UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549




_____________________




FORM 10-Q


_____________________


x
            QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934




For
the quarterly period ended June 30, 2008




o
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the transition period from
______to______.




Chaolei
Marketing and Finance Company


(Exact
name of registrant as specified in the Charter)




Florida
            
            000-50214
            
            65-0968839(State
      or other jurisdiction of
              incorporation
      or organization)
            
            (Commission
      File No.)
            
            (IRS
      Employee Identification No.)





2416
Lincoln Street, Hollywood, FL 33020
 (Address
of Principal Executive Offices)


(Address
of Principal Executive Offices)




_____________________


(305)
909-6987


(Issuer
Telephone number)


_____________________
  511
NE 94th
Street, Miami Shores, Florida 33138


(Former Name or Former
Address if Changed Since Last Report)




Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter
period that the issuer was required to file such reports), and (2)has been
subject to such filing requirements for the past 90 days.





Yes x        No
o




Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company filer.
 See definition of “accelerated filer” and “large accelerated filer” in
Rule 12b-2 of the Exchange Act (Check one):




Large
      Accelerated Filer o
              Accelerated
      Filer o
              Non-Accelerated
      Filer o
              Smaller
      Reporting Company x






Indicate
by check mark whether the registrant is a shell company as defined in Rule 12b-2
of the Exchange Act.


Yes o         No
 x




State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of June 30 2008: 59,999,648
shares of common stock.


















CHAOLEI
MARKETING AND FINANCE COMPANY





FORM
10-Q





June
30, 2008




TABLE OF CONTENTS





PART
      I— FINANCIAL INFORMATION1Item
      1.
            Financial StatementsItem
      2.
            Management’s Discussion and Analysis of Financial Condition
      and Results of Operations
            9Item
      3.
            Quantitative and Qualitative Disclosures About Market
      Risk
            12Item
      4T.
            Controls and Procedures
            12PART
      II— OTHER INFORMATIONItem
      1.
            Legal Proceedings
            13Item
      1A.
            Risk Factors
            13Item
      2.
            Unregistered Sales of Equity Securities and Use of
      Proceeds
            13Item
      3.
            Defaults Upon Senior Securities
            13Item
      4.
            Submission of Matters to a Vote of Security
      Holders
            13Item
      5.
            Other Information
            13Item
      6.
            Exhibits and Reports on Form 8-K
            13SIGNATURES
            14








Table of Contents








PART
1 - FINANCIAL INFORMATION





Item 1.      Financial
Statements

















ASSETSJune
      30,
              
              
              December
      31,2008
              
              
              2007(Unaudited)
              
              
              (Audited)CURRENT
      ASSETSCash
              
              $
              113,237
              
              
              $
              64,952Accounts
      receivable
              
              
              14,309
              
              
              
              14,489Total
      current assets
              
              
              127,546
              
              
              
              79,441Intangible
      asset
              
              
              53,794
              
              
              
              53,794TOTAL
      ASSETS
              
              $
              181,340
              
              
              $
              133,235LIABILITIES AND
      STOCKHOLDERS’ EQUITYCURRENT
      LIABILITIESAccounts
      payable
              
              $
              2,500
              
              
              $
              400Total
      current liabilities
              
              
              2,500
              
              
              
              400COMMITMENTS
      AND CONTINGENCIESSTOCKHOLDERS’
      EQUITYPreferred  stock,
      $0.001 par value, 10,000,000 shares authorized,  none issued and
      outstanding
              
              $
              -
              
              
              $
              -Common
      stock, $0.001 par value, 100,000,000 shares
      authorized,   59,999,648 shares issued and outstanding, as
      of June 30, 2008 and December 31, 2007
              
              
              60,000
              
              
              
              60,000Additional
      paid in capital
              
              
              114,416
              
              
              
              114,416Retained
      earnings (accumulated deficit)
              
              
              4,424
              
              
              
              (41,581
              )Total
      Stockholders’ Equity
              
              
              178,840
              
              
              
              132,835TOTAL
      LIABILITIES AND STOCKHOLDERS’ EQUITY
              
              $
              181,340
              
              
              $
              133,235












1
 Table of Contents




For
      The Three Months Ended June 30,
                
                
                For
      The Six Months Ended June 30,2008
                
                
                2007
                
                
                2008
                
                
                2007REVENUE
                
                $
                67,421
                
                
                $
                -
                
                
                $
                137,175
                
                
                $
                -OPERATING
      EXPENSESStock
      compensation
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                2000General
      and administrative
                
