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 1, 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 4a-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 1 - REGISTRANT'S BUSINESS AND OPERATIONS

Item 1.02      Termination of a Material Definitive Agreement.

     On December 1, 2005,  E-Rail  Logistics,  Inc.  ("E-Rail"),  a wholly owned
subsidiary of Chartwell  International,  Inc.  ("Chartwell")  and Christopher J.
Davino mutually decided to terminate that certain  Employment  Agreement between
E-Rail and Mr.  Davino dated as of  September  8, 2005 (the  "Davino  Employment
Agreement") by entering into an Employment Separation Agreement (the "Separation
Agreement").  Mr.  Davino is  resigning  as  President of E-Rail to pursue other
personal and professional  endeavors.  As part consideration for the termination
of the Davino  Employment  Agreement,  the Company  agreed that common  stock of
Chartwell  issued directly or indirectly to Mr. Davino pursuant to the Agreement
and Plan of Merger  through  which E-Rail was acquired by Chartwell  dated as of
September 8, 2005,  and  conditioned  upon Mr.  Davino  entering  into,  and not
breaching the terms and conditions of the Davino Employment Agreement,  shall be
held by Mr.  Davino  free and clear of any  right,  title or  interest  that the
Company may possess.

SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT

Item 5.02      Departure  of  Directors  or  Principal  Officers;   Election  of
               Directors; Appointment of Principal Officers.

     Effective December 1, 2005,  Christopher J. Davino resigned as President of
E-Rail.  Mr.  Davino  has  decided to pursue  other  personal  and  professional
endeavors.


SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits.

         Exhibit No.     Exhibit Description
         -----------     -------------------

         10.1            Employment Separation Agreement dated December 1, 2005


                                       2

<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:  December 6, 2005                By: /s/ Imre Eszenyi
                                            -----------------------------------
                                        Name: Imre Eszenyi
                                        Title: Acting President



                                       3
<PAGE>



                                  EXHIBIT INDEX

Exhibit No.              Exhibit Description
-----------              -------------------

10.1                     Employment Separation Agreement dated December 1, 2005



                                       4
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{"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": "051246363"}, "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): December 1, 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 4a-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 1 - REGISTRANT'S BUSINESS AND OPERATIONS

Item 1.02      Termination of a Material Definitive Agreement.

     On December 1, 2005,  E-Rail  Logistics,  Inc.  ("E-Rail"),  a wholly owned
subsidiary of Chartwell  International,  Inc.  ("Chartwell")  and Christopher J.
Davino mutually decided to terminate that certain  Employment  Agreement between
E-Rail and Mr.  Davino dated as of  September  8, 2005 (the  "Davino  Employment
Agreement") by entering into an Employment Separation Agreement (the "Separation
Agreement").  Mr.  Davino is  resigning  as  President of E-Rail to pursue other
personal and professional  endeavors.  As part consideration for the termination
of the Davino  Employment  Agreement,  the Company  agreed that common  stock of
Chartwell  issued directly or indirectly to Mr. Davino pursuant to the Agreement
and Plan of Merger  through  which E-Rail was acquired by Chartwell  dated as of
September 8, 2005,  and  conditioned  upon Mr.  Davino  entering  into,  and not
breaching the terms and conditions of the Davino Employment Agreement,  shall be
held by Mr.  Davino  free and clear of any  right,  title or  interest  that the
Company may possess.

SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT

Item 5.02      Departure  of  Directors  or  Principal  Officers;   Election  of
               Directors; Appointment of Principal Officers.

     Effective December 1, 2005,  Christopher J. Davino resigned as President of
E-Rail.  Mr.  Davino  has  decided to pursue  other  personal  and  professional
endeavors.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits.

         Exhibit No.     Exhibit Description
         -----------     -------------------

         10.1            Employment Separation Agreement dated December 1, 2005

                                       2
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:  December 6, 2005                By: /s/ Imre Eszenyi
                                            -----------------------------------
                                        Name: Imre Eszenyi
                                        Title: Acting President

                                       3
EXHIBIT INDEX

Exhibit No.              Exhibit Description
-----------              -------------------

10.1                     Employment Separation Agreement dated December 1, 2005

                                       4