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<p align="center">UNITED STATES SECURITIES AND EXCHANGE COMMISSION<br>
Washington, D.C. 20549</p>
<p style="margin-bottom:2em; margin-top:2em" align="center"><strong><font size="+2">FORM 8-K</font></strong></p>
<p style="margin-bottom:2em; margin-top:2em" align="center">PURSUANT TO SECTION 13 OR 15(d)<br>
OF THE SECURITIES EXCHANGE ACT OF 1934</p>
<p style="margin-bottom:2em" align="center"><strong>Date of Report (Date of earliest event reported):
March 26, 2004</strong></p>
<p style="margin-bottom:2em" align="center">Commission file number: 000-31667</p>
<p style="margin-bottom:0; margin-top:4em" align="center"><strong><font size="+2">MFC DEVELOPMENT CORP.</font></strong></p>
<p style="margin-bottom:2em; margin-top:0" align="center">(Exact name of registrant as specified in
its charter)</p>
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		<td align="center" width="50%"><strong>Delaware</strong><br>
		<font size="2">(State of incorporation)</font></td>
		<td align="center" width="50%"><strong>13-3579974</strong><br>
		<font size="2">(I.R.S. Employer Identification No.)</font></td>
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<p style="margin-bottom:0; margin-top:2em" align="center"><strong>271 North Avenue, Suite 520</strong></p>
<p style="margin-bottom:0; margin-top:0" align="center"><strong>New Rochelle, NY 10801</strong></p>
<p style="margin-top:0" align="center"><font size="-1">(Address of principal executive offices)</font></p>
<p style="margin-bottom:0" align="center"><strong>(914) 636-3432</strong></p>
<p style="margin-top:0" align="center"><font size="-1">(Telephone number)</font></p>
<hr class="noprint" noshade>
<h1 class="pgbreak" align="left"><font size="4"><u>Item 5. Other Events</u></font></h1>
<p class="MsoNormal" style="text-align: justify">&nbsp;</p>
<p align="center" style="text-align: center"><b><u>Acquisition Agreement</u></b></p>
<p class="MsoNormal" style="text-align: justify">On March 26, 2004 MFC
Development Corp. ("MFC" or the "registrant") signed an Acquisition Agreement
with Creative Marketing Group, Inc, ("CMG") and its shareholders to acquire 100%
of CMG's outstanding capital stock in exchange for shares of common stock of
MFC.&nbsp; After the closing, MFC shall issue approximately 7,900,000 shares
(approximately 80%) of common stock to CMG stockholders and holders of CMG debt
out of approximately 10,000,000 shares of common stock which will then be issued
and outstanding.&nbsp; The completion of the acquisition is subject to several
conditions including, but not limited to, the closing of a private offering
raising a minimum of $1,000,000 and a maximum of $2,500,000. &nbsp;</p>
<p class="MsoNormal" style="text-align: justify">The approximately 7,900,000
shares of common stock to be issued to CMG stockholders and holders of CMG debt
includes the following: (1) common stock and shares of common stock reserved for
the conversion of the preferred stock which will be issued to the investors
pursuant to the terms of the CMG private offering and (2) common stock which
will be issued to certain individuals and entities in connection with the
transaction.&nbsp; In addition to the approximately 7,900,000 shares of common stock
to be issued, MFC shall issue warrants to purchase common stock of MFC to the
following: (1) the investors pursuant to the terms of the CMG private offering
and (2) certain individuals and entities in connection with the transaction</p>
<p class="MsoNormal" style="text-align: justify">CMG is a sales and marketing
company which since the year 2000 has been exclusively working with a national
brand name in the coffee industry which has a brand name recognition in excess
of 90% among consumers.&nbsp; In late 2002 CMG obtained exclusive licensing
agreements permitting it to use the trademark of such national brand name in the
production and sale of coffee and coffee filters through retailers, food
service, hospitality and in-office locations throughout the United States.&nbsp;
CMG's relationship with this national brand name creates marketing opportunities
to enhance the awareness and availability of such national brand name's coffee
makers and the coffee and coffee filters which CMG may produce and sell under
its licenses in the United States.</p>
<p class="MsoNormal" style="text-align: justify">The acquisition of CMG by MFC
is scheduled to be completed before June 1, 2004. &nbsp;This Form 8-K contains
certain forward-looking statements concerning possible acquisition activities,
all of which are based upon assumptions made by the management of MFC and CMG
and are not meant to be actual descriptions or predictions of the future.&nbsp;
Completion of the transaction described is subject to the satisfaction of a
number of conditions and there can be no assurance that all of the conditions