                
                15,113
                
                
                
                -
                
                
                
                30,321
                
                
                
                -Professional
      fees
                
                
                29,052
                
                
                
                1,500
                
                
                
                60,880
                
                
                
                3000Total
      operating expenses
                
                
                44,165
                
                
                
                1,500
                
                
                
                91,201
                
                
                
                5,000Other
      income (expense):Interest
      income
                
                
                28
                
                
                
                -
                
                
                
                31
                
                
                
                -NET
      INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES
                
                
                23,284
                
                
                
                (1,500
                )
                
                
                46,005
                
                
                
                (5,000
                )Provision
      for income taxes
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -NET
      INCOME (LOSS)
                
                $
                23,284
                
                
                $
                (1,500
                )
                
                $
                46,005
                
                
                $
                (5,000
                )Net
      loss per share - basic and diluted
                
                $
                0.00
                
                
                $
                (0.00
                )
                
                $
                0.00
                
                
                $
                (0.00
                )Weighted
      average number of shares outstanding during the period - basic and
      diluted
                
                
                59,966,648
                
                
                
                9,474,925
                
                
                
                59,966,648
                
                
                
                8,746,212










2
 Table of Contents












For
      The Six Months Ended June 30,2008
              
              
              2007CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      income (loss)
              
              $
              46,005
              
              
              $
              (5,000
              )Adjustments
      to reconcile net income (loss) to net cash provided in operating
      activities:Common
      stock issued for services
              
              
              -
              
              
              
              2,000Change
      in assets and  liabilitiesAccounts
      receivable
              
              
              180
              
              
              
              -Accounts
      payable and accrued expenses
              
              
              2,100
              
              
              
              3,000Net
      cash provided by operating activities
              
              
              48,285
              
              
              
              -CASH
      FLOWS FROM FINANCING  ACTIVITIES:Capital
      contribution related parties
              
              
              -
              
              
              
              -Net
      cash provided by financing activities
              
              
              -
              
              
              
              -NET
      INCREASE IN CASH
              
              
              48,285
              
              
              
              -CASH
      AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
              
              
              64,952
              
              
              
              -CASH
      AND CASH EQUIVALENTS AT END OF PERIOD
              
              $
              113,237
              
              
              $
              -Supplemental
      disclosure of non cash investing & financing
    activities:Cash
      paid for income taxes
              
              $
              -
              
              
              $
              -Cash
      paid for interest expense
              
              $
              -
              
              
              $
              -Common
      stock issued for services
              
              $
              -
              
              
              $
              -Non-cash
      capital contributions from related parties
              
              $
              -
              
              
              $
              -













3
 Table of Contents




CHAOLEI
MARKETING AND FINANCE COMPANY
 NOTES TO
FINANCIAL STATEMENTS
 June
30, 2008
   NOTE 1 –
ORGANIZATION
  Organization
  Chaolei
Marketing and Finance Company (f/k/a BioTex Holdings, Inc.) (the Company) was
established to act as a sales, marketing and finance agent of Sichuan Chaolei
Industry Stock Co, Ltd. (CICO), a company organized in the People’s Republic of
China that mines silicon, produces poly- and mono- crystalline silicon ingots
and wafers for use in photovoltaic cells and computer
chips.  Additionally,  CICO owns a subsidiary company that
produces pipes for hydroelectric projects.
 
 Biotex
Holdings, Inc. (previously Capital Ventures Group I, Inc.) was incorporated on
December 17, 1999 under the laws of the State of Florida to engage in any lawful
corporate undertaking, including, but not limited to, selected mergers and
acquisitions.
  The
financial statements are presented on the basis that the Company is a going
concern, which contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business over a reasonable length of time.
The Company has incurred operating losses since its inception. This condition
raises substantial doubt as to the Company’s ability to continue as a going
concern.
 
 NOTE 2 -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 Use of
Estimates
 
 The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities at
the date of the financial statement and the reported amounts of revenues and
expenses during the reporting period. Estimates that are critical to the
accompanying financial statements arise from the determination of the fair value
of the Company’s investment. Because such determination involves subjective
judgment, it is at least reasonably possible that the Company’s estimates could
change in the near term with respect to this matter.
 
