UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): October 21, 2005


                             AGU Entertainment Corp.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)


                                    Delaware
--------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)


           005-79752                                    84-1557072
--------------------------------------------------------------------------------
   (Commission File Number)                 (IRS Employer Identification No.)


  3200 West Oakland Park Blvd., Lauderdale Lakes, Florida            33311
--------------------------------------------------------------------------------
        (Address of Principal Executive Offices)                  (Zip Code)


                                 (954) 714-8100
--------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)


                                       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))

<PAGE>

Forward-Looking Statements

      This document may include a number of "forward-looking statements" as that
term is defined in Section 27A of the  Securities  Act of 1933, as amended,  and
Section 21E of the Securities Exchange Act of 1934, as amended. These statements
reflect  management's  current views with respect to future events and financial
performance and include  statements  regarding  management's  intent,  belief or
current  expectations,  which are based upon assumptions about future conditions
that may prove to be  inaccurate.  Prospective  investors are cautioned that any
such  forward-looking  statements  are not  guarantees  of  future  performance,
involve risk and uncertainties,  and that as a result, actual results may differ
materially from those  contemplated  by such  forward-looking  statements.  Such
risks include, among other things, the volatile and competitive markets in which
we operate, our limited operating history, our limited financial resources,  our
ability to manage our growth and the lack of an  established  trading market for
our securities. When considering  forward-looking statements,  readers are urged
to carefully review and consider the various disclosures, including risk factors
and their cautionary statements,  made by us in this document and in our reports
filed with the Securities and Exchange Commission.

Item 1.01 Entry into a Material Definitive Agreement.

Tarragon Bridge Loan

      As previously  disclosed by AGU Entertainment Corp. (the "Company") on its
Current Report on Form 8-K filed on September 8, 2005, the Company  entered into
an agreement for purchase and sale,  dated as of August 29, 2005 (the "Agreement
for Purchase and Sale"),  with Tarragon  South  Development  Corp.  ("Tarragon")
pursuant  to which the  Company  agreed to sell and  Tarragon  agreed to buy the
Company's  property  located at 3200 West Oakland Park  Boulevard in  Lauderdale
Lakes, Florida (the "Lauderdale Property").

      In  connection  with the  Agreement for Purchase and Sale, on September 1,
2005, the Company and Tarragon also entered into a side letter, dated August 29,
2005 (the "Side Letter"), pursuant to which Tarragon agreed to loan $2.5 million
(the  "Loan") to the Company to be  advanced as follows:  (i) one tranche in the
aggregate amount of $750,000 to be released from escrow upon satisfaction of the
conditions  described below; (ii) a second tranche in the aggregate amount of no
more than $750,000 to be advanced upon satisfaction of the conditions  described
below, no later than October 1, 2005; and (iii) a third tranche in the aggregate
amount of no more than $1.0  million to be  advanced  upon  satisfaction  of the
conditions  described  below  (including the  conditions of the Easement  Search
Letter  described  below),  no later than  November 1, 2005.  The  conditions to
advancing each tranche of the Loan are as follows: (i) payment by the Company of
all costs  associated  with the Loan;  (ii) absence of defaults  under the Loan;
(iii) Tarragon's  receipt of the title insurance insuring the lien of Tarragon's
mortgage  on the  Lauderdale  Property;  (iv)  receipt of an ALTA  survey of the
Lauderdale  Property  certified  to Tarragon;  (v) receipt of insurance  for the
Lauderdale  Property,  naming Tarragon as an additional  insured, in amounts and
from  companies  as are  reasonably  acceptable  to  Tarragon;  (vi)  receipt of
documentation  evidencing  the authority of the Company to execute the documents
evidencing the Loan, including an opinion of counsel as to the enforceability of
the  documents  evidencing  the Loan;  and (vii) any other  conditions as may be
reasonable and customary,  including  approval from the holders of the first and
second  mortgages on the Lauderdale  Property.  As of October 21, 2005, the only
remaining  condition  to  advancing  monies  under  the  Loan  is the  condition
contained in the Easement Search Letter described below.

