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

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

~~Pursuant~~Date toof ~~Section~~Report ~~13 or 15~~(d)Date of ~~the~~earliest ~~Securities~~reported) ~~Exchange~~January ~~Act~~11, ~~of 1934~~2010

Date of Report (Date of earliest reported) October 28, 2009

PROSPERO GROUP
(Exact name of registrant as specified in its chapter)

Nevada	000-50429	33-1059313
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
575 Madison Avenue, 10th Floor, New York, New York		10022-2511
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (239) 243-0782


575 Madison Avenue, 10th Floor, New York, New York	10022-2511
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (239)-243-0782

(Former name or former address, if changed since last report)

INFORMATION TO BE INCLUDED IN REPORT

Item 45.0102. ~~Changes~~Departure inof ~~Registrant’s~~Directors ~~Certifying~~or ~~Accountant~~Principal Officers; Election of Directors; Appointment of Principal Officers.

(On January 11th, 2010, the Board of Directors of Prospero Group voted to add Mr. Peter Suter to the Board of Directors as Vice President Chief of Operations and Vera Lehmann as President and CEO. At the same Board Meeting, James Cercone and Etoile Pinder resigned from the Board of Directors to pursue and devote on a) ~~Previous~~full-time ~~independent~~basis ~~accountants~~the Wellness Programs and Clinics in the Bahamas and Caribbean.

Peter Suter (i54) Onis ~~June~~CEO 5,of his own Project Management Company specialized in consulting financial trading software companies and managing trading software project implementations. In 2008 and 2009, ~~Lawrence~~he ~~Scharfman~~worked &as CoTrading Systems supervisor for EGL a large European wide Swiss power trading company. Between 1975 and 2006 he worked with ever increasing responsibilities for UBS AG, ~~CPA~~Swiss PCBank ~~resigned~~Corporation (SBC) Banque Commerciale pour L’Europe du Nord (Paris) as an FX trader and Business Manager. He is a specialist in FX trading, business analysis, organisation and business process management. At UBS, Zurich he was a Director and responsible for global cost cutting in dealing and trading systems. He also was evaluating and implementing new cost efficient application in Asia, Europe and the ~~independent~~Americas. ~~accountants~~Peter ofSuter ~~Prospero~~has ~~Group~~international experience made with UBS/SBC in their investment bank units in Paris, Singapore, Tokyo, Bahrain, Lugano and Zurich. ~~(“Prospero”)~~1992 Mr Suter graduated from Swiss Banking School in Zurich.

Vera Lehmann (ii57) ~~Lawrence~~is ~~Scharfman~~marketing &director ~~Co.~~at ~~CPA~~Hullwash PCManufacturing ~~did~~Corporation, ~~not~~a ~~file~~Director ~~the~~at ~~financial~~Lehmann-Creative ~~statements~~Ltd. ~~for~~And ~~the~~Marketing ~~fiscal~~Director ~~year~~at ~~ended~~Fashion-Creative ~~March~~Corporation. 31From 1986 – 2007, ~~2008~~Vera operated her own Tax Consulting firm in Germany and ~~March~~from ~~31,~~1977 ~~2009~~–1986 worked as an auditor in the German Tax Office with certification as a government tax inspector.

~~(iii)~~Page Prospero’s Board of Directors did recommend to accept the former accountant’s resignation without any disagreements. During the past two fiscal years, March 2008 and March 2009 and the interim period preceding the engagement of Larry O’Donnell, CPA P.C. Prospero did consult with Lawrence Scharfman and Julio De Leon on the required auditors opinion for the aforementioned statements. In a response to the SEC, Lawrence Scharfman has been requested to furnish a letter directly to the Commission regarding its concurrence or disagreement with the statements made by the company in our Item 4.01 Form 8-K ~~as required in Item 304(a)(3) of Regulation S-K.~~1

~~(iv)~~Neither ~~New~~Mr. ~~independent~~Suter ~~accountants;~~nor ~~Prospero~~Vera ~~Group’s~~Lehmann ~~Board~~or any of ~~Directors~~the ~~signed~~four aother ~~letter~~current ofdirectors ~~engagement~~or ~~with~~officers ~~Larry~~hold ~~O’Donnell,~~a ~~CPA~~directorship ~~P.C.~~in onany ~~June~~other 5,reporting ~~2009~~company.

~~Page~~There -is 1no family relationship among the directors or officers.

~~Item~~During 9the last two years, there has been no transaction or proposed transaction that Prospero Group was or is a party to in which Mr.~~01.~~ ~~Exhibits~~Suter or Vera Lehman had or is to have a direct or indirect material interest.

~~(c) Exhibits~~There is no employment agreement between Mr. Suter and Vera Lehman and Prospero Group at this time.

Exhibit	Description
16	Letter to Securities and Exchange Commission dated October 19,2009 including the resignation letter of Lawrence Scharfman	Filed

SIGNATURES

~~SIGNATURES~~Pursuant to the requirements of the Securities Exchange Act of 1934, Prospero Group has caused this report to be signed on its behalf by the undersigned duly authorized person.

~~Pursuant~~PROSPERO ~~to the requirements of the Securities Exchange Act of 1934, Prospero Minerals Corp. has caused this report to be signed on its behalf by the undersigned duly authorized person.~~GROUP

~~PROSPERO~~ By: ~~GROUP~~/s/ Hubert L. Pinder Chief Financial Officer

ByDated: ~~/s/~~January ~~Hubert~~11, ~~L. Pinder~~ 2010

~~Chief~~Page ~~Financial~~- ~~Officer~~2

Dated: October 28, 2009

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