Exhibit 10.43




                   Employment Agreement of the General Manager









                  Party A: Shandong Bangsheng Chemical Co., Ltd




                               Party B: Xu Xiqing
                                       -----------














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Party A: Shandong Bangsheng Chemical Co., Ltd
Party B: Xu Xiqing
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-------------------- ----------- ----------- --------- ------- -----------------
Name                 Xu Xiqing   Sex         Male      Date    December 8, 1959
                                                       of
                                                       Birth
-------------------- ----------- ----------- --------- ------- -----------------
Education            Associate   Health      Healthy   Tel
                     Degree      Condition
-------------------- ----------- ----------- --------- -------- ----------------
Professional Title   Senior      ID Number   370920591208007
                     Engineer
-------------------- ----------- ----------- -----------------------------------
Strong Points        An Expert on Chemical Engineering
-------------------- -----------------------------------------------------------
Native Place         Lodging House in Xintai City Fertilizer Plant,
                     Shandong Province
-------------------- -----------------------------------------------------------

According to the  employer-and-employee-choice  principle, Party A is willing to
offer Party B the position of General Manager,  and Party B is willing to accept
such a position and will do a good job in the  management of the  production and
operation  of the  Chemical  Company.  After  negotiation,  the two parties have
reached the following provisions for the two parties to implement:

I.    The parties  agree that the term of this  agreement  shall be three years,
      commencing  from this  _first_  day of  __January,  2005 and ending on the
      _first_ day of _January_, 2008.
II.   Remuneration

The main indicator for performance evaluation of Party B conducted by Party A is
the profit realized in a year.

(1) The basic  annual  salary of Party B is RMB  160,000  yuan (One  hundred and
sixty  thousand  yuan).  The  performance  evaluation  will  be  based  on  "The
Responsibility  Contract of  Management  Objectives".  If the  operating  profit
target has been realized by 100% and there is no major safety accident,  Party B
is entitled to be given the basic annual  salary.  Starting from 100%, one added
or reduced  percentage  will be taken into  account in paying Party B the salary
which  will be  computed  in this way:  Party B's salary = Basic  Annual  Salary
iA(1iA1%)
(2) 70% of Party  B's  salary  will be paid  along  with the  salaries  of other
employees, and the remaining 30% will be paid off as a single payment at the end
of each  year  after  the  Financial  Department  of  Party A has  finished  the
performance evaluation of Party B and the payment will be based on the result of
performance evaluation.
(3) Party B can only get the salary  after the amount has been  approved  by the

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legal   representative  of  Party  A  with  his  or  her  signature.   III.  The
Responsibilities, Powers and Salary of Party B

Responsibilities:  Party B is authorized  by Party A to, in accordance  with the
extent of power and the managerial system of this company,  do a good job in the
management of production and operation.

Obligations:

1.    Party B shall  unconditionally  and  consciously  abide by the  managerial
      system of Party A.
2.    To take  the full  responsibility  of the  management  of  production  and
      operation of this company;  to strengthen  the internal  management of the
      company;  to  optimize  the  process  flows;  to  effectively  reduce  the
      production  costs;  to ensure work  safety;  to  guarantee  the quality of
      products;  to make sure that the  up-to-standard  rate of product  quality
      shall be 100%.  If,  some goods are  returned  or the payment for goods is
      withheld,   due  to   quality   problems,   Party  B  shall   assume   all
      responsibilities for all losses arising from it (Party B has the rights to
      hold  production  personnel  to  their  responsibilities,  but it will not
      affect the  responsibility of bearing the losses);  to maximize the profit
      of the enterprise.
3.    Party B is responsible  for the management of production and operation and
      the instruction and management of the working personnel;  to carry forward
      the corporate  culture;  to strengthen the business training of employees;
      to improve the quality of  employees  in an all around way; to cultivate a
      batch of managerial  talents having both ability and moral integrity,  and
      make a powerful team come into being.
4.    To foster a good team spirit;  to unite and be friendly to the comrades in
      the team and employees;  Party B shall be responsible  for the performance
      evaluation of the middle-level  cadres and employees within his managerial
      department; to quantize the task of each job and economic indicators,  and
      conduct the evaluation at least once a month,  and publicize the result of
      evaluation  and  the  whole  process  should  be   transparent,   and  the
      distribution  should  be based on the  result of  performance  evaluation,
      rewards  and  punishment  should be clearly  defined and  implemented;  to
      strictly  enforce the managerial  system;  to be resolute when firmness is
      needed;  to be free from  partiality;  to treat everyone  equally  without
      discrimination;  to be  modest  in  accepting  criticisms  and  conducting
      self-criticisms.
5.    During the term of the  engagement,  Party B shall do his best to make the
      production  line be fully  operated,  and ensure that the annual output of
      synthetic ammonia will be 150,000 tons, and the output of methanol will be
      30,000 tons.  Except this company adjusts the product mix in line with the
      market demand, the output can be appropriately increased or reduced.