<PAGE>

      On October 21, 2005, the Company issued a promissory  note,  dated October
21, 2005,  in the  aggregate  principal  amount of $2.5 million to Tarragon (the
"Promissory  Note")  and  received  cash  in the  amount  of $1.5  million  from
Tarragon,  the first and second tranches of the Loan. Pursuant to the Promissory
Note, the remaining  $1.0 million,  or third tranche of the Loan, is expected to
be  provided  to the  Company no later  than  November  1, 2005,  subject to the
Company's compliance with the conditions of the Easement Search Letter described
below.  Pursuant  to the terms of the  Promissory  Note,  the Loan  will  accrue
interest  at a rate per annum of 6.5% with  interest  due and  payable  monthly;
provided  however,  in the event that no event of default  exists,  the interest
will be deferred and paid upon the maturity of the Loan. The Loan will mature no
later  than a date that is  earlier  to occur of (i) the date of  closing of the
purchase and sale of the Lauderdale Property, and (ii) December 15, 2005. In the
event of the  continuation  of any  default in payment  for a period of ten days
after such  payment is due, the holder may declare the entire  unpaid  principal
and interest  immediately due and payable.  In order to compensate the holder of
the  Promissory  Note for loss and expense  occasioned  by  handling  delinquent
payments,  the Company must pay, in addition to any interest,  a service  charge
equal to 5% of the amount of any payment received by the holder ten days or more
after  the due date  thereof.  Upon the  occurrence  of any  default  under  the
Promissory  Note or any default  under the loan  documents  related to the third
mortgage on the Lauderdale Property, the Company must pay the holder, on demand,
interest on all sums outstanding  under the Promissory Note at the lessor of (i)
the maximum rate permitted by applicable law or (ii) 18% per annum.

      In  connection  with the Loan,  the Company and  Tarragon  entered into an
Easement Search Letter,  dated October 21, 2005 (the "Easement  Search Letter"),
pursuant to which  Tarragon  agreed to close on the Loan  without the receipt of
the final  search of the public  records to  determine  if a certain  beneficial
easement applies to the Lauderdale Property. The Company acknowledged and agreed
that the search  would be performed  no later than  November 4, 2005.  Until the
Company  complies with the terms of the Easement Search Letter,  Tarragon is not
obligated to further the remaining monies under the Loan. In light of the recent
weather  conditions in southern Florida,  it is unclear weather the Company will
be able to perform the final  search  within the stated  timeframe.

      In addition, in connection with the Loan, the Company and Tarragon entered
into a Third  Mortgage  Deed and Security  Agreement  and a Third  Assignment of
Rents, Leases and Deposits, each dated as of October 21, 2005, pursuant to which
the Company's  performance of all conditions in the Promissory  Note are secured
by a third mortgage on the Lauderdale  Property  (including all of the Company's
rights, title and interest as lessor in and to all leases or rental arrangements
of the Lauderdale Property).  In addition, on October 21, 2005, Tarragon entered
into a Subordination  Agreement,  dated as of October 21, 2005, with the holders
of the first and second mortgages on the Lauderdale  Property,  which was agreed
to,  accepted and  acknowledged  by the  Company,  pursuant to which the parties
agreed that Tarragon's mortgage on the Lauderdale Property and other obligations
due from the Company to  Tarragon  will be  subordinate  to the first and second
mortgages on the Lauderdale  Property and other obligations due from the Company
to the holders of the first and second mortgages.

<PAGE>

      In  connection  with  the  Loan,  the  Company,  Tarragon  and the City of
Lauderdale  Lakes (the "City") entered into a Tri-Party  Developer's  Agreement,
dated as of October 21, 2005 (the "Tri-Party Agreement"),  pursuant to which the
City agreed to subordinate  its interest  under its notices of violation,  which
relates to certain items of non-compliance  regarding  various  regulations that
apply to the  Lauderdale  Property,  if the  Company  and  Tarragon  agreed that
$350,000 of the $2.5 million Loan would be held back by Tarragon as security for
the City that the required repairs would be performed.  As a condition precedent
to the City's  agreement to subordinate  its interests,  (i) the repairs must be
completed no later than February 15, 2006,  or the  buildings on the  Lauderdale
Property must be completely  demolished  and the grounds  completely  planted no
later than March 16, 2006; and (ii) there must be no foreclosure  action pending
pertaining to the first or second mortgages on the Lauderdale  Property.  If the
repairs or the  demolition  and  planting  are  completed  within  the  required
timeframe,  the City's notice of violation will be discharged,  and its interest
in the $350,000 will be released, whereupon Tarragon may pay the $350,000 to the
Company.  The  holders  of the  first and  second  mortgages  on the  Lauderdale
Property each consented to the Tri-City Agreement.

Buntrock Promissory Note

      On October 21, 2005, the Company issued a promissory  note,  dated October
21, 2005, in the aggregate principal amount of $250,000 (the "Buntrock Note") to
Charley Zeches, in her capacity as trustee of Lakes Holding Trust ("Zeches"), as
consideration  for past  defaults by the Company under the first  mortgage.  The
Company will not receive any  additional  cash in  connection  with the Buntrock
Note. Zeches is the holder of the first mortgage on the Lauderdale Property. The
Buntrock Note bears interest at the applicable  Internal Revenue Service federal
interest  rate per annum,  as  adjusted  from time to time,  and  matures on the
earlier of (i) the date of closing of the  purchase  and sale of the  Lauderdale
Property or (ii)  December 23,  2005.  In the event of the  continuation  of any
default in payment  for a period of ten days after such  payment is due,  Zeches
may  declare  the entire  unpaid  principal  and  interest  immediately  due and
payable.  In order to  compensate  the holder of the Buntrock  Note for loss and
expense  occasioned by handling  delinquent  payments,  the Company must pay, in
addition  to any  interest,  a service  charge  equal to 5% of the amount of any
payment received by the holder ten days or more after the due date thereof. Upon
the  occurrence  of any default under the Buntrock Note or any default under the
loan documents  related to the first mortgage on the  Lauderdale  Property,  the
Company must pay the holder,  on demand,  interest on all sums outstanding under
the Buntrock Note at the lessor of (i) the maximum rate  permitted by applicable
law or (ii) 18% per annum.

