UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


WASHINGTON,
      D.C. 20549





FORM
      10-QSB


(Mark
      One)





xQuarterly
      report under
      Section 13 or 15(d) of the Securities Exchange Act of 1934





For
      the
      quarterly period ended March 31, 2007





oTransition
      report under
      Section 13 or 15(d) of the Exchange Act





For
      the
      transition period from _____________ to _____________





Commission
      File Number 000-51431





Chardan
      North China Acquisition Corporation


-----------------------------------------------------------------


(Exact
      Name of Small Business Issuer as Specified in Its Charter)





Delaware
              --------------
              (State
                or other Jurisdiction of
              Incorporation
                or Organization)
            20-2479743
              ---------------
              (I.R.S.
                Employer
              Identification
                No.)





625
      Broadway, Suite 1111, San Diego, California 92101


(Address
      of Principal Executive Office)





(619)
      795-4627


(Issuer’s
      Telephone Number, Including Area Code)





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or 15(d) of the Exchange Act during the past 12 months (or for such shorter
      period that the registrant 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 shell company (as defined in Rule
      12b-2 of the Exchange Act).




Yes
x
      No o




As
      of
      November 1, 2007, 7,000,000 shares of common stock, par value $.0001 per share,
      were issued and outstanding.




Transitional
      Small Business Disclosure Format (check one): Yes o No x









PagePart
                I: Financial Information:Item
                1 - Financial Statements (Unaudited):Balance
                Sheet
            3Statements
                of Operations
            4Statement
                of Stockholders’ Equity
            5Statement
                of Cash Flows
            6Notes
                to Financial Statements
            7Item
                2 - Management’s Discussion and Analysis or Plan of
                Operation
            9Item
                3 - Controls and Procedures
            10Part
                II. Other InformationItem
                6 - Exhibits
            11Signatures
            12








**Chardan
                North China Acquisition Corporation****(A
                Development Stage Company)****Condensed
                Balance Sheets**March
                31, 2007
            
            December
                31, 2006(Unaudited)ASSETSCurrent
                assets:Cash
                and cash equivalents
            
            $
            23,145
            
            $
            529Investments
                held in trust
            
            
            31,549,825
            
            
            31,294,931Prepaid
                expenses and other
            
            
            16,170
            
            
            25,768Total
                current assets
            
            
            31,589,140
            
            
            31,321,228Long
                term deferred tax asset
            
            
            296,534
            
            
            292,188Total
                Assets
            
            $
            31,885,674
            
            $
            31,613,416LIABILITIES
                AND STOCKHOLDERS' EQUITYCurrent
                liabilities:Accounts
                payable and accrued liabilities
            
            $
            816,946
            
            $
            507,871Income
                taxes payable
            
            
            232,100
            
            
            203,955Notes
                payable, related parties
            
            
            36,250
            
            
            107,500Deferred
                interest
            
            
            344,059
            
            
            293,106Total
                current liabilities
            
            
            1,429,355
            
            
            1,112,432CommitmentsCommon
                stock subject to possible conversion
            
            
            5,964,017
            
            
            5,964,0171,149,425
                shares at conversion valueStockholders'
                equity:Preferred
                stock, $.0001 par value, 1,000,000
            
            
            -
            
            
            -shares
                authorized, none issuedCommon
                stock, $.0001 par value: 20,000,000
            
            
            700
            
            
            700shares
                authorized, 7,000,000 shares issued and outstanding(includes
                1,149,425 shares subject to possible conversion)Additional
                paid-in capital
            
            
            25,006,126
            
            
            25,006,126Deficit
                Accumulated during the development stage
            
            
            (514,524
            )
            
            (469,859
            )Total
                stockholders' equity
            
            
            24,492,302
            
            
            24,536,967Total
                Liabilities and Stockholders' Equity
            
            $
            31,885,674
            
            $
            31,613,416See
                the accompanying notes to the condensed financial
                statements





-3-




**Chardan
                  North China Acquisition Corporation****(A
                  Development Stage Company)****Condensed
                  Statements of Operations**FromThree
              