will be met or that the registrant will successfully complete the acquisition or
that CMG will raise adequate funds in the private placement.&nbsp; There can be no
assurance that if those transactions are completed, that CMG or the registrant
will be successful.</p>
<p class="MsoNormal" style="text-align: justify">&nbsp;</p>
<hr class="noprint" noshade>
<p style="text-align: center"><b><u>SIGNATURE</u></b></p>
<p style="text-align: justify">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 duly authorized.</p>
<p align="justify">&nbsp;</p>
<p align="center"></p>
<p align="center">MFC DEVELOPMENT CORP.</p>
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		<td width="40%">April 9, 2004</td>
		<td width="60%" align="center" bordercolor="#000000" style="border-bottom-style:solid; border-bottom-width:1px">
		/s/ VICTOR BRODSKY</td>
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		<td></td>
		<td style="margin-top:2em" align="center">
		<p style="margin-bottom:0; margin-top:1em">Victor Brodsky</p>
		<p style="margin-bottom:0; margin-top:0"><em>Vice President and Chief Financial Officer<br>
		(Principal Financial and Accounting Officer)</em></p>
		</td>
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FORM 8-K
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
March 26, 2004
Commission file number: 000-31667
MFC DEVELOPMENT CORP.
(Exact name of registrant as specified in
its charter)
Delaware
(State of incorporation)
13-3579974
(I.R.S. Employer Identification No.)
271 North Avenue, Suite 520
New Rochelle, NY 10801
(Address of principal executive offices)
(914) 636-3432
(Telephone number)
Item 5. Other Events
Acquisition Agreement
On March 26, 2004 MFC
Development Corp. ("MFC" or the "registrant") signed an Acquisition Agreement
with Creative Marketing Group, Inc, ("CMG") and its shareholders to acquire 100%
of CMG's outstanding capital stock in exchange for shares of common stock of
MFC.  After the closing, MFC shall issue approximately 7,900,000 shares
(approximately 80%) of common stock to CMG stockholders and holders of CMG debt
out of approximately 10,000,000 shares of common stock which will then be issued
and outstanding.  The completion of the acquisition is subject to several
conditions including, but not limited to, the closing of a private offering
raising a minimum of $1,000,000 and a maximum of $2,500,000.
The approximately 7,900,000
shares of common stock to be issued to CMG stockholders and holders of CMG debt
includes the following: (1) common stock and shares of common stock reserved for
the conversion of the preferred stock which will be issued to the investors
pursuant to the terms of the CMG private offering and (2) common stock which
will be issued to certain individuals and entities in connection with the
transaction.  In addition to the approximately 7,900,000 shares of common stock
to be issued, MFC shall issue warrants to purchase common stock of MFC to the
following: (1) the investors pursuant to the terms of the CMG private offering
and (2) certain individuals and entities in connection with the transaction
CMG is a sales and marketing
company which since the year 2000 has been exclusively working with a national
brand name in the coffee industry which has a brand name recognition in excess
of 90% among consumers.  In late 2002 CMG obtained exclusive licensing
agreements permitting it to use the trademark of such national brand name in the
production and sale of coffee and coffee filters through retailers, food
service, hospitality and in-office locations throughout the United States. 
CMG's relationship with this national brand name creates marketing opportunities
to enhance the awareness and availability of such national brand name's coffee
makers and the coffee and coffee filters which CMG may produce and sell under
its licenses in the United States.
The acquisition of CMG by MFC
is scheduled to be completed before June 1, 2004.  This Form 8-K contains
certain forward-looking statements concerning possible acquisition activities,
all of which are based upon assumptions made by the management of MFC and CMG
and are not meant to be actual descriptions or predictions of the future. 
Completion of the transaction described is subject to the satisfaction of a
number of conditions and there can be no assurance that all of the conditions
will be met or that the registrant will successfully complete the acquisition or
that CMG will raise adequate funds in the private placement.  There can be no
assurance that if those transactions are completed, that CMG or the registrant
will be successful.
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 duly authorized.
MFC DEVELOPMENT CORP.
April 9, 2004
/s/ VICTOR BRODSKY
Victor Brodsky
Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)