      In addition,  in connection with the Buntrock Note, the Company and Zeches
entered into  Amendment  No. 3 to Agreement  for Purchase and Sale,  dated as of
October 21, 2005,  pursuant to which  Zeches  agreed to waive  certain  defaults
under the first  mortgage and the Company  agreed to issue 175,000 shares of the
Company's  common  stock to  Elizabeth  Buntrock  and  125,000  shares  to Steve
Adelstein, Ms. Buntrock's counsel.

<PAGE>

      In connection  with the Buntrock  Note,  the Company and Buntrock  entered
into a Receipt for Future Advance and Mortgage Modification Agreement,  dated as
of October  21,  2005,  pursuant  to which the  Buntrock  Note is deemed to made
pursuant to the terms of the first mortgage on the Lauderdale  Property,  and is
fully secured by the first mortgage and the loan documents  related to the first
mortgage on the Lauderdale Property.

      The foregoing brief summaries of the agreements, letters and notes are not
intended to be complete and are qualified in their  entirety by reference to the
full and  complete  text of such  documents,  which are attached to this Current
Report on Form 8-K as exhibits or  incorporated  herein by reference.  A copy of
the press release is attached hereto as Exhibit 99.1 and incorporated  herein by
reference.

Item 2.03 Creation of a Direct  Financial  Obligation or an Obligation  under an
          Off-Balance Sheet Arrangement of a Registrant.

      See the disclosure above under Item 1.01.

Item 3.02 Unregistered Sales of Equity Securities.

      The Company issued shares of common stock in connection  with the Buntrock
Promissory  Note described  above.  See the  disclosure in Item 1.01 above.  The
Company  maintains  that the  issuance  of the  securities  is exempt  under the
Securities  Act of 1933,  as amended (the  "Securities  Act"),  in reliance upon
Regulation D promulgated  thereunder as a transaction by an issuer not involving
a public offering.

      No underwriters were employed in the transactions.  The securities will be
deemed restricted securities for purposes of the Securities Act.

Item 9.01 Financial Statements and Exhibits.

      (c)   Exhibits.

            10.1  Agreement for Purchase and Sale,  dated as of August 29, 2005,
                  by and between AGU  Entertainment  Corp.  and  Tarragon  South
                  Development Corp. (includes the Side Letter)  (incorporated by
                  reference to the Company's Current Report on Form 8-K filed on
                  September 8, 2005).

            10.2  Promissory  Note,  dated  October  21,  2005,  issued  by  AGU
                  Entertainment Corp. to Tarragon South Development Corp.

            10.3  Third  Mortgage  Deed  and  Security  Agreement,  dated  as of
                  October 21, 2005,  by and among AGU  Entertainment  Corp.  and
                  Tarragon  South  Development  Corp.  AGU will  furnish  to the
                  Securities  and  Exchange  Commission  a copy  of any  omitted
                  exhibits or schedules upon request.

<PAGE>

            10.4  Third  Assignment of Rents,  Leases and Deposits,  dated as of
                  October 21, 2005,  by and among AGU  Entertainment  Corp.  and
                  Tarragon  South  Development  Corp.  AGU will  furnish  to the
                  Securities  and  Exchange  Commission  a copy  of any  omitted
                  exhibits or schedules upon request.

            10.5  Subordination Agreement,  dated as of October 21, 2005, by and
                  among  Charley  Zeches,  in her  capacity  as trustee of Lakes
                  Holdings Trust, Mitchell Entertainment Company, Tarragon South
                  Development  Corp, as agreed to, accepted and  acknowledged by
                  AGU Entertainment Corp. AGU will furnish to the Securities and
                  Exchange   Commission  a  copy  of  any  omitted  exhibits  or
                  schedules upon request.

            10.6  Tri-Party Developer's Agreement, dated as of October 21, 2005,
                  by and among the City of Lauderdale  Lakes, AGU  Entertainment
                  Corp. and Tarragon South Development Corp.

            10.7  Mortgage Deed and Security Agreement, effective as of December
                  20, 2004, by and between AGU  Entertainment  Corp. and Charley
                  Zeches,  in her capacity as trustee of Lakes Holding Trust U/A
                  (incorporated by reference to the Company's  Current Report on
                  Form 8-K filed December 29, 2004).