 Revenue
Recognition
 
 The
Company derives its revenue from the sale of mined silicon, and poly- and
mono-crystaline silicon ingots and wafers. The Company presents revenue in
accordance with Staff Accounting Bulletin (SAB) No. 104 “Revenue Recognition in
Financial Statements”.  Under SAB 104, revenue is realized when
persuasive evidence of an arrangement exists, delivery has occurred, the price
is fixed or determinable and collectability is reasonably assured.
 
 
 Accounts
Receivable
 
 The
Company is required to estimate the collectability of its accounts receivable.
The Company's reserve for doubtful accounts is estimated by management based on
a review of historic losses and the age of existing receivables from specific
customers.  The Company considers all accounts receivable collectible
as of June 30, 2008 and, therefore, no reserve has been recorded.
    4
 Table of Contents
  CHAOLEI
MARKETING AND FINANCE COMPANY
 NOTES TO
FINANCIAL STATEMENTS
 June
30, 2008
 Concentration of Credit
Risk
 
 During
the year ended June 30, 2008 one customer accounted for 100% of the Company's
sales.
 
 Income
Taxes
 
 The
Company accounts for income taxes under SFAS No. 109, Accounting for Income
Taxes (SFAS No. 109). Deferred income tax assets and liabilities are determined
based upon differences between financial reporting and tax bases of assets and
liabilities and are measured using the enacted tax rates and laws that will be
in effect when the differences are expected to reverse. Due to the net loss
incurred in all periods, there is no provision for income taxes provided as a
full valuation allowance has been established.
  Net Loss Per
Share
 
 Basic and
diluted net losses per common share are presented in accordance with SFAS
No.128, Earning Per Share (SFAS No. 128), for all periods presented. Preferred
stock conversions to common stock and warrants have been excluded from the
calculation of the diluted loss per share for the three and six months ended
June 30, 2008 and 2007, because all such securities were
anti-dilutive.
 
 Stock-Based
Compensation
 
 In
December 2004, FASB issued SFAS No. 123 (revised 2004), Share-Based Payment,
(SFAS No. 123(R)) which is a revision of SFAS No. 123, Accounting for
Stock-Based Compensation (SFAS No. 123). SFAS No. 123(R) supersedes Accounting
Principles Board (APB) Opinion No. 25, Accounting for Stock Issued to Employees,
(APB No. 25). SFAS No. 123(R) requires all share-based payments to employees,
including grants of employee stock options, to be recognized in the income
statement based on their fair values. Pro forma disclosure is no longer an
alternative. Additionally, SFAS No. 123(R) amends the presentation of the
statement of cash flows and requires additional annual disclosures. SFAS No.
123(R) is effective for public companies beginning with the first interim period
that begins after June 15, 2005. In April 2005, the Securities and Exchange
Commission adopted a new rule that postponed the effective date for SFAS No.
123(R) to the fiscal year beginning after June 15, 2005. The Company expects to
adopt SFAS No. 123(R) on January 1, 2006, but as the Company does not have an
option plan, there will be no effect upon implementation.
 
 Goodwill and
Indefinite-Lived Intangible Assets
 
 In
accordance with SFAS No. 142, "Goodwill and Other Intangible Assets,"
goodwill,represents
the excess of the purchase price and related costs over the value assigned to
net tangible and identifiable intangible
assets of businesses acquired and accounted for under the purchase method,
acquired in business combinations is assigned to reporting units that are
expected to benefit from the synergies of the combination as of the acquisition
date. Under this standard, goodwill and intangibles with indefinite useful lives
are no longer amortized.  The Company assesses goodwill and
indefinite-lived intangible assets for impairment annually during the fourth
quarter, or more frequently if events and circumstances indicate impairment may
have occurred in accordance with SFAS No. 142.
   
