UNITED STATES



UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

 

 FORM 144

NOTICE OF PROPOSED SALE OF SECURITIES

PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933

SEC USE ONLY

 

ATTENTION:

Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with

a market marker.

CUSIP NUMBER

46018A 10 0

1 (a) NAME OF ISSUER (Please type or print)


International Power Group, Ltd.

(b) IRS IDENT. NO.

 

20-1686022

 (c) SEC FILE NO.

 

000-51449

WORK LOCATION

1 (d) ADDRESS OF ISSUER

STREET

CITY

STATE

ZIP CODE

950 Celebration Boulevard, Suite A,

Celebration

  FL.

  34747

(e) TELEPHONE NO.

CODE


(407)

 NUMBER


566-0318

2 (a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES

ARE TO BE SOLD


Joseph Caywood

(b) IRS IDENT. NO

N/A

(c) RELATIONSHIP

TO ISSUER


 None

(d) ADDRESS

STREET

CITY

STATE

ZIP CODE

    9064 Spoonbill Ridge Place,

 Las Vegas

   NV.

89143

INSTRUCTION:  The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.

3 (a)

 Title of the

Class of

Securities

 To Be Sold

(b)

Name and Address of Each Broker Through Whom the

Securities are to be Offered or Each Market Maker

who is Acquiring the Securities

 SEC USE ONLY

(c)

 Number of Shares

or Other Units To

Be Sold

(See  instr. 3(c))

(d)

Aggregate

 Market

Value

 (See instr. 3(d))

(e)

 Number of Shares

or Other Units

Outstanding

 (See instr. 3(e))

(f)

 Approximate

Date of Sale

(See instr. 3(f))

 (MO.  DAY  YR.)

(g)

 Name of Each

Securities

Exchange

 (See instr. 3(g))

 Number

Common Stock, $0.00001 par value


Steven Vitale

Morgan Stanley

290 Broadhollow Road, Suite 400

Melville NY 11747



042

533,465

$542,000

466,535

06/09/06

PK











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TABLE I — SECURITIES TO BE SOLD

Furnish the following information with respect to the acquisition of the securities to be sold

and with respect to the payment of all or any part of the purchase price or other consideration therefore:


Title of

 the Class

Date you

 Acquired

Nature of Acquisition

Transaction

Name of Person from Whom Acquired

(If gift, also give date donor acquired)

Amount of

Securities Acquired

Date of

Payment

Nature of Payment

Common Stock, $0.00001 par value

05/23/05

Regulation D

International Power Group, Ltd.

1,000,000 shares

2/23/05

Services















TABLE II — SECURITIES SOLD DURING THE PAST 3 MONTHS

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold:

Name and Address of Seller

Title of Securities Sold

Date of Sale

 Amount of

Securities Sold

Gross Proceeds











REMARKS:



INSTRUCTIONS:

ATTENTION:

See the definition of “person” in paragraph (a) of Rule 144.  Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition.  In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

  

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed.

June 7, 2006

 

 

 Joseph Caywood

DATE OF NOTICE

 

 (SIGNATURE)

 

 The notice shall be signed by the person for whose account the securities are to be sold.  At least one copy of the notice shall be manually signed.

Any copies not manually signed shall bear typed or printed signatures.

ATTENTION:  Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)




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