            10.8  Promissory  Note,  dated  October  21,  2005,  issued  by  AGU
                  Entertainment  Corp.  to Charley  Zeches,  in her  capacity as
                  trustee of Lakes Holding Trust U/A.

            10.9  Receipt   for  Future   Advance  and   Mortgage   Modification
                  Agreement,  dated as of October 21,  2005,  by and between AGU
                  Entertainment  Corp.  and Charley  Zeches,  in her capacity as
                  trustee of Lakes Holding Trust U/A.

            10.10 Easement Search Letter, dated October 21, 2005.

            10.11 Notice  of  Limitation  on  Mortgage  Future  Advance  by  AGU
                  Entertainment  Corp. relating to mortgage in favor of Mitchell
                  Entertainment Company.

            10.12 Amendment No. 3 to Agreement  for Purchase and Sale,  dated as
                  of October 21, 2005,  by and between AGU  Entertainment  Corp.
                  and  Charley  Zeches,  in her  capacity  as  trustee  of Lakes
                  Holding Trust U/A (to be filed by amendment).

<PAGE>

                                   Signatures

      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.

Dated: October 27, 2005                     AGU ENTERTAINMENT CORP.


                                            By: /s/ John W. Poling
                                                --------------------------------
                                                Name:  John W. Poling
                                                Title: Chief Financial Officer

<PAGE>

                                  Exhibit Index

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

10.1           Agreement for Purchase and Sale,  dated as of August 29, 2005, by
               and  between  AGU   Entertainment   Corp.   and  Tarragon   South
               Development  Corp.  (includes the Side Letter)  (incorporated  by
               reference to the  Company's  Current  Report on Form 8-K filed on
               September 8, 2005).

10.2           Promissory   Note,   dated  October  21,  2005,   issued  by  AGU
               Entertainment Corp. to Tarragon South Development Corp.

10.3           Third Mortgage Deed and Security  Agreement,  dated as of October
               21, 2005, by and among AGU Entertainment Corp. and Tarragon South
               Development Corp. AGU will furnish to the Securities and Exchange
               Commission  a copy of any  omitted  exhibits  or  schedules  upon
               request.

10.4           Third  Assignment  of Rents,  Leases  and  Deposits,  dated as of
               October  21,  2005,  by and among  AGU  Entertainment  Corp.  and
               Tarragon  South   Development  Corp.  AGU  will  furnish  to  the
               Securities and Exchange Commission a copy of any omitted exhibits
               or schedules upon request.

10.5           Subordination  Agreement,  dated as of October 21,  2005,  by and
               among  Charley  Zeches,  in her  capacity  as  trustee  of  Lakes
               Holdings Trust, Mitchell  Entertainment  Company,  Tarragon South
               Development  Corp, as agreed to, accepted and acknowledged by AGU
               Entertainment  Corp.  AGU  will  furnish  to the  Securities  and
               Exchange  Commission a copy of any omitted  exhibits or schedules
               upon request.

10.6           Tri-Party Developer's Agreement, dated as of October 21, 2005, by
               and among the City of Lauderdale Lakes, AGU  Entertainment  Corp.
               and Tarragon South Development Corp.

10.7           Mortgage  Deed and Security  Agreement,  effective as of December
               20,  2004,  by and between AGU  Entertainment  Corp.  and Charley
               Zeches,  in her  capacity as trustee of Lakes  Holding  Trust U/A
               (incorporated  by reference to the  Company's  Current  Report on
               Form 8-K filed December 29, 2004).

10.8           Promissory   Note,   dated  October  21,  2005,   issued  by  AGU
               Entertainment Corp. to Charley Zeches, in her capacity as trustee
               of Lakes Holding Trust U/A.

10.9           Receipt for Future Advance and Mortgage  Modification  Agreement,
               dated as of October 21,  2005,  by and between AGU  Entertainment
               Corp.  and Charley  Zeches,  in her  capacity as trustee of Lakes
               Holding Trust U/A.

<PAGE>

10.10          Easement Search Letter, dated October 21, 2005.

10.11          Notice  of   Limitation  on  Mortgage   Future   Advance  by  AGU
               Entertainment  Corp.  relating  to  mortgage in favor of Mitchell
               Entertainment Company.