 5
 Table of Contents
 CHAOLEI
MARKETING AND FINANCE COMPANY
 NOTES TO
FINANCIAL STATEMENTS
 June
30, 2008
 
 If the
carrying value of a reporting unit's goodwill exceeds its implied fair value,
the Company records an impairment loss equal to the difference. SFAS No. 142
also requires that the fair value of indefinite-lived purchased intangible
assets be estimated and compared to the carrying value. The Company recognizes
an impairment loss when the estimated fair value of the indefinite-lived
purchased intangible assets is less than the carrying value. The Company
currently carries $53.794 as an intangible asset associated with the acquisition
of the sales and marketing agreement with CICO.  The Company does not
believe any impairment of this asset has occurred as of June 30, 2008 and,
therefore, has recorded no loss from impairment in its Statement of
Operations.
 
 Long-Lived Assets
 
 The
Company's accounting policy regarding the assessment of the recoverability of
the carrying value of long-lived assets, including property and equipment and
purchased intangible assets with finite lives, is to review the carrying value
of the assets, annually, during the fourth quarter, or whenever events or
changes in circumstances indicate that they may be impaired. If this review
indicates that the carrying value will not be recoverable, as determined based
on the projected undiscounted future cash flows, the carrying value is reduced
to its estimated fair value.
 
 NOTE 3 –
RECENT ACCOUNTING PRONOUNCEMENTS
 
 Business
Combinations
 
 In
December, 2007, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards (SFAS) No. 141 (revised 2007), “Business
Combinations” (hereinafter “SFAS No. 141 (revised 2007)”). This statement
establishes principles and requirements for how an acquirer a) recognizes and
measures in its financial statements the identifiable assets acquired, the
liabilities assumed and any noncontrolling interest in the acquiree, b)
recognizes and measures the goodwill acquired in the business combination or a
gain from a bargain purchase and c) determines what information to disclose to
enable users of the financial statements to evaluate the nature and financial
effects of the business combination. The scope of SFAS No. 141 (revised 2007) is
broader than the scope of SFAS No. 141, which it replaces. The effective date of
SFAS No. 141 (revised 2007) is for all acquisitions in which the acquisition
date is on or after the beginning of the first annual reporting period beginning
on or after December 15, 2008. The adoption of this statement has no immediate
material effect on the Company’s consolidated financial condition or results of
operations.
 
 Noncontrolling Interests in
Consolidated Financial Statements – an amendment of ARB 51
 
 In
December, 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in
Consolidated Financial Statements – an amendment of ARB No. 51” (hereinafter
“SFAS No. 160”). This statement establishes
accounting and reporting standards that require a) the ownership interests in
subsidiaries held by
parties other than the parent be clearly identified, labeled and presented in
the consolidated statement of financial position with equity, but separate from
the parent’s equity, b) the amount of consolidated net income attributable to
the parent and to the noncontrolling interest be clearly identified and
presented on the face of the consolidated statement of income, c) changes in a
parent’s ownership interest while the parent retains its controlling financial
interest in its subsidiary be accounted for consistently, d) when a subsidiary
is deconsolidated, any retained noncontrolling  equity investment
in the former subsidiary be initially measured at fair value and e) entities
provide sufficient disclosures
that clearly identify and distinguish between the interests of the parent and
the interests of the
noncontrolling owners. The effective date of this standard is for fiscal years
and interim periods beginning on or after December 15, 2008. The adoption of
this statement had no immediate material effect on the Company’s consolidated
financial condition or results of operations.
   6
 Table of Contents
 CHAOLEI
MARKETING AND FINANCE COMPANY
 NOTES TO
FINANCIAL STATEMENTS
 June
30, 2008
 
 Disclosure about Derivative
Instruments and Hedging Activities
  In March
2008, the FASB issued SFAS No. 161, “Disclosure about Derivative
Instruments and Hedging Activities,” an amendment of FASB
Statement No. 133, (SFAS 161). This statement requires that objectives for using
derivative instruments be disclosed in terms of underlying risk and accounting
designation. The Company is required to adopt SFAS 161 on January 1, 2009. The
Company is currently evaluating the potential impact of SFAS No. 161 on the
Company’s consolidated financial statements.
   Determination of the Useful
Life of Intangible Assets
   In April
2008, the FASB issued FSP FAS 142-3, “Determination of the Useful Life of
Intangible Assets,”, which amends the factors that should be considered in
developing renewal or extension assumptions used to determine the useful life of
intangible assets  under FASB 142 “Goodwill and Other Intangible
Assets”.  The intent of this FSP is to improve the consistency between the
useful life of a recognized intangible asset under SFAS 142 and the period of
the expected cash flows used to measure the fair value of the asset under FASB
141 (revised 2007) “Business Combinations” and other U.S. generally accepted
accounting principles.    The Company is currently evaluating the
potential impact of FSP FAS 142-3 on its financial statements.
  
