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: February 2, 2006
                        (Date of Earliest Event Reported)


                          CENTURION GOLD HOLDINGS, INC.
             (Exact name of Registrant as specified in its charter)


            Florida                        000-49810             65-1129207
(State or other jurisdiction of          (Commission          (I.R.S. Employer
 incorporation or organization)          File Number)        Identification No.)


                 12 Main Reef Road, Primrose, South Africa 1401
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: +27(11)873-5315

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:

|_|   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>

Item 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

      On February 2, 2006, Centurion Gold Holdings, Inc. (the "Company") entered
into an agreement with Investec Bank (UK) Limited ("Investec") whereby Investec
agreed to act as the nominated advisor and broker to Escopeta Oil ("Escopeta")
in relation to the proposed placement of shares of Escopeta and admission of
Escopeta's share capital to trading on the AIM Market of the London Stock
Exchange. Pursuant to the agreement, Investec will receive a commission of 5% of
the gross funds actually raised and a warrant to purchase up to 1% of the shares
of Escopeta sold in the offering (the "Success Fee"). The Warrant will be priced
at the same price as the shares are sold for. Investec will also be entitled to
a (pound)250,000 fee.

      On February 6, 2006, the Company entered into an engagement agreement with
Ashurst whereby Ashurst will represent the Company in connection with the AIM
listing of Escopeta.

      The Company's intention is to spin off the assets and related liabilities
of Escopeta into a new company, which is intended to list on the AIM Market.
Escopeta holds certain oil and gas licenses and resources in the Cook Inlet of
Alaska.

Item 8.01 Other Events

      On December 8, 2006, the Company issued a press release entitled
"Centurion Gold Issues Corporate Statement to Shareholders". The press release
was intended to clarify and refine the Company's strategy, as well as to inform
shareholders as to recent developments concerning the Company.

                           FORWARD-LOOKING STATEMENTS

      This Form 8-K contains forward-looking statements as defined by the
Private Securities Litigation Reform Act of 1995. Forward-looking statements
include statements concerning plans, objectives, goals, strategies, future
events or performance, and underlying assumptions and other statements, which
are other than statements of historical facts. These statements are subject to
uncertainties and risks including, but not limited to, product and service
demand and acceptance, changes in technology, economic conditions, the impact of
competition and pricing, government regulation, and other risks defined in this
document and in statements filed from time to time with the Securities and
Exchange Commission. All such forward-looking statements, whether written or
oral, and whether made by or on behalf of the companies, are expressly qualified
by the cautionary statements and any other cautionary statements which may
accompany the forward-looking statements. In addition, the companies disclaim
any obligation to update any forward-looking statements. In addition, the
companies disclaim any obligation to update any forward-looking statements to
reflect events or circumstances after the date hereof.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number       Description
--------------       -----------
(a) None
(b) None
(c) Exhibit 99.1     Agreement with Investec Bank (UK) Limited dated
                     February 2, 2006.
            99.2     Agreement with Ashurst dated February 6, 2006.
            99.3     Press Release dated December 8, 2005.
<PAGE>

                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunder duly authorized.

                                            CENTURION GOLD HOLDINGS, INC.


                                            /s/ Andrew Dale Paul
                                            ------------------------------------
                                            Andrew Dale Paul
                                            Chairman and Chief Executive Officer

February 7, 2006
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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: February 2, 2006
                        (Date of Earliest Event Reported)

                          CENTURION GOLD HOLDINGS, INC.
             (Exact name of Registrant as specified in its charter)

            Florida                        000-49810             65-1129207
(State or other jurisdiction of          (Commission          (I.R.S. Employer
 incorporation or organization)          File Number)        Identification No.)

                 12 Main Reef Road, Primrose, South Africa 1401
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: +27(11)873-5315

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:

|_|   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))
Item 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

      On February 2, 2006, Centurion Gold Holdings, Inc. (the "Company") entered
into an agreement with Investec Bank (UK) Limited ("Investec") whereby Investec
agreed to act as the nominated advisor and broker to Escopeta Oil ("Escopeta")
in relation to the proposed placement of shares of Escopeta and admission of
Escopeta's share capital to trading on the AIM Market of the London Stock
Exchange. Pursuant to the agreement, Investec will receive a commission of 5% of
the gross funds actually raised and a warrant to purchase up to 1% of the shares
of Escopeta sold in the offering (the "Success Fee"). The Warrant will be priced
at the same price as the shares are sold for. Investec will also be entitled to
a (pound)250,000 fee.

      On February 6, 2006, the Company entered into an engagement agreement with
Ashurst whereby Ashurst will represent the Company in connection with the AIM
listing of Escopeta.

      The Company's intention is to spin off the assets and related liabilities
of Escopeta into a new company, which is intended to list on the AIM Market.
Escopeta holds certain oil and gas licenses and resources in the Cook Inlet of
Alaska.

Item 8.01 Other Events

      On December 8, 2006, the Company issued a press release entitled
"Centurion Gold Issues Corporate Statement to Shareholders". The press release
was intended to clarify and refine the Company's strategy, as well as to inform
shareholders as to recent developments concerning the Company.

                           FORWARD-LOOKING STATEMENTS

      This Form 8-K contains forward-looking statements as defined by the
Private Securities Litigation Reform Act of 1995. Forward-looking statements
include statements concerning plans, objectives, goals, strategies, future
events or performance, and underlying assumptions and other statements, which
are other than statements of historical facts. These statements are subject to
uncertainties and risks including, but not limited to, product and service
demand and acceptance, changes in technology, economic conditions, the impact of
competition and pricing, government regulation, and other risks defined in this
document and in statements filed from time to time with the Securities and
Exchange Commission. All such forward-looking statements, whether written or
oral, and whether made by or on behalf of the companies, are expressly qualified
by the cautionary statements and any other cautionary statements which may
accompany the forward-looking statements. In addition, the companies disclaim
any obligation to update any forward-looking statements. In addition, the
companies disclaim any obligation to update any forward-looking statements to
reflect events or circumstances after the date hereof.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number       Description
--------------       -----------
(a) None
(b) None
(c) Exhibit 99.1     Agreement with Investec Bank (UK) Limited dated
                     February 2, 2006.
            99.2     Agreement with Ashurst dated February 6, 2006.
            99.3     Press Release dated December 8, 2005.
SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunder duly authorized.

                                            CENTURION GOLD HOLDINGS, INC.

                                            /s/ Andrew Dale Paul
                                            ------------------------------------
                                            Andrew Dale Paul
                                            Chairman and Chief Executive Officer

February 7, 2006