UNITED STATES ~~SECURITIES~~ ~~AND EXCHANGE COMMISSION Washington, D.C. 20549~~

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN ~~PRIVATE~~ ISSUER

PURSUANT TO RULE 13a-16 ORor 15d-16 ~~OF THE SECURITIES EXCHANGE ACT OF 1934~~

~~For the month of June, 2005~~UNDER

~~Commission~~THE ~~File~~SECURITIES ~~No.~~EXCHANGE ~~0-29328~~ACT OF 1934

~~THRILLTIME~~FOR ~~ENTERTAINMENT~~THE ~~INTERNATIONAL~~MONTH OF NOVEMBER, ~~INC.~~ 2005

~~Suite~~ThrillTime ~~322,~~Entertainment ~~4585 Canada Way~~International, ~~Burnaby, British Columbia, V5G 4L6~~Inc.

~~[Indicate~~(Registrant’s ~~by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F]~~name)

~~Form~~Suite ~~20-F [X] Form~~#103 ~~40-F [~~4585 ]Canada Way

~~Indicate~~Burnaby, byBritish ~~check~~Columbia, ~~mark~~Canada ifV5G ~~the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) [ ]~~4L6

~~Note:~~(Address of principal executive offices)

Indicate by check mark ifwhether the registrant isfiles ~~"submitting"~~or ~~the~~will ~~Form~~file ~~6-K~~annual inreports ~~paper~~under ascover ~~permitted~~Form ~~by Regulation S~~20-TFor ~~"Rule"~~Form ~~101(b)(7) [ ]~~40-F.

~~Note:~~ Form 20-F X Form 40-F __ ____

Indicate by check mark whether the registrant by furnishing the information contained in this Form, ~~the registrant~~ is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes [ ] _______ No [ X]

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-________.

~~THRILLTIME~~This ~~ENTERTAINMENT~~Form ~~INTERNATIONAL,~~contains ~~INC.~~ the following documents:

1) News Release dated November 28, 2005

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant, ThrillTime Entertainment International, Inc., has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: December 1, 2005

ThrillTime Entertainment International, Inc.

By:

/s/ “Ben Catalano”

----------------------------------------------------------------------------

Ben Catalano

President

THRILLTIME ENTERTAINMENT INTERNATIONAL, INC.
Trading Symbol: “THL:V” OTC Bulletin Board Symbol: “THLL-F”

NEWS RELEASE

~~June~~November 2028, 2005

~~ThrillTime~~Further ~~Entertainment~~to ~~International~~its news releases dated October 20, ~~Inc.~~2005 ~~has~~and ~~finalized~~October 26, an2005, ~~agreement~~ThrillTime ~~with~~Entertainment ~~Fitraco~~International, NInc.V. (~~"Fitraco"~~the “Company’), ~~whereby~~announces ~~Fitraco~~that it has ~~agreed~~now toclosed ~~accept~~its ~~the~~previously ~~transfer~~announced ofnon-brokered ~~the~~private ~~assets~~placement 6,000,000 ofunits ~~Skycoaster~~at ~~Inc.,~~a ~~the~~price ~~Company's~~of ~~principal~~$0.06 ~~operating~~per ~~subsidiary,~~unit into ~~consideration~~raise ~~for~~gross ~~the~~proceeds ~~forgiveness~~ of ~~the approximately US~~$3360,~~100,542~~000. Each inunit consists ~~principal,~~of ~~interest~~one ~~and~~common ~~taxes~~share onand ~~interest~~one-half of ~~indebtedness~~one ~~owed~~common byshare ~~the~~purchase ~~Company~~warrant. Each towhole ~~Fitraco. At~~warrant entitles the ~~same~~holder ~~time,~~to ~~the~~purchase ~~Company~~one ~~has~~common ~~agreed~~share toat ~~grant~~a anprice ~~option~~of to$0.10 ~~F3 Amusements~~per ~~LLC~~share ~~("F3")~~for toa ~~acquire~~12 ~~the~~month ~~Company's~~period ~~subsidiary~~expiring ~~Superstar~~November ~~Dragster~~25, ~~Inc~~2006., Finder’s orfees in the ~~assets~~amount of ~~that~~500,000 ~~company~~units were paid to Gang Consulting Ltd. ~~Under~~ ~~the~~in ~~terms~~satisfaction of their services under the ~~option~~placement. The F3proceeds ~~would~~will be ~~entitled~~added to ~~acquire~~ the ~~Superstar~~Company’s ~~Dragster~~general working capital. All shares orissued ~~assets~~pursuant into ~~consideration~~this ofprivate ~~securing~~placement ~~the~~together ~~release~~with ofany ~~the~~shares ~~Company~~issuable byon ~~George~~the ~~Brimhall,~~exercise aof ~~secured~~the ~~creditor~~warrants ~~currently~~have ~~owed~~a ~~approximately~~hold ~~US$180~~period expiring March 26,~~000~~ 2006.

