8-K

                          [OBJECT OMITTED]UNITED 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

         DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) APRIL 15, 2004

                              OMEGA VENTURES, INC.
             (Exact name of registrant as specified in its charter)



            Nevada                       000-5468               88-0427195
- -----------------------------         --------------            ----------
(State  or  other  jurisdiction        (Commission            (IRS  Employer
      of  incorporation)               File  Number)        Identification  No.)


            9000 SHERIDAN STREET, SUITE 7, PEMBROKE PINES, FL 33024
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code (800) 908-9574


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



ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

On April 15, 2004 in a private  transaction  between  Omega  Ventures,  Inc. and
Messrs. Dean Ward and George Gutierrez,  Omega Ventures, Inc. sold 14,000 Series
"A"  Preferred  Shares of  AngelCiti  Entertainemnt,  Inc.  to Messrs.  Ward and
Gutierrez in exchange for $200,000 and the return to treasury of 500,000  shares
of Omega Ventures,  Inc. each by Wye & Whalsay,  Ltd. and Kailuamana,  SA (for a
total of 1 million shares returned to treasury), which are owned by Messrs. Ward
and Gutierrez respectively.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

7.1  Stock Purchase Agreement between Omega Ventures, Inc. and Dean Ward

7.2  Stock Purchase Agreement between Omega Ventures, Inc. and George Gutierrez





                                   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.

                          ANGELCITI ENTERTAINMENT, INC.
                                  (Registrant)




Date: April 16, 2004                  /s/  Lawrence S. Hartman
                                           -------------------
                                           Lawrence S. Hartman

EX-7.1

                                   EXHIBIT 7.1


                            STOCK PURCHASE AGREEMENT

THIS AGREEMENT is made and entered into this 15th day of April 2004, by and
between Omega Ventures, inc., (hereinafter referred to as "Seller") and Dean
Ward, (hereinafter referred to as "Purchaser");

                              W I T N E S S E T H:

WHEREAS, the Seller is the record owner and holder of 7,000 Preferred Series "A"
shares of capital stock of AngelCiti Entertainment, Inc., (hereinafter referred
to as the "Corporation"), a Nevada corporation, (the "Shares"), and

WHEREAS, the Purchaser desires to purchase said stock and the Seller desires to
sell said stock, upon the terms and subject to the conditions hereinafter set
forth;

NOW, THEREFORE, for $10 and in consideration of the mutual covenants and
agreements contained in this Agreement, and in order to consummate the purchase
and the sale of the Corporation's Stock aforementioned, it is hereby agreed as
follows:

1. PURCHASE AND SALE:

Seller hereby sells, conveys, transfers, and delivers to the Purchaser the
Shares and the Purchaser hereby purchases from the Seller the Shares in
consideration of the purchase price set forth in this Agreement.

2. REPRESENTATIONS AND WARRANTIES OF SELLER.

Seller hereby warrants and represents:

(a) Organization and Standing.

Corporation is a corporation duly organized, validly existing and in good
standing under the laws of the State of Nevada and has the corporate power and
authority to carry on its business as it is now being conducted.

(b) Restrictions on Transfer

From the date hereof through the Closing, Seller is hereby prohibited from
selling, hypothecating, providing the shares as collateral, or otherwise
transferring of encumbering the Shares in any manner whatsoever, and
acknowledges that the shares may not be released from escrow except to Purchaser
upon payment in full by the Purchaser in accordance with this Agreement, or to
Seller upon Purchaser's failure to close under this Agreement.

(c) Restrictions on Stock.

     i.   The Seller is not a party to any agreement,  written or oral, creating
          rights in respect to the  Corporation's  Stock in any third  person or
          relating to the voting of the Corporation's Stock.
     ii.  Seller  is the  lawful  owner  of the  Stock,  free  and  clear of all
          security interests, liens, encumbrances, equities and other charges.
     iii. There are no existing warrants,  options,  stock purchase  agreements,
          redemption agreements,  restrictions of any nature, calls or rights to
          subscribe of any  character  relating to the stock,  nor are there any
          securities convertible into such stock.


3.            REPRESENTATIONS AND WARRANTIES OF SELLER AND PURCHASER.

Seller and Purchaser hereby represent and warrant that there has been no act or
omission by Seller, Purchaser or the Corporation which would give rise to any
valid claim against any of the parties hereto for a brokerage commission,
finder's fee, or other like payment in connection with the transactions
contemplated hereby.

4. GENERAL PROVISIONS

(a) Entire Agreement.

This Agreement (including the exhibits hereto and any written amendments hereof
executed by the parties) constitutes the entire Agreement and supersedes all
prior agreements and understandings, oral and written, between the parties
hereto with respect to the subject matter hereof.

(b) Sections and Other Headings.

The section and other headings contained in this Agreement are for reference
purposes only and shall not affect the meaning or interpretation of this
Agreement.

(c) Governing Law.