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6.    During the service  period,  Party B shall  strengthen the quality control
      management  to ensure the  up-to-standard  rate of product  quality  shall
      reach 100%.
7.    During the service period,  Party B should attach great importance to work
      safety,  and break  down the safety  responsibility,  and  strengthen  the
      safety  patrol and  eliminate  hidden risks of accident so as to make sure
      work  safety  and  there  is no  major  safety  accident  and the  rate of
      incidence of wound and skin cuts will be below 5/oo.
8.    Indicator of costs:  The  indicator  of costs is a major  indicator in the
      performance  evaluation  of Party  B.  When  the  price  of raw  materials
      fluctuates beyond the limit of 3%, Party A and Party B shall negotiate and
      adjust the indicator of costs.
IV.   Safety
      1.    During  the  term  of  engagement,  Party B is the  person  directly
            responsible  for safety in production and has direct  responsibility
            for safety in  production.  Party B is supposed to have  meetings on
            safety  on a  regular  basis,  train  the  employees  on safety on a
            regularly basis and strengthen  safety  education so as to guarantee
            this company free from safety accidents.
      2.    If there are no safety  accidents  in a whole year,  Party B will be
            given a safety reward  amounting to yuan. If safety accidents should
            happen,   Party  B  would  be  held  responsible  for  the  economic
            responsibilities and legal responsibilities.
      3.    During the period of  production,  production  will be  conducted in
            strict  accordance with the safety  standards set by the Ministry of
            Chemical Industry and state safety inspection departments; employees
            should  be  educated  on work  safety;  employees  who have not been
            trained  on work  safety  should  not be put in any post.  If safety
            accidents should happen, Party B would be held responsible.
      4.    During the period of equipment repair and maintenance, the operating
            rules shall be strictly followed,  and rules of making fire shall be
            followed and safety accidents would be avoided at any cost.
V.    Responsibilities and Obligations of the Two Parties
      1.    During the term of engagement of Party B, the salary shall be cashed
            in according to the result of  performance  evaluation at the end of
            year; Party A shall not deduct Party B's salary without good reason.
      2.    Party B shall, as much as possible,  provide  convenient  conditions
            for Party B's work.
      3.    During  the term of  engagement,  Party B shall not  accept any work
            offered by any other  party;  otherwise,  Party B's salary  would be
            deducted  and  both  Party  B and  the  third  party  would  be held
            responsible for legal liabilities.
      4.    During the term of  engagement,  should Party B suffer from personal
            injuries or death while being on duty,  and the cause is determined,

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            the matter will be handled in accordance with relevant  stipulations
            in the Labor Law. If any dispute arises, it will be submitted to the
            court for settlement.
      5.    Party B should take the lead to  consciously  abide by all rules and
            regulations of Party A.
      6.    Attendance:  The system of check on work attendance shall be applied
            to Party B and Party B should abide by the work  discipline  of this
            company, and Party B's monthly working days will be 27.
      7.    The communication  fee will be examined and reimbursed  according to
            the limit set for each month.
      8.    Principle of confidentiality:  The provisions in the Confidentiality
            Agreement will be observed by both parties.
      9.    Party B should be held responsible for all economic damages suffered
            by Party A as a result of Party B's dereliction of duty or breach of
            duty.
VI.   Breach  Liability:  During  the term of  engagement,  any party  shall not
      terminate the contract without the consent of the other party;  otherwise,
      the  breach  party  should  compensate  the other  party for the  economic
      damages suffered by the other party.
VII.  The  attachments  and exhibits to the contract shall be equally binding on
      both parties.
VIII. Should  disputes  arise during the  performing of this  contract,  the two
      parties  shall  settle  them  through  negotiations  on their own; if they
      cannot be settled  through  negotiations,  a lawsuit  can be lodged to the
      court where the party concerned resides.



Party A: Shandong Bangsheng Chemical Co., Ltd (official seal)


Party B: /s/ Xu Xiqing (signature)
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Date: January 1, 2005