SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
JONES JANICE A
(Last) (First) (Middle)
C/O CHARTWELL INTERNATIONAL, INC.
333 SOUTH ALLISON PARKWAY, SUITE 100
(Street)
LAKEWOOD CO 80226
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CHARTWELL INTERNATIONAL INC [ CWII ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO, CFO
3. Date of Earliest Transaction (Month/Day/Year)
03/23/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/23/2005 S 6,971,347(1) D $0.013 350,901(2) D
Common Stock 03/23/2005 S 1,777,364 D $0.013 0 I J. View II Limited Partnership
Common Stock 03/23/2005 S 10,249,451 D $0.013 151,321 I Bellaire Group, LLC
Common Stock 48,100 I Trust for Justin Jones(3)
Common Stock 48,100 I Trust for Jennifer Jones(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Options $0.02 03/23/2005 J(5) 2,359,679(6) 06/30/2004 11/01/2007 Common Stock 2,359,679 $0(5) 0 D
1. Name and Address of Reporting Person*
JONES JANICE A
(Last) (First) (Middle)
C/O CHARTWELL INTERNATIONAL, INC.
333 SOUTH ALLISON PARKWAY, SUITE 100
(Street)
LAKEWOOD CO 80226
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO, CFO
1. Name and Address of Reporting Person*
GRACE JOHN J
(Last) (First) (Middle)
C/O CHARTWELL INTERNATIONAL, INC.
333 S ALLISON PARKWAY #100
(Street)
LAKEWOOD CO 80226
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
Explanation of Responses:
1. Dr. Jones owned 4,048,622 shares directly and 2,922,725 shares were owned by Mr. John J. Grace. Dr. Jones and Mr. Grace are married and disclaim beneficial ownership of the shares owned by the other.
2. Dr. Jones owns 250,901 shares directly and Mr. Grace owns 100,000 shares directly. Each disclaim beneficial ownership of the shares owned by the other.
3. Dr. Jones is the trustee of the trust for her son. The Reporting Persons disclaim beneficial ownership of these shares.
4. Dr. Jones is the trustee of the trust for her son. The Reporting Persons disclaim beneficial ownership of these shares.
5. Pursuant to a Share Purchase Agreement dated March 23, 2005 with Imre Eszenyi these options were assigned to the company for cancellation.
6. Dr. Jones owned options to purchase 1,859,679 shares and Mr. Grace owned options to purchase 500,000 shares. Each disclaim beneficial ownership of the options owned by the other.
Janice A. Jones 03/30/2005
John J. Grace 03/30/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.