This agreement, and all transactions contemplated hereby, shall be governed by,
construed and enforced in accordance with the laws of the State of Florida. The
parties herein waive trial by jury and agree to submit to the personal
jurisdiction and venue of a court of subject matter jurisdiction located in Dade
County, State of Florida. In the event that litigation results from or arises
out of this Agreement or the performance thereof, the parties agree to reimburse
the prevailing party's reasonable attorney's fees, court costs, and all other
expenses, whether or not taxable by the court as costs, in addition to any other
relief to which the prevailing party may be entitled.


IN WITNESS WHEREOF, this Agreement has been executed by each of the individual
parties hereto on the date first above written.

Omega Ventures, Inc.
a Nevada corporation


By: /s/  Lawrence S. Hartman                         /s/  Dean Ward
    ------------------------                         --------------
Name:    Lawrence Hartman                            Dean Ward
CEO

EX-7.2

                                   EXHIBIT 7.2


                            STOCK PURCHASE AGREEMENT

THIS AGREEMENT is made and entered into this 15th day of April 2004, by and
between Omega Ventures, inc., (hereinafter referred to as "Seller") and George
Gutierrez, (hereinafter referred to as "Purchaser");

                              W I T N E S S E T H:

WHEREAS, the Seller is the record owner and holder of 7,000 Preferred Series "A"
shares of capital stock of AngelCiti Entertainment, Inc., (hereinafter referred
to as the "Corporation"), a Nevada corporation, (the "Shares"), and

WHEREAS, the Purchaser desires to purchase said stock and the Seller desires to
sell said stock, upon the terms and subject to the conditions hereinafter set
forth;

NOW, THEREFORE, for $10 and in consideration of the mutual covenants and
agreements contained in this Agreement, and in order to consummate the purchase
and the sale of the Corporation's Stock aforementioned, it is hereby agreed as
follows:

1. PURCHASE AND SALE:

Seller hereby sells, conveys, transfers, and delivers to the Purchaser the
Shares and the Purchaser hereby purchases from the Seller the Shares in
consideration of the purchase price set forth in this Agreement.

2. REPRESENTATIONS AND WARRANTIES OF SELLER.

Seller hereby warrants and represents:

(a) Organization and Standing.

Corporation is a corporation duly organized, validly existing and in good
standing under the laws of the State of Nevada and has the corporate power and
authority to carry on its business as it is now being conducted.

(b) Restrictions on Transfer

From the date hereof through the Closing, Seller is hereby prohibited from
selling, hypothecating, providing the shares as collateral, or otherwise
transferring of encumbering the Shares in any manner whatsoever, and
acknowledges that the shares may not be released from escrow except to Purchaser
upon payment in full by the Purchaser in accordance with this Agreement, or to
Seller upon Purchaser's failure to close under this Agreement.




(c) Restrictions on Stock.

     i.   The Seller is not a party to any agreement,  written or oral, creating
          rights in respect to the  Corporation's  Stock in any third  person or
          relating to the voting of the Corporation's Stock.
     ii.  Seller  is the  lawful  owner  of the  Stock,  free  and  clear of all
          security interests, liens, encumbrances, equities and other charges.
     iii. There are no existing warrants,  options,  stock purchase  agreements,
          redemption agreements,  restrictions of any nature, calls or rights to
          subscribe of any  character  relating to the stock,  nor are there any
          securities convertible into such stock.

3. REPRESENTATIONS AND WARRANTIES OF SELLER AND PURCHASER.

Seller and Purchaser hereby represent and warrant that there has been no act or
omission by Seller, Purchaser or the Corporation which would give rise to any
valid claim against any of the parties hereto for a brokerage commission,
finder's fee, or other like payment in connection with the transactions
contemplated hereby.

4. GENERAL PROVISIONS

(a) Entire Agreement.

This Agreement (including the exhibits hereto and any written amendments hereof
executed by the parties) constitutes the entire Agreement and supersedes all
prior agreements and understandings, oral and written, between the parties
hereto with respect to the subject matter hereof.

(b) Sections and Other Headings.

The section and other headings contained in this Agreement are for reference
purposes only and shall not affect the meaning or interpretation of this
Agreement.

(c) Governing Law.

This agreement, and all transactions contemplated hereby, shall be governed by,
construed and enforced in accordance with the laws of the State of Florida. The
parties herein waive trial by jury and agree to submit to the personal
jurisdiction and venue of a court of subject matter jurisdiction located in Dade
County, State of Florida. In the event that litigation results from or arises
out of this Agreement or the performance thereof, the parties agree to reimburse
the prevailing party's reasonable attorney's fees, court costs, and all other
expenses, whether or not taxable by the court as costs, in addition to any other
relief to which the prevailing party may be entitled.


IN WITNESS WHEREOF, this Agreement has been executed by each of the individual
parties hereto on the date first above written.

Omega Ventures, Inc.
a Nevada corporation


By: /s/  Lawrence S. Hartman                         /s/  George Gutierrez
    ------------------------                         ---------------------
Name:    Lawrence Hartman                            George Gutierrez