 NOTE 4 –
AGREEMENTS
  On
December 29, 2005 the Company entered a one year employment agreement with its
President. The Company is obligated to issue 2,400,000 shares of common stock
valued at $2,400 for one year of service.  During the year ended
December 31, 2006, the Company amortized $2,400 of deferred
compensation.
  On
June 30, 2006, pursuant to Paragraph 2 of his Employment Agreement with the
Company dated December 30, 2005, our President and CEO, notified the Company of
his intention to renew his Employment Agreement as of the date of its
expiration, December 31, 2006.  In addition, Mr. Silverman elected to
modify Paragraph 3 to reflect that his annual salary for the additional term,
January 1, 2007 through December 31, 2007, shall be $1.00.  On June 30,
2006, the Company and our President entered into an employment agreement for the
period January 1, 2007 through December 31, 2007 reflecting the above mentioned
change.  The existing employment agreement for the period ending December
31, 2006 remains in full effect until its expiration on December 31,
2006.
  On
December 1, 2007, the Company entered into a 6 month employment agreement with
its Assistant Secretary.  The Company is obligated to pay to our Assistant
Secretary $5,000.00 on the 15th of
every month beginning December 15, 2007 and ending May 15, 2008.
  On
December 1, 2007 the Company entered into a 12 month Consulting Agreement with a
consulting company to provide regulatory compliance, business development and
other ancillary business services.  The
Company is obligated to pay the Consultant $5,000 per month, beginning December
1, 2007 and ending November 30, 2008.
   7
 Table of Contents
 CHAOLEI
MARKETING AND FINANCE COMPANY
 NOTES TO
FINANCIAL STATEMENTS
 June
30, 2008
   On April
12, 2008, the Company entered in to a 6 month employment agreement with its
Assistant Secretary. The Company is obligated to pay to our Assistant Secretary
$5,000.00 on the 15th of
every month beginning June 1, 2008 and ending December 31, 2008.
  
 NOTE 5       NOTES
PAYABLE
 
 On
November 14, 2007, the Company borrowed $1,000 from a related party. The note
was unsecured, bears interest at 10% and was due December 31,
2007.  The note and accrued interest was fully repaid as of December
31, 2007.
 
 NOTE 6 –
EQUITY
 
 In
January 2006 the Company issued 816,104 shares of common stock valued at $2,400
to its President in accordance with his employment agreement.
 
 In March
2007 the Company issued 680,087 shares of common stock valued at $2,000 for
services
 
 During
2007, related parties paid $26,760 of bills on behalf of the Company and
contributed $75,000 in working capital.  The Company recorded the
transactions as capital contributions in the amount of $101,760.
 
 On
October 22, 2007, pursuant to a Sales and Marketing Agreement, (the ”SMA”) by
and between the Company and Sichuan Chaolei Industry Stock Co., Ltd. a company
organized under the laws of China (“CICO”), the Company purchased the right to
act as CICO’s exclusive worldwide sales, marketing and finance agent for
56,794,042 shares of common stock, of which 53,794,042 were distributed to the
CICO shareholders on a 1 for 1 basis, and 3,000,000 were distributed as
consulting fees to an independent consultant of CICO’s .  These shares
were valued at $3,000.  Pursuant to the SMA, the Company will receive
10% of all worldwide sales of CICO from the beginning of time and ending on
October 22, 2057.    As a result, the Company began
operations as a sales and marketing agent, and is no longer a public shell
corporation.
 
 Reverse
Stock Split
   On
October 19, 2007, the Company's stockholders approved a 1 for 2.9408 reverse
stock split for its common stock. As a result, stockholders of record at the
close of business on  October 19, 2007, received one shares of common
stock for every ten shares held. Common stock, additional paid-in capital and
share and per share data for prior periods have been restated to reflect the
stock split as if it had occurred at the beginning of the earliest period
presented.







