000 Private Placement of Common Stock"




<PAGE>



                                    SIGNATURE

     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.


                                 CHARTWELL INTERNATIONAL, INC.,
                                 a Nevada Corporation


Dated:  July 8, 2005             /s/ Imre Eszenyi
                                 --------------------------------------------
                                 Imre Eszenyi,
                                 Vice President


<PAGE>


                                  EXHIBIT INDEX

         Exhibit No.              Exhibit Description
         -----------              -------------------
           4.1                    Form of Securities Purchase Agreement (A-1)
           4.2                    Form of Securities Purchase Agreement (A-2)
           4.3                    Form of Securities Purchase Agreement (A-3)
          10.1                    Introduction Agreement dated May 13, 2005
          99                      Press Release dated July 11, 2005 titled
                                  "Chartwell International, Inc. announces
                                  $10,500,000 Private Placement of Common Stock"
[{"type": "8-K", "sequence": "1", "filename": "for070805.txt", "secsgml_size_bytes": 5844}]
{"company-data": {"conformed-name": "Chartwell International, Inc.", "cik": "0001329184", "assigned-sic": "4953", "irs-number": "953979080", "state-of-incorporation": "NV", "fiscal-year-end": "0731"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-51342", "film-number": "05949115"}, "business-address": {"street1": "1124 SMITH STREET, SUITE 304", "city": "CHARLESTON", "state": "WV", "zip": "25301", "phone": "304-345-8700"}, "mail-address": {"street1": "1124 SMITH STREET, SUITE 304", "city": "CHARLESTON", "state": "WV", "zip": "25301"}}
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): July 8, 2005

                          CHARTWELL INTERNATIONAL, INC.
                          -----------------------------
             (Exact name of registrant as specified in its charter)

          Nevada                        005-59509                 95-3979080

(State or other jurisdiction of   (Commission File No.)         (IRS Employer
       incorporation)                                        Identification No.)

                          1124 Smith Street, Suite 304
                              Charleston, WV 25301
                              --------------------
    (Address and telephone number of principal executive offices) (Zip Code)

                                 (304) 345-8700
                                 --------------
              (Registrant's telephone number, including area code)

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))
Section 3- Securities and Trading Markets
-----------------------------------------

Item 3.02 Unregistered Sales of Equity Securities.

     On July 8, 2005,  the  Company  entered  into  definitive  agreements  with
foreign institutions and other accredited investors (the "Investors"),  pursuant
to which the Investors  agreed to purchase up to 7,032,667  shares of restricted
common stock, par value $0.001 per share, at a purchase price of $1.50 per share
for an aggregate  offering price of up to  $10,549,001.  As of July 8, 2005, the
Company has sold 6,077,267 shares of common stock and received gross proceeds of
$9,115,901 in cash, with signed  subscriptions  for the remaining 955,400 shares
that will be issued, subject to a 5% limitation on ownership.

     The  private  placement  was  conducted   primarily  by  the  Company  with
introductions made by certain  individuals and Orchestra Finance LLP. In certain
cases where investors were introduced to the Company,  the Company agreed to pay
a 10%  fee to such  introducers.  The 10% fee is  based  on the  gross  proceeds
received by the Company from the introduced investors. The introduction fee will
be paid as  follows:  50% in cash and 50% in the form of  restricted  shares  of
common stock.

     With  the  exception  of  two  U.S.  accredited  investors,  all  investors
participating in the private placement were non-U.S. persons and were not in the
U.S.  at the time of offer and sale of the  common  stock.  The shares of common
stock were  offered  and sold by the  Company  in  reliance  on  Section  506 of
Regulation D and/or Regulation S of the Securities Act of 1933, as amended.

     In connection with this financing, Chartwell has agreed to prepare and file
a registration  statement  covering the resale of the common stock  purchased by
the investors in the private placement following its fiscal year end audit.

Section 9 - Financial Statements and Exhibits
---------------------------------------------

Item 9.01 Financial Statements and Exhibits.

         Exhibit No.              Exhibit Description
         -----------              -------------------
           4.1                    Form of Securities Purchase Agreement (A-1)
           4.2                    Form of Securities Purchase Agreement (A-2)
           4.3                    Form of Securities Purchase Agreement (A-3)
          10.1                    Introduction Agreement dated May 13, 2005
          99                      Press Release dated July 11, 2005 titled
                                  "Chartwell International, Inc. announces
                                  $10,500,000 Private Placement of Common Stock"
SIGNATURE

     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.

                                 CHARTWELL INTERNATIONAL, INC.,
                                 a Nevada Corporation

Dated:  July 8, 2005             /s/ Imre Eszenyi
                                 --------------------------------------------
                                 Imre Eszenyi,
                                 Vice President
EXHIBIT INDEX

         Exhibit No.              Exhibit Description
         -----------              -------------------
           4.1                    Form of Securities Purchase Agreement (A-1)
           4.2                    Form of Securities Purchase Agreement (A-2)
           4.3                    Form of Securities Purchase Agreement (A-3)
          10.1                    Introduction Agreement dated May 13, 2005
          99                      Press Release dated July 11, 2005 titled
                                  "Chartwell International, Inc. announces
                                  $10,500,000 Private Placement of Common Stock"