              Three
              
              March
                  10, 2005Months
              
              Months
              
              (Inception)Ended
              
              Ended
              
              ThroughMarch
                  31, 2007
              
              March
                  31, 2006
              
              March
                  31, 2007(Unaudited)
              
              (Unaudited)
              
              (Unaudited)Costs
                  and ExpensesAdmin
                  and office support
              
              
              22,500
              
              
              22,500
              
              
              150,000Consulting
              
              
              -
              
              
              -
              
              
              66,700Insurance
              
              
              22,486
              
              
              17,500
              
              
              114,973Marketing
                  fees
              
              
              22,097
              
              
              24,836
              
              
              141,862Professional
                  fees
              
              
              160,838
              
              
              193,391
              
              
              832,268State
                  franchise tax
              
              
              3,172
              
              
              5,875
              
              
              50,948Travel
              
              
              7,225
              
              
              86,170
              
              
              349,749Other
                  operating costs
              
              
              18,944
              
              
              24,490
              
              
              103,589Total
                  costs and expenses
              
              
              257,262
              
              
              374,762
              
              
              1,810,089Operating
                  loss
              
              
              (257,262
              )
              
              (374,762
              )
              
              (1,810,089
              )Other
                  income (expense):Interest
                  income
              
              
              203,941
              
              
              245,351
              
              
              1,382,241Other
                  income
              
              
              35,000
              
              
              -
              
              
              35,000Interest
                  expense
              
              
              (2,545
              )
              
              -
              
              
              (4,310
              )Total
                  other income
              
              
              236,396
              
              
              245,351
              
              
              1,412,931Net
                  loss before income tax provision
              
              
              (20,866
              )
              
              (129,411
              )
              
              (397,158
              )Income
                  tax (provision) benefit
              
              
              (23,799
              )
              
              16,413
              
              
              (117,366
              )Net
                  loss
              
              $
              (44,665
              )
              $
              (112,998
              )
              $
              (514,524
              )Loss
                  per share - basic and diluted
              
              
              (0.01
              )
              
              (0.02
              )
              
              (0.11
              )Weighted
                  average shares outstanding - basic and diluted
              
              
              5,897,470
              
              
              7,000,000
              
              
              4,854,922See
                  the accompanying notes to the condensed financial
                  statements


-4-





**Chardan
                  North China Acquisition Corporation****(A
                  Development Stage Company)****Condensed
                  Statements of Changes in Stockholders' Equity**Additional
              
              
              
              Stockholders'Common
              
              Paid
                  - In
              
              Accumulated
              
              EquityShares
              
              Amount
              
              Capital
              
              (Deficit)
              
              (Deficit)Issuance
                  of common shares to initial shareholders on March 10, 2005 at $0.02
                  per
                  share
              
              
              1,250,000
              
              $
              125
              
              $
              24,875
              
              $
              -
              
              $
              25,000Sale
                    of 5,750,000 units, net of underwriters' discount and offering
                    expenses
                    (includes 1,149,425 shares subject to possible
                    conversion)
              
              
              5,750,000
              
              
              575
              
              
              30,945,168
              
              
              -
              
              
              30,945,743Proceeds
                  subject to possible conversion of 1,149,425 shares
              
              
              -
              
              
              -
              
              
              (5,964,017
              )
              
              -
              
              
              (5,964,017
              )Proceeds
                  from issuance of an underwriter's option
              
              
              -
              
              
              -
              
              
              100
              
              
              -
              
              
              100Loss
                  for the twelve monts ended December 31, 2005
              
              
              -
              
              
              -
              
              
              -
              
              
              (101,742
              )
              
              (101,742
              )Balance
                  at December 31, 2005
              
              
              7,000,000
              
              $
              700
              
              $
              25,006,126
              
              $
              (101,742
              )
              $
              24,905,084Loss
                  for the twelve months ended December 31, 2006
              
              
              
              
              
              
              
              
              
              
              
              (368,117
              )
              
              (368,117
              )Balance
                  at December 31, 2006
              
              
              7,000,000
              
              $
              700
              
              $
              25,006,126
              
              $
              (469,859
              )
              $
              24,536,967Unaudited:Loss
                  for the three months ended March 31, 2007
              