8
 Table of Contents




Item
2.     Management’s Discussion and Analysis
of Financial Condition and Results of Operation





The
following discussion contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934 relating to future events or our future performance. Actual
results may materially differ from those projected in the forward-looking
statements as a result of certain risks and uncertainties set forth in this
prospectus. Although management believes that the assumptions made and
expectations reflected in the forward-looking statements are reasonable, there
is no assurance that the underlying assumptions will, in fact, prove to be
correct or that actual results will not be different from expectations expressed
in this report.





Results of
Operation




On
October 22, 2007, Holdings entered into an Agreement with Sichuan Chaolei Stock
Industry Co., Ltd, (“CICO”) a company located in Chengdu, Sichuan Province,
People’s Republic of China.  Pursuant to the agreement, we acquired a
Sales and Marketing Agreement from CICO for 53,793,990 shares of Holdings common
stock which provided for Holdings to become the exclusive sales and marketing
agent for CICO.  The acquisition was approved by the unanimous consent
of our Board of Directors on October22, 20007.  Pursuant to the
Agreement, we filed an amendment in the State of Florida changing the name of
the company to Chaolei Marketing and Finance Company. Pursuant to the Sales and
Marketing Agreement, we will receive a commission of 10% of CICO’s worldwide
revenues from all sources.  While we have signed supply contracts with 2
major customers during the 4th Quarter of 2007, sales of silicon products will
show gradual increases until Q1, 2009, when full scale delivery can
begin.





Plan of
Operations




Our plan
of operations for the next twelve months is focused on the following primary
objectives.




1.
            Find
      additional customers to purchase mono- and poly-stadium silicon ingots and
      chips from our contracted supplier, Sichuan Chaolei Stock Industry Co.,
      Ltd.2.
            Raising
      capital through private debt or equity offerings;




Subject
to the requisite financing, we believe that we can complete the following
objectives within the time period specified:




New Supply
Agreements





In
October, 2007, we entered into an agreement with Sichuan Chaolei Stock Industry
Company, Ltd., or CICO, a Chinese company located in Chengdu, Sichuan Province,
People’s Republic of China which caused us to become CICO’s exclusive sales and
marketing agent worldwide.  We receive a commission of 10% of global
sales, payable each month based on our and CICO’s sales figures.  On
October 22, 2007, the effective date of the transaction, we issued 53,794,042
shares to approximately 2700 shareholders in exchange for the sales and
marketing agreement.  Additionally, our sole director and officer
named a new board of directors, and hired new executive officers, and resigned
his positions at the company.




9
 Table of Contents




New Sales
Contracts




In
December 2007, we executed an off-take sales agreement with Canadian Solar,
Inc., a Canadian company engaged in the business of research, production,
sales and after service of photovoltaic products that convert solar energy into
electricity.  CSI is producing solar voltaic products and solar power
products for a wide range of applications, as well as works with the OEM process
for some of the world’s leading solar voltaic companies.  It is listed
on the NASDAQ stock market under the symbol CSIQ.  The Agreement calls
for the purchase of these products beginning in 2009 and continuing until
2014.  While the Agreement defines the quantities of silicon products
to be delivered in each year, it requires delivery agreements to be negotiated
and signed at the end of each year for the following year based on current
market prices of silicon.
  In
December 2007, we executed off-take sales agreements with Osung LST Co., Ltd, a
Korean company engaged in the business of research, production, sales and
after service of photovoltaic products such as solar grade silicon ingots
and  wafers.  Osung is listed on the Korean stock market
KOSDAQ, under the symbol 052420.KQThe Agreement calls for the purchase of these
products beginning in 2009 and continuing until 2014.  While the
Agreement defines the quantities of silicon products to be delivered in
each year, it requires delivery agreements to be negotiated and signed at the
end of each year based on current market prices of silicon.


Sales
Marketing




All sales
will initially be generated through sales by external sales and marketing
representatives, including those at our main supplier, CICO.




Administrative
Costs




We do
expect to hire several employees for sales, marketing, administrative and
finance support staff as necessary.  Completion of our plan of operations
is subject to attaining adequate revenue. We cannot assure investors that
adequate revenues will be generated. In the absence of our projected revenues,
we may be unable to proceed with our plan of operations. Even without
significant revenues within the next twelve months, we still anticipate being
able to continue with our present activities, but we may require financing to
potentially achieve our goal of profit, revenue and growth.