10.12          Amendment No. 3 to Agreement  for Purchase and Sale,  dated as of
               October 21,  2005,  by and between AGU  Entertainment  Corp.  and
               Charley Zeches, in her capacity as trustee of Lakes Holding Trust
               U/A (to be filed by amendment).
{"company-data": {"conformed-name": "AGU Entertainment Corp.", "cik": "0001168932", "assigned-sic": "7380", "irs-number": "841557072", "state-of-incorporation": "CO", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "333-86244", "film-number": "051160363"}, "business-address": {"street1": "11077 BISCAYNE BLVD", "street2": "SUITE 100", "city": "MIAMI", "state": "FL", "zip": "33161", "phone": "305-899-6100"}, "mail-address": {"street1": "11077 BISCAYNE BLVD", "street2": "SUITE 100", "city": "MIAMI", "state": "FL", "zip": "33161"}, "former-company": {"former-conformed-name": "LEXINGTON BARRON TECHNOLOGIES INC", "date-changed": "20020312"}}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): October 21, 2005

                             AGU Entertainment Corp.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

                                    Delaware
--------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)

           005-79752                                    84-1557072
--------------------------------------------------------------------------------
   (Commission File Number)                 (IRS Employer Identification No.)

  3200 West Oakland Park Blvd., Lauderdale Lakes, Florida            33311
--------------------------------------------------------------------------------
        (Address of Principal Executive Offices)                  (Zip Code)

                                 (954) 714-8100
--------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)

                                       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))
Forward-Looking Statements

      This document may include a number of "forward-looking statements" as that
term is defined in Section 27A of the  Securities  Act of 1933, as amended,  and
Section 21E of the Securities Exchange Act of 1934, as amended. These statements
reflect  management's  current views with respect to future events and financial
performance and include  statements  regarding  management's  intent,  belief or
current  expectations,  which are based upon assumptions about future conditions
that may prove to be  inaccurate.  Prospective  investors are cautioned that any
such  forward-looking  statements  are not  guarantees  of  future  performance,
involve risk and uncertainties,  and that as a result, actual results may differ
materially from those  contemplated  by such  forward-looking  statements.  Such
risks include, among other things, the volatile and competitive markets in which
we operate, our limited operating history, our limited financial resources,  our
ability to manage our growth and the lack of an  established  trading market for
our securities. When considering  forward-looking statements,  readers are urged
to carefully review and consider the various disclosures, including risk factors
and their cautionary statements,  made by us in this document and in our reports
filed with the Securities and Exchange Commission.

Item 1.01 Entry into a Material Definitive Agreement.

Tarragon Bridge Loan

      As previously  disclosed by AGU Entertainment Corp. (the "Company") on its
Current Report on Form 8-K filed on September 8, 2005, the Company  entered into
an agreement for purchase and sale,  dated as of August 29, 2005 (the "Agreement
for Purchase and Sale"),  with Tarragon  South  Development  Corp.  ("Tarragon")
pursuant  to which the  Company  agreed to sell and  Tarragon  agreed to buy the
Company's  property  located at 3200 West Oakland Park  Boulevard in  Lauderdale
Lakes, Florida (the "Lauderdale Property").

      In  connection  with the  Agreement for Purchase and Sale, on September 1,
2005, the Company and Tarragon also entered into a side letter, dated August 29,
2005 (the "Side Letter"), pursuant to which Tarragon agreed to loan $2.5 million
(the  "Loan") to the Company to be  advanced as follows:  (i) one tranche in the
aggregate amount of $750,000 to be released from escrow upon satisfaction of the
conditions  described below; (ii) a second tranche in the aggregate amount of no
more than $750,000 to be advanced upon satisfaction of the conditions  described
below, no later than October 1, 2005; and (iii) a third tranche in the aggregate
amount of no more than $1.0  million to be  advanced  upon  satisfaction  of the
conditions  described  below  (including the  conditions of the Easement  Search
Letter  described  below),  no later than  November 1, 2005.  The  conditions to
advancing each tranche of the Loan are as follows: (i) payment by the Company of
all costs  associated  with the Loan;  (ii) absence of defaults  under the Loan;
(iii) Tarragon's  receipt of the title insurance insuring the lien of Tarragon's
mortgage  on the  Lauderdale  Property;  (iv)  receipt of an ALTA  survey of the
Lauderdale  Property  certified  to Tarragon;  (v) receipt of insurance  for the
Lauderdale  Property,  naming Tarragon as an additional  insured, in amounts and
from  companies  as are  reasonably  acceptable  to  Tarragon;  (vi)  receipt of
documentation  evidencing  the authority of the Company to execute the documents
evidencing the Loan, including an opinion of counsel as to the enforceability of
the  documents  evidencing  the Loan;  and (vii) any other  conditions as may be
reasonable and customary,  including  approval from the holders of the first and
second  mortgages on the Lauderdale  Property.  As of October 21, 2005, the only
remaining  condition  to  advancing  monies  under  the  Loan  is the  condition
contained in the Easement Search Letter described below.
On October 21, 2005, the Company issued a promissory  note,  dated October
21, 2005,  in the  aggregate  principal  amount of $2.5 million to Tarragon (the
"Promissory  Note")  and  received  cash  in the  amount  of $1.5  million  from
Tarragon,  the first and second tranches of the Loan. Pursuant to the Promissory
Note, the remaining  $1.0 million,  or third tranche of the Loan, is expected to
be  provided  to the  Company no later  than  November  1, 2005,  subject to the
Company's compliance with the conditions of the Easement Search Letter described
below.  Pursuant  to the terms of the  Promissory  Note,  the Loan  will  accrue
interest  at a rate per annum of 6.5% with  interest  due and  payable  monthly;
provided  however,  in the event that no event of default  exists,  the interest
will be deferred and paid upon the maturity of the Loan. The Loan will mature no
later  than a date that is  earlier  to occur of (i) the date of  closing of the
purchase and sale of the Lauderdale Property, and (ii) December 15, 2005. In the
event of the  continuation  of any  default in payment  for a period of ten days
after such  payment is due, the holder may declare the entire  unpaid  principal
and interest  immediately due and payable.  In order to compensate the holder of
the  Promissory  Note for loss and expense  occasioned  by  handling  delinquent
payments,  the Company must pay, in addition to any interest,  a service  charge
equal to 5% of the amount of any payment received by the holder ten days or more
after  the due date  thereof.  Upon the  occurrence  of any  default  under  the
Promissory  Note or any default  under the loan  documents  related to the third
mortgage on the Lauderdale Property, the Company must pay the holder, on demand,
interest on all sums outstanding  under the Promissory Note at the lessor of (i)
the maximum rate permitted by applicable law or (ii) 18% per annum.