              
              
              
              
              
              
              
              
              
              
              (44,665
              )
              
              (44,665
              )Balance
                  at March 31, 2007
              
              
              7,000,000
              
              $
              700
              
              $
              25,006,126
              
              $
              (514,524
              )
              $
              24,492,302See
                  the accomanying notes to the condensed financial
                  statements




-5-




**Chardan
                  North China Acquisition Corporation****(A
                  Development Stage Company)****Condensed
                  Statement of Cash Flows**FromThree
              
              Three
              
              March
                  10, 2005Months
              
              Months
              
              (Inception)Ended
              
              Ended
              
              ThroughMarch
                  31, 2007
              
              March
                  31, 2006
              
              March
                  31, 2007(Unaudited)
              
              (Unaudited)
              
              (Unaudited)Cash
                  Flows from Operating Activities:Net
                  loss
              
              $
              (44,665
              )
              $
              (112,998
              )
              $
              (514,524
              )Adjustments
                  to reconcile net loss to net cashused
                  in operating activities:Amortization
                  of discounts and interest earned on securities held in
                  trust
              
              
              (254,895
              )
              
              (302,814
              )
              
              (1,714,825
              )Cash
                  received on interest bearing accounts
              
              
              -
              
              
              (3,070
              )Changes
                  in operating Assets and Liabilities:Prepaid
                  expenses and other current assets
              
              
              9,599
              
              
              25,000
              
              
              (6,000
              )Deferred
                  tax asset
              
              
              (4,346
              )
              
              (154,975
              )
              
              (296,534
              )Accounts
                  payable and accrued liabilities
              
              
              309,075
              
              
              60,411
              
              
              816,946Income
                  taxes payable
              
              
              28,145
              
              
              (43,238
              )
              
              232,100Deferred
                  interest
              
              
              50,953
              
              
              60,533
              
              
              344,059Net
                  cash provided (used) by operating activities
              
              
              93,866
              
              
              (471,151
              )
              
              (1,138,778
              )Cash
                  Flows from Investing Activities:Purchases
                  of investments held in trust
              
              
              -
              
              
              -
              
              
              (29,835,000
              )Cash
                  received on interest bearing accounts
              
              
              -
              
              
              3,070Net
                  cash provided (used) by investing activities
              
              
              -
              
              
              3,070
              
              
              (29,835,000
              )Cash
                  Flows from Financing ActivitiesProceeds
                  from issuance of common stock
              
              
              -
              
              
              -
              
              
              34,525,000Proceeds
                  from issuance of option
              
              
              -
              
              
              -
              
              
              100Payment
                  of costs associated with public offering
              
              
              -
              
              
              -
              
              
              (3,554,257
              )Proceeds
                  from related party loans
              
              
              -
              
              
              -
              
              
              107,500Repayment
                  of related party loans
              
              
              (71,250
              )
              
              -
              
              
              (71,250
              )Advance
                  to affiliate
              
              
              -
              
              
              -
              
              
              (10,170
              )Net
                  cash provided (used) by financing activities
              
              
              (71,250
              )
              
              -
              
              
              30,996,923Net
                  increase (decrease) in cash and cash equivalents
              
              
              22,616
              
              
              (468,081
              )
              
              23,145Cash
                  and cash equivalents, beginning of the period
              
              
              529
              
              
              856,380
              
              
              -Cash
                  and cash equivalents, end of the period
              
              $
              23,145
              
              $
              388,299
              
              $
              23,145See
                  the accomanying notes to the condensed financial
                  statementsCash
                  paid for taxes
              
              $
              181,800
              
              $
              -
              
              $
              181,800Cash
                  paid for interest
              
              $
              -
              
              $
              -
              
              $
              -


-6-


CHARDAN
      NORTH CHINA ACQUISITION CORPORATION


(A
      DEVELOPMENT STAGE COMPANY)


NOTES
      TO
      THE FINANCIAL STATEMENTS


FOR
      THE
      THREE MONTHS ENDED MARCH 31, 2007




1.
      SUMMARY OF ORGANIZATION AND BASIS OF PRESENTATION





Business
      and Organization -
      Chardan North China Acquisition Corp. (Chardan North) was incorporated in
      Delaware on March 10, 2005 as a blank check company whose objective is to
      acquire an operating business that has its primary operating facilities in
      the
      Peoples Republic of China in any city or province north of the Yangtze
      River.





