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): March 2231, 2011

China Golf Group, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	000-53399	75-3264747
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification No.)

China Merchants Tower, Suite 1503

161 Lujiazui East Road, Shanghai PRC 20001

(Address of Principal Executive Offices)

Registrant's telephone number, including area code: 011-86-21 5876 5017

(Former name or former address if changed since the 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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 March 2231, 2011, ~~Shenyang Yanzikou Sports & Entertainment Co., Ltd., a wholly-owned subsidiary of~~ China Golf Group, Inc. (~~the~~ “~~Company~~we”) inor ~~China~~the (“~~Shenyang Yanzikou~~Company”) entered into aan ~~series~~asset ofpurchase ~~agreements~~agreement towith ~~terminate~~Beijing ~~the~~Xingwang ~~contractual~~Real ~~agreements~~Estate ~~dated~~Co., ~~September 25~~Ltd., ~~2009~~a ~~that~~Sino itjoint ~~had~~venture ~~with~~founded by Maxwell Investment Ltd and Beijing ~~Shungao~~Shengwen ~~Golf~~Investment ~~Course~~& ~~Management~~Consulting Co., Ltd., ~~(“Shungao”)~~to ~~and~~purchase ~~the~~certain ~~shareholders~~assets of ~~Shungao (~~the ~~“Former~~joint ~~Shungao~~venture, ~~Shareholders”)~~namely, ~~(the~~16 ~~“Shungao~~villas ~~Contractual~~located ~~Agreements”).~~in ~~By virtue of~~ the ~~Shungao~~Daxing ~~Contractual~~District ~~Agreements,~~of ~~Shungao~~Beijing ~~became~~estimated ato ~~variable~~be ~~interest~~valued ~~entity~~at ~~controlled~~$13.5 ~~by Shenyang Yanzikou~~million.

~~For~~In ~~more~~consideration ~~details~~for the transfer of the ~~Shungao~~villas ~~Contractual~~we ~~Agreements~~will issue to the seller 4,500,000 ~~please~~million ~~refer~~of our shares of common stock (which is based on an appraisal of the villas of $13,500,000.) An appraisal of the villas is required to be completed within 30 days of the ~~Company’s~~execution ~~Current~~of ~~Report~~the onagreement. The ~~Form~~closing ~~8-K~~is ~~filed~~required ~~with~~to occur within 30 days after the ~~Securities~~completion and ~~Exchange~~acceptance ~~Commission~~of onthe ~~July~~appraisal. Once 9,the ~~2010.~~appraisal ~~Copies~~is completed and accepted the transfer of the ~~Shungao~~land ~~Contractual~~and ~~Agreements~~villas ~~are~~will ~~filed~~be ~~herewith~~completed and the shares will be issued. In the event that the appraisal is less then $13.5 million the purchase price will be adjusted dollar for dollar and we will only be required to issue such number of shares as shall equal the appraised value divided by 3.

~~Below~~Item is9.01. Financial aStatements ~~list~~and ~~of the agreements that terminate the Shungao Contractual Agreements (the “Shungao Termination Agreements”):~~Exhibits

·	Agreement to terminate a certain Consulting Services Agreement dated September 25, 2009 between Shenyang Yanzikou and Shungao;
·	Agreement to terminate a certain Operating Agreement dated September 25, 2009, among Shenyang Yanzikou, Shungao and the Former Shungao Shareholders;

Exhibits

· Agreement to terminate a certain Option Agreement dated September 25, 2009, among Shenyang Yanzikou, Shungao and the Former Shungao Shareholders; · Agreement to terminate a certain Equity Pledge Agreement dated September 25, 2009, among Shenyang Yanzikou, Shungao and the Former Shungao Shareholders; and · Agreement to terminate a certain Voting Rights Proxy Agreement dated September 25, 2009 among Shenyang Yanzikou, Shungao and the Former Shungao Shareholders.

Exhibit No.	Description of Exhibit
10.1.	Asset Purchase Agreement dated as of March 31, 2011 by and between the China Golf Group, Inc. and Beijing Xingwang Real Estate Co., Ltd.

SIGNATURES

As of result of the Shungao Termination Agreements, Shungao ceased to be a variable interest entity controlled by Shenyang Yanzikou. Copies of the Shungao Termination Agreements are filed herewith.

Item 9.01 Financial Statements and Exhibits

Exhibit No.		Description of Exhibit
10.1.		Consulting Services Agreement dated September 25, 2009 between Shenyang Yanzikou and Shungao;
10.2.		Operating Agreement dated September 25, 2009, among Shenyang Yanzikou, Shungao and the Former Shungao Shareholder;
10.3		Option Agreement dated September 25, 2009, among Shenyang Yanzikou, Shungao and the Former Shungao Shareholders;
10.4		Equity Pledge Agreement dated September 25, 2009, among Shenyang Yanzikou, Shungao and the Former Shungao Shareholders;
10.5		Voting Rights Proxy Agreement dated September 25, 2009 among Shenyang Yanzikou, Shungao and the Former Shungao Shareholders;
10.6		Agreement to Terminate Consulting Services Agreement, dated March 22, 2011;
10.7		Agreement to Terminate Operating Agreement, dated March 22, 2011;
10.8		Agreement to Terminate Option Agreement, dated March 22, 2011;
10.9		Agreement to Terminate Equity Pledge Agreement, dated March 22, 2011; and
10.10		Agreement to Terminate Voting Rights Proxy Agreement, dated March 22, 2011.

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.

	Date: March 24, 2011
	Date: April 5, 2011
	China Golf Group, Inc.
	By:	/s/ Ye Bi
		Ye Bi
		Chief Executive Officer

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