      In  connection  with the Loan,  the Company and  Tarragon  entered into an
Easement Search Letter,  dated October 21, 2005 (the "Easement  Search Letter"),
pursuant to which  Tarragon  agreed to close on the Loan  without the receipt of
the final  search of the public  records to  determine  if a certain  beneficial
easement applies to the Lauderdale Property. The Company acknowledged and agreed
that the search  would be performed  no later than  November 4, 2005.  Until the
Company  complies with the terms of the Easement Search Letter,  Tarragon is not
obligated to further the remaining monies under the Loan. In light of the recent
weather  conditions in southern Florida,  it is unclear weather the Company will
be able to perform the final  search  within the stated  timeframe.

      In addition, in connection with the Loan, the Company and Tarragon entered
into a Third  Mortgage  Deed and Security  Agreement  and a Third  Assignment of
Rents, Leases and Deposits, each dated as of October 21, 2005, pursuant to which
the Company's  performance of all conditions in the Promissory  Note are secured
by a third mortgage on the Lauderdale  Property  (including all of the Company's
rights, title and interest as lessor in and to all leases or rental arrangements
of the Lauderdale Property).  In addition, on October 21, 2005, Tarragon entered
into a Subordination  Agreement,  dated as of October 21, 2005, with the holders
of the first and second mortgages on the Lauderdale  Property,  which was agreed
to,  accepted and  acknowledged  by the  Company,  pursuant to which the parties
agreed that Tarragon's mortgage on the Lauderdale Property and other obligations
due from the Company to  Tarragon  will be  subordinate  to the first and second
mortgages on the Lauderdale  Property and other obligations due from the Company
to the holders of the first and second mortgages.
In  connection  with  the  Loan,  the  Company,  Tarragon  and the City of
Lauderdale  Lakes (the "City") entered into a Tri-Party  Developer's  Agreement,
dated as of October 21, 2005 (the "Tri-Party Agreement"),  pursuant to which the
City agreed to subordinate  its interest  under its notices of violation,  which
relates to certain items of non-compliance  regarding  various  regulations that
apply to the  Lauderdale  Property,  if the  Company  and  Tarragon  agreed that
$350,000 of the $2.5 million Loan would be held back by Tarragon as security for
the City that the required repairs would be performed.  As a condition precedent
to the City's  agreement to subordinate  its interests,  (i) the repairs must be
completed no later than February 15, 2006,  or the  buildings on the  Lauderdale
Property must be completely  demolished  and the grounds  completely  planted no
later than March 16, 2006; and (ii) there must be no foreclosure  action pending
pertaining to the first or second mortgages on the Lauderdale  Property.  If the
repairs or the  demolition  and  planting  are  completed  within  the  required
timeframe,  the City's notice of violation will be discharged,  and its interest
in the $350,000 will be released, whereupon Tarragon may pay the $350,000 to the
Company.  The  holders  of the  first and  second  mortgages  on the  Lauderdale
Property each consented to the Tri-City Agreement.