The
foregoing represents our best estimate of our cash needs based on current
planning and business conditions. The exact allocation, purposes and timing of
any monies raised in subsequent private financings may vary significantly
depending upon the exact amount of funds raised and status of our business plan.
In the event we are not successful in reaching our initial revenue targets,
additional funds will be required and we may then not be able to proceed
with our business plan for the development and marketing of our core products
and services. Should this occur, we would likely seek additional financing to
support the continued operation of our business. We intend to raise the funds
through equity sales and debt, though no definitive agreements have been signed
yet.




Going Concern
Consideration




As reflected in the accompanying
financial statements, we have limited operations, a stockholders' equity of
$178,840 and a working capitalof $34,509and used cash in operations of
$48,285.  This raises substantial doubt about our ability to continue as
agoing concern. Our
ability to continue as a going concern is dependent on our ability to raise
additional capital and implement our business plan. The financial statements do
not include any adjustments that might be necessary if the Company is unable
tocontinue as a going
concern.


We
believe that actions presently being taken to obtain additional funding and
implement our strategic plans provide the opportunity for us to continue as a
going concern.




Liquidity and Capital
Resources




As
of June 30, 2008, we have assets of $181,340consisting
of cash of $113,237,
accounts receivable of o$ 14,309and
intangible assets of $53,794and
total liabilities of $ 2,500 consisting of accounts payable of $
2,500.






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Cash and
cash equivalents from inception to date have been sufficient to cover expenses
involved in starting our business. Current cash on hand is insufficient to
support our operations for the next twelve months. Therefore, we will require
additional funds to continue to implement and expand our business plan during
the next twelve months.





Critical Accounting
Pronouncements





Our
financial statements and related public financial information are based on the
application of accounting principles generally accepted in the United States
(“GAAP”). GAAP requires the use of estimates; assumptions, judgments and
subjective interpretations of accounting principles that have an impact on the
assets, liabilities, revenues and expense amounts reported. These estimates can
also affect supplemental information contained in our external disclosures
including information regarding contingencies, risk and financial condition. We
believe our use if estimates and underlying accounting assumptions adhere to
GAAP and are consistently and conservatively applied. We base our estimates on
historical experience and on various other assumptions that we believe to be
reasonable under the circumstances. Actual results may differ materially from
these estimates under different assumptions or conditions. We continue to
monitor significant estimates made during the preparation of our financial
statements.




Our
significant accounting policies are summarized in Note 1 of our financial
statements. While all these significant accounting policies impact its financial
condition and results of operations, we view certain of these policies as
critical. Policies determined to be critical are those policies that have the
most significant impact on our financial statements and require management to
use a greater degree of judgment and estimates. Actual results may differ from
those estimates. Our management believes that given current facts and
circumstances, it is unlikely that applying any other reasonable judgments or
estimate methodologies would cause effect on our results of operations,
financial position or liquidity for the periods presented in this
report.




Recent
Accounting Pronouncements





In
December, 2007, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards (SFAS) No. 141 (revised 2007), “Business
Combinations” (hereinafter “SFAS No. 141 (revised 2007)”). This statement
establishes principles and requirements for how an acquirer a) recognizes and
measures in its financial statements the identifiable assets acquired, the
liabilities assumed and any noncontrolling interest in the acquiree, b)
recognizes and measures the goodwill acquired in the business combination or a
gain from a bargain purchase and c) determines what information to disclose to
enable users of the financial statements to evaluate the nature and financial
effects of the business combination. The scope of SFAS No. 141 (revised 2007) is
broader than the scope of SFAS No. 141, which it replaces. The effective date of
SFAS No. 141 (revised 2007) is for all acquisitions in which the acquisition
date is on or after the beginning of the first annual reporting period beginning
on or after December 15, 2008. The adoption of this statement has no immediate
material effect on the Company’s consolidated financial condition or results of
operations.