Effective
      July 14, 2005, the Company's Board of Directors and Initial Stockholders
      authorized an amendment to the Company's Certificate of Incorporation to change
      the Company's name from Chardan China Acquisition Corp. II to Chardan North
      China Acquisition Corporation.





In
      August
      2005, Chardan North commenced its efforts to locate a company with which to
      effect a business combination. After signing a definitive agreement for the
      acquisition of a target business, such transaction will be submitted for
      stockholder approval. In the event that stockholders owning 20% or more of
      the
      outstanding stock excluding, for this purpose, those persons who were
      stockholders prior to the Offering, vote against the Business Combination and
      exercise their conversion rights described below, the Business Combination
      will
      not be consummated. All of the Company's stockholders prior to the Initial
      Public Offering, including all of the officers and directors of the Company
      ("Initial Stockholders"), have agreed to vote their 1,250,000 founding shares
      of
      common stock in accordance with the vote of the majority in interest of all
      other stockholders of the Company ("Public Stockholders") with respect to the
      Business Combination. After consummation of the Business Combination, all of
      these voting safeguards will no longer be applicable. With respect to a Business
      Combination which is approved and consummated, any Public Stockholder who voted
      against the Business Combination may demand that the Company convert his or
      her
      shares. The per share conversion price will equal the amount in the Trust Fund
      as of the record date for determination of stockholders entitled to vote on
      the
      Business Combination divided by the number of shares of common stock held by
      Public Stockholders at the consummation of the Offering. Accordingly, Public
      Stockholders holding 19.99% of the aggregate number of shares owned by all
      Public Stockholders may seek conversion of their shares in the event of a
      Business Combination.





Such
      Public Stockholders are entitled to receive their per share interest in the
      Trust Fund computed without regard to the shares held by Initial Stockholders.
      Accordingly, a portion of the net proceeds from the offering (19.99% of the
      amount originally held in the Trust Fund) has been classified as common stock
      subject to possible conversion in the accompanying balance sheet and 19.99%
      of
      the related interest earned on the investments held in the Trust Fund has been
      recorded as deferred interest.





The
      accompanying unaudited condensed financial statements have been prepared in
      accordance with accounting principles generally accepted in the United States
      for interim financial information and with the instructions to Form 10-QSB
      and
      Item 310(b) of Regulation S-B. Accordingly, they do not include all of the
      information and footnotes required by accounting principles generally accepted
      in the United States for complete financial statements. In the opinion of
      management, all adjustments (consisting of normal recurring adjustments)
      considered necessary for a fair presentation have been included. Operating
      results for the three-month period ended March 31, 2007 are not necessarily
      indicative of the results that may be expected for the year ending December
      31,
      2007. For further information, refer to the consolidated financial statements
      and footnotes thereto for the year ended December 31, 2006, included in Form
      10-KSB filed with the Securities and Exchange Commission. The condensed balance
      sheet at December 31, 2006 has been derived from the audited financial
      statements.




Reclassifications -
      Certain reclassifications have been made in the prior period financial
      statements for presentation purposes to conform to the current
      presentation.




***Accounting
      Pronouncements:***




Effective
      January 1, 2007, the Company adopted the provisions of FASB Interpretation
      No. 48 (“FIN 48”), “Accounting for Uncertainty in Income Taxes — An
      Interpretation of FASB Statement No. 109.” FIN 48 provides detailed
      guidance for the financial statement recognition, measurement and disclosure
      of
      uncertain tax positions recognized in the financial statements in accordance
      with SFAS No. 109. Tax positions must meet a “more-likely-than-not”
recognition threshold at the effective date to be recognized upon the adoption
      of FIN 48 and in subsequent periods. Upon the adoption of