Buntrock Promissory Note

      On October 21, 2005, the Company issued a promissory  note,  dated October
21, 2005, in the aggregate principal amount of $250,000 (the "Buntrock Note") to
Charley Zeches, in her capacity as trustee of Lakes Holding Trust ("Zeches"), as
consideration  for past  defaults by the Company under the first  mortgage.  The
Company will not receive any  additional  cash in  connection  with the Buntrock
Note. Zeches is the holder of the first mortgage on the Lauderdale Property. The
Buntrock Note bears interest at the applicable  Internal Revenue Service federal
interest  rate per annum,  as  adjusted  from time to time,  and  matures on the
earlier of (i) the date of closing of the  purchase  and sale of the  Lauderdale
Property or (ii)  December 23,  2005.  In the event of the  continuation  of any
default in payment  for a period of ten days after such  payment is due,  Zeches
may  declare  the entire  unpaid  principal  and  interest  immediately  due and
payable.  In order to  compensate  the holder of the Buntrock  Note for loss and
expense  occasioned by handling  delinquent  payments,  the Company must pay, in
addition  to any  interest,  a service  charge  equal to 5% of the amount of any
payment received by the holder ten days or more after the due date thereof. Upon
the  occurrence  of any default under the Buntrock Note or any default under the
loan documents  related to the first mortgage on the  Lauderdale  Property,  the
Company must pay the holder,  on demand,  interest on all sums outstanding under
the Buntrock Note at the lessor of (i) the maximum rate  permitted by applicable
law or (ii) 18% per annum.

      In addition,  in connection with the Buntrock Note, the Company and Zeches
entered into  Amendment  No. 3 to Agreement  for Purchase and Sale,  dated as of
October 21, 2005,  pursuant to which  Zeches  agreed to waive  certain  defaults
under the first  mortgage and the Company  agreed to issue 175,000 shares of the
Company's  common  stock to  Elizabeth  Buntrock  and  125,000  shares  to Steve
Adelstein, Ms. Buntrock's counsel.
In connection  with the Buntrock  Note,  the Company and Buntrock  entered
into a Receipt for Future Advance and Mortgage Modification Agreement,  dated as
of October  21,  2005,  pursuant  to which the  Buntrock  Note is deemed to made
pursuant to the terms of the first mortgage on the Lauderdale  Property,  and is
fully secured by the first mortgage and the loan documents  related to the first
mortgage on the Lauderdale Property.

      The foregoing brief summaries of the agreements, letters and notes are not
intended to be complete and are qualified in their  entirety by reference to the
full and  complete  text of such  documents,  which are attached to this Current
Report on Form 8-K as exhibits or  incorporated  herein by reference.  A copy of
the press release is attached hereto as Exhibit 99.1 and incorporated  herein by
reference.

Item 2.03 Creation of a Direct  Financial  Obligation or an Obligation  under an
          Off-Balance Sheet Arrangement of a Registrant.

      See the disclosure above under Item 1.01.

Item 3.02 Unregistered Sales of Equity Securities.

      The Company issued shares of common stock in connection  with the Buntrock
Promissory  Note described  above.  See the  disclosure in Item 1.01 above.  The
Company  maintains  that the  issuance  of the  securities  is exempt  under the
Securities  Act of 1933,  as amended (the  "Securities  Act"),  in reliance upon
Regulation D promulgated  thereunder as a transaction by an issuer not involving
a public offering.

      No underwriters were employed in the transactions.  The securities will be
deemed restricted securities for purposes of the Securities Act.

Item 9.01 Financial Statements and Exhibits.

      (c)   Exhibits.

            10.1  Agreement for Purchase and Sale,  dated as of August 29, 2005,
                  by and between AGU  Entertainment  Corp.  and  Tarragon  South
                  Development Corp. (includes the Side Letter)  (incorporated by
                  reference to the Company's Current Report on Form 8-K filed on
                  September 8, 2005).

            10.2  Promissory  Note,  dated  October  21,  2005,  issued  by  AGU
                  Entertainment Corp. to Tarragon South Development Corp.

            10.3  Third  Mortgage  Deed  and  Security  Agreement,  dated  as of
                  October 21, 2005,  by and among AGU  Entertainment  Corp.  and
                  Tarragon  South  Development  Corp.  AGU will  furnish  to the
                  Securities  and  Exchange  Commission  a copy  of any  omitted
                  exhibits or schedules upon request.
10.4  Third  Assignment of Rents,  Leases and Deposits,  dated as of
                  October 21, 2005,  by and among AGU  Entertainment  Corp.  and
                  Tarragon  South  Development  Corp.  AGU will  furnish  to the
                  Securities  and  Exchange  Commission  a copy  of any  omitted
                  exhibits or schedules upon request.

            10.5  Subordination Agreement,  dated as of October 21, 2005, by and
                  among  Charley  Zeches,  in her  capacity  as trustee of Lakes
                  Holdings Trust, Mitchell Entertainment Company, Tarragon South
                  Development  Corp, as agreed to, accepted and  acknowledged by
                  AGU Entertainment Corp. AGU will furnish to the Securities and
                  Exchange   Commission  a  copy  of  any  omitted  exhibits  or
                  schedules upon request.

            10.6  Tri-Party Developer's Agreement, dated as of October 21, 2005,
                  by and among the City of Lauderdale  Lakes, AGU  Entertainment
                  Corp. and Tarragon South Development Corp.