In
December, 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in
Consolidated Financial Statements – an amendment of ARB No. 51” (hereinafter
“SFAS No. 160”). This statement establishes accounting and reporting standards
that require a) the ownership interests in subsidiaries held by parties other
than the parent be clearly identified, labeled and presented in the consolidated
statement of financial position with equity, but separate from the parent’s
equity, b) the amount of consolidated net income attributable to the parent and
to the noncontrolling interest be clearly identified and presented on the face
of the consolidated statement of income, c) changes in a parent’s ownership
interest while the parent retains its controlling financial interest in its
subsidiary be accounted for consistently, d) when a subsidiary is
deconsolidated, any retained noncontrolling  equity investment in the
former subsidiary be initially measured at fair value and e) entities provide
sufficient disclosures that clearly identify and distinguish between the
interests of the parent and the interests of the noncontrolling owners. The
effective date of this standard is for fiscal years and interim periods
beginning on or after December 15, 2008. The adoption of this statement had no
immediate material effect on the Company’s consolidated financial condition or
results of operations.






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In March
2008, the FASB issued SFAS No. 161, “Disclosure about Derivative
Instruments and Hedging Activities,” an amendment of FASB
Statement No. 133, (SFAS 161). This statement requires that objectives for using
derivative instruments be disclosed in terms of underlying risk and accounting
designation. The Company is required to adopt SFAS 161 on January 1, 2009. The
Company is currently evaluating the potential impact of SFAS No. 161 on the
Company’s consolidated financial statements.




In April
2008, the FASB issued FSP FAS 142-3, “Determination of the Useful Life of
Intangible Assets,”, which amends the factors that should be considered in
developing renewal or extension assumptions used to determine the useful life of
intangible assets  under FASB 142 “Goodwill and Other Intangible
Assets”.  The intent of this FSP is to improve the consistency between the
useful life of a recognized intangible asset under SFAS 142 and the period of
the expected cash flows used to measure the fair value of the asset under FASB
141 (revised 2007) “Business Combinations” and other U.S. generally accepted
accounting principles.    The Company is currently evaluating the
potential impact of FSP FAS 142-3 on its financial
statements.




Off-Balance Sheet
Arrangements




We do not
have any off-balance sheet arrangements, financings, or other relationships with
unconsolidated entities or other persons, also known as “special purpose
entities” (SPEs).





Item 3.    Quantitative and Qualitative
Disclosures about Market Risks





We
conduct our business in United States dollars. Our market risk is limited to the
United States domestic, economic and regulatory factors.




Item 4T.  Controls and Procedures





Evaluation of Disclosure
Controls and Procedures





Pursuant
to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”),
the Company carried out an evaluation, with the participation of the Company’s
management, including the Company’s Chief Executive Officer (“CEO”) and Chief
Financial Officer (“CFO”),of the effectiveness of the Company’s disclosure
controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act)
as of the end of the period covered by this report. Based upon that evaluation,
the Company’s CEO and CFO concluded that the Company’s disclosure controls and
procedures are effective to ensure that information required to be disclosed by
the Company in the reports that the Company files or submits under the Exchange
Act, is recorded, processed, summarized and reported, within the time periods
specified in the SEC’s rules and forms, and that such information is accumulated
and communicated to the Company’s management, including the Company’s CEO and
CFO, as appropriate, to allow timely decisions regarding required
disclosure.





Changes in Internal
Controls





There
have been no changes in the Company's internal control over financial reporting
during the latest fiscal quarter that have materially affected, or are
reasonably likely to materially affect, the Company's internal control over
financial reporting.











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PART
II - OTHER INFORMATION




Item 1. Legal Proceedings.




Currently
we are not aware of any litigation pending or threatened by or against the
Company.





Item 1A. Risk Factors





None.




Item 2. Unregistered Sales of Equity Securities and Use of
Proceeds




None.




Item 3. Defaults Upon Senior Securities.




None.




Item 4. Submission of Matters to a Vote of Security
Holders.




None.




Item 5. Other Information.




None.




Item 6. Exhibits and Reports of Form 8-K.




(a)           Exhibits




31.1
Certification pursuant to Section 302 of Sarbanes Oxley Act of 2002




32.1
Certification pursuant to Section 906 of Sarbanes Oxley Act of
2002




(b)           Reports
of Form 8-K




None.








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SIGNATURES




Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.





CHAOLEI
      MARKETING AND FINANCE COMPANYDate:
      August 6, 2008
            By:
            /s/
      Luo FanLuo
      FanChief
      Executive Officer,
              Chief
      Financial Officer