UNITED ~~STATES~~ ~~SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549~~ 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~~ REPORT

~~Date~~Pursuant to ofSection ~~Report~~13 OR 15(~~Date~~d) of ~~earliest~~the ~~reported) MAY~~Securities 9,Exchange ~~2002~~ Act of 1934

~~MILLENNIUM~~Date ~~CAPITAL~~of Report: ~~VENTURE~~February ~~HOLDINGS~~4, ~~INC. (Exact name of registrant as specified in its charter)~~2005

~~Delaware~~ (~~State~~Date ~~or other jurisdiction~~ of earliest ~~incorporation)~~event ~~0-312457 (Commission File Number~~reported) ~~23-3048444 (IRS Employer Identification Number No.)~~

9348 Basile Routhier, Montreal, Quebec, Canada H2M 1T8

Registrant's telephone number, including area code (514) 258 6441

__________________________________________________________

ITEM 1.

See Item 6 below.

ITEM 2.

Not Applicable

ITEM 3.

Not Applicable

ITEM 4.

Not Applicable

ITEM 5.

On May 9, 2002, the Board of Directors added Richard Duffy, Ed Santelli, Nil LaPointe and Andre Arnaud as members to the Board.

Richard Duffy has a strong background in the areas of finance and administration. His financial responsibilities involve maintaining the financial health and viability of the company. From 1991 until 1997, Mr. Duffy managed international companies in Thailand, Canada, Australia and Germany before returning to his roots in Montreal, where he formed his own financial consulting firm. Mr. Duffy is past president of the Canadian Investment Dealers Association (Atlantic).

Ed Santelli, started Santelli Construction Ltd in February 1992. In the spring of 1983, Santelli Construction bought Dorval Paving and he became the president.

Nil LaPointe, 49, has been a self-employed financial services consultant from 1999 to present. From 1996 to 1999, Mr. LaPointe was a broker with PFFL. Mr. LaPointe presently lives in Montreal, Quebec. He holds a B.A. in Agriculture from Laval University. Andre Arnaud, 57, since 1992 has been a supervisor with Industriotec, which is a company that designs, builds and installs plumbing and electrical devices. Previously, Mr. Arnaud was a trader with the Montreal Stock Exchange. Mr. Arnaud resides in Montreal, Quebec.

ITEM 6.

Not Applicable

ITEM 7.

Not Applicable

ITEM 8.

Not Applicable

ITEM 9.

Not Applicable

SIGNATURES

Pursuant to the requirements of the Securities Exchange of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

DATE: May 29, 2002

MILLENNIUM CAPITAL VENTURE HOLDINGS INC.

~~By:~~(Exact name ~~/s/~~of ~~Bruno~~registrant ~~Desmarais~~as ~~Name:~~specified ~~Bruno~~in ~~Desmarais Title:~~its ~~President~~charter)

DELAWARE	0-31457	23-3048444
State of	Commission	IRS Employer
incorporation	File Number	Identification Number

1000 de la Gauchetiere West, Suite 2400,

Montréal, Quebec H3B 4W5

(Address of principal executive offices)

Tel: 514-448-7469

(Issuer's telephone number)

ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

On February 4, 2005, Mr. Andre St-Arnaud, Mr. Nil Lapointe, Mr. Mario Drolet and Mr. Bruno Desmarais resigned as Directors and Officers of Millennium Capital Venture Holdings Inc.

Mr. Francis Mailhot has been nominated and appointed as a Director and as President and CEO of Millennium Capital Venture Holdings Inc.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

None.

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.


	Millennium Capital Venture Holdings Inc.

DATE: February 15, 2005	By:	/s/ Francis Mailhot
		Francis Mailhot
		President, CEO and Chairman Millennium Capital Venture Holdings Inc.

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