            10.7  Mortgage Deed and Security Agreement, effective as of December
                  20, 2004, by and between AGU  Entertainment  Corp. and Charley
                  Zeches,  in her capacity as trustee of Lakes Holding Trust U/A
                  (incorporated by reference to the Company's  Current Report on
                  Form 8-K filed December 29, 2004).

            10.8  Promissory  Note,  dated  October  21,  2005,  issued  by  AGU
                  Entertainment  Corp.  to Charley  Zeches,  in her  capacity as
                  trustee of Lakes Holding Trust U/A.

            10.9  Receipt   for  Future   Advance  and   Mortgage   Modification
                  Agreement,  dated as of October 21,  2005,  by and between AGU
                  Entertainment  Corp.  and Charley  Zeches,  in her capacity as
                  trustee of Lakes Holding Trust U/A.

            10.10 Easement Search Letter, dated October 21, 2005.

            10.11 Notice  of  Limitation  on  Mortgage  Future  Advance  by  AGU
                  Entertainment  Corp. relating to mortgage in favor of Mitchell
                  Entertainment Company.

            10.12 Amendment No. 3 to Agreement  for Purchase and Sale,  dated as
                  of October 21, 2005,  by and between AGU  Entertainment  Corp.
                  and  Charley  Zeches,  in her  capacity  as  trustee  of Lakes
                  Holding Trust U/A (to be filed by amendment).
Signatures

      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.

Dated: October 27, 2005                     AGU ENTERTAINMENT CORP.

                                            By: /s/ John W. Poling
                                                --------------------------------
                                                Name:  John W. Poling
                                                Title: Chief Financial Officer
Exhibit Index

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

10.1           Agreement for Purchase and Sale,  dated as of August 29, 2005, by
               and  between  AGU   Entertainment   Corp.   and  Tarragon   South
               Development  Corp.  (includes the Side Letter)  (incorporated  by
               reference to the  Company's  Current  Report on Form 8-K filed on
               September 8, 2005).

10.2           Promissory   Note,   dated  October  21,  2005,   issued  by  AGU
               Entertainment Corp. to Tarragon South Development Corp.

10.3           Third Mortgage Deed and Security  Agreement,  dated as of October
               21, 2005, by and among AGU Entertainment Corp. and Tarragon South
               Development Corp. AGU will furnish to the Securities and Exchange
               Commission  a copy of any  omitted  exhibits  or  schedules  upon
               request.

10.4           Third  Assignment  of Rents,  Leases  and  Deposits,  dated as of
               October  21,  2005,  by and among  AGU  Entertainment  Corp.  and
               Tarragon  South   Development  Corp.  AGU  will  furnish  to  the
               Securities and Exchange Commission a copy of any omitted exhibits
               or schedules upon request.

10.5           Subordination  Agreement,  dated as of October 21,  2005,  by and
               among  Charley  Zeches,  in her  capacity  as  trustee  of  Lakes
               Holdings Trust, Mitchell  Entertainment  Company,  Tarragon South
               Development  Corp, as agreed to, accepted and acknowledged by AGU
               Entertainment  Corp.  AGU  will  furnish  to the  Securities  and
               Exchange  Commission a copy of any omitted  exhibits or schedules
               upon request.

10.6           Tri-Party Developer's Agreement, dated as of October 21, 2005, by
               and among the City of Lauderdale Lakes, AGU  Entertainment  Corp.
               and Tarragon South Development Corp.

10.7           Mortgage  Deed and Security  Agreement,  effective as of December
               20,  2004,  by and between AGU  Entertainment  Corp.  and Charley
               Zeches,  in her  capacity as trustee of Lakes  Holding  Trust U/A
               (incorporated  by reference to the  Company's  Current  Report on
               Form 8-K filed December 29, 2004).

10.8           Promissory   Note,   dated  October  21,  2005,   issued  by  AGU
               Entertainment Corp. to Charley Zeches, in her capacity as trustee
               of Lakes Holding Trust U/A.

10.9           Receipt for Future Advance and Mortgage  Modification  Agreement,
               dated as of October 21,  2005,  by and between AGU  Entertainment
               Corp.  and Charley  Zeches,  in her  capacity as trustee of Lakes
               Holding Trust U/A.
10.10          Easement Search Letter, dated October 21, 2005.

10.11          Notice  of   Limitation  on  Mortgage   Future   Advance  by  AGU
               Entertainment  Corp.  relating  to  mortgage in favor of Mitchell
               Entertainment Company.

10.12          Amendment No. 3 to Agreement  for Purchase and Sale,  dated as of
               October 21,  2005,  by and between AGU  Entertainment  Corp.  and
               Charley Zeches, in her capacity as trustee of Lakes Holding Trust
               U/A (to be filed by amendment).