~~Management~~The ~~of the~~ Company ~~negotiated~~regrets ~~the~~that ~~transactions~~due to ~~dispose~~certain ofcomplications ~~the~~relating ~~Company's assets as an alternative~~ to ~~formal~~its ~~foreclosure~~restructuring ~~proceedings~~ and ~~believes~~its ~~that,~~change ~~as the combination~~ of ~~these~~auditors ~~two~~it ~~transactions~~ will ~~free~~be ~~the~~unable ~~Company~~to offile ~~substantially~~its ~~all~~annual offinancial ~~its~~statements ~~debt,~~within the ~~Company~~prescribed isperiod ~~now~~but ~~well~~anticipates ~~positioned~~such tostatements ~~pursue~~being ~~new~~available ~~business opportunities~~shortly.

The disposition by the Company of substantially all of its assets was approved by the shareholders of the Company at the Company's annual general meeting held February 21, 2005.

THRILLTIME ENTERTAINMENT
INTERNATIONAL, INC.

~~Per: /s/~~ “Ben Catalano ~~______________________________ Ben Catalano, President~~”

~~The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the information set out herein.~~Per:

Ben Catalano, President

~~Form~~The ~~51-102F3~~TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

Material Change Report

Item 1 Name and Address of Company

Thrilltime Entertainment International, Inc. (the "Company") Suite 322, 4585 Canada Way Burnaby, BC V5G 4L6

Item 2 Date of Material Change

June 20, 2005

Item 3 News Release

The news release was issued June 20, 2005 through the approved news services.

Item 4 Summary of Material Change

The Company has finalized an agreement with Fitraco N.V. ("Fitraco") to accept the transfer of the assets of Skycoaster Inc., the Company's principal operating subsidiary, in consideration for the forgiveness of approximately US$3,100,542 in principal, interest and taxes on interest of indebtedness owed by the Company to Fitraco.

In addition, the Company has also agreed to grant an option to F3 Amusements LLC ("F3") to acquire the Company's subsidiary, Superstar Dragster Inc., or its assets. Under the terms of the agreement, F3 would be entitled to acquire the Superstar Dragster shares or assets in consideration for securing the release of the Company from George Brimhall, a secured creditor, currently owed approximately US$180,000.

Item 5 Full Description of Material Change

The Company has finalized an agreement with Fitraco to accept the transfer of the assets of Skycoaster Inc., the Company's principal operating subsidiary, in consideration for the forgiveness of approximately US$3,100,542 in principal, interest and taxes on interest of indebtedness owed by the Company to Fitraco.

In addition, the Company has also agreed to grant an option to F3 to acquire the Company's subsidiary, Superstar Dragster Inc., or its assets. Under the terms of the agreement, F3 would be entitled to acquire the Superstar Dragster shares or assets in consideration for securing the release of the Company from George Brimhall, a secured creditor, currently owed approximately US$180,000.

Management of the Company negotiated the transactions to dispose of the Company's assets as an alternative to formal foreclosure proceedings and believes that, as the combination of these two transactions will free the Company of substantially all of its debt, the Company is now well positioned to pursue new business opportunities. The disposition by the Company of substantially all of its assets was approved by the shareholders of the Company at the Company's annual general meeting held on February 21, 2005.

Item 6 Reliance on subsection 7.1(2) or (3) of National Instrument 51-102

Not applicable

Item 7 Omitted Information

Not applicable

Item 8 Executive Officer

Ben Catalano, President Phone: 604-294-8084

Item 9 Date of Report

June 21, 2005

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, thereunto duly authorized.

THRILLTIME ENTERTAINMENT INTERNATIONAL, INC.

Date: June 21, 2005

/s/ Ben Catalano

Filing Compare · Advanced Proteome Therapeutics CORP