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 19, 2001

                            SHARP HOLDING CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

                          DELAWARE (formerly, Wyoming)
                 (State or other jurisdiction of incorporation)

               0-288290                                  65-0970516
       (Commission File Number),              (IRS Employer Identification No.)


                 5120 WOODWAY, SUITE 9029, HOUSTON, TEXAS 77056
                    (Address of Principal Executive Offices)


                                 (713) 960-9100
               Registrant's Telephone Number, Including Area Code


           CELEBRITY ENTERTAINMENT GROUP, INC. (a Wyoming corporation)
         (Former name AND former address, if changed since last report)



Item  5.        Other  Events.

     On  April  19,  2001,  our  reincorporation  as  a Delaware corporation was
effectuated  through our merger with and into our wholly-owned subsidiary, Sharp
Holding  Corporation,  a  Delaware  corporation.  We  were  formerly  a  Wyoming
corporation named Celebrity Entertainment Group, Inc.  Sharp Holding Corporation
is  the  surviving  entity  and  we  are  now  a  Delaware corporation.  Our new
Certificate  of  Incorporation  provides for the authorized amount of 80,000,000
shares  of  Common  Stock,  par  value $.001 per share, and 20,000,000 shares of
preferred  stock,  par  value  $.001 per share. No shares of preferred stock are
outstanding  at  this time. This merger was previously authorized by shareholder
action  at  a special meeting of shareholders. Shares of Celebrity Entertainment
Group,  Inc. can be exchanged on a one-for-one basis for shares of Sharp Holding
Corporation.  However,  it  is  not necessary for shareholders to exchange their
existing  stock  certificates  of  Celebrity Entertainment Group, Inc. for stock
certificates  of  Sharp  Holding  Corporation.

Item  7.        Financial  Statements,  and  Exhibits.

(a)     Financial  Statements:

        None.

(b)     Exhibits:

2.1     *     Agreement  and  Plan  of  Merger
3(i).1  *     Certificate  of  Incorporation  of Sharp  Holding  Corporation, a
              Delaware corporation
3(ii).1 *     Bylaws  of  Sharp  Holding Corporation, a Delaware corporation
99.1    **    Certificate  of  Merger  issued  by  the  Secretary  of  State of
              Wyoming
99.2    **    Certificate  of  Merger  issued  by  the  Secretary  of State of
              Delaware
________________________________________
*     Incorporated  by  reference  to our Definitive Proxy Statement on Schedule
      14A  filed  with  the  SEC  on  March  5,  2001.
**    Included  herewith



                                    SIGNATURE


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.

                                           SHARP  HOLDING  CORPORATION

                                           By:  /s/  George  Sharp
                                           -------------------------------------
                                           George  Sharp,  President


DATED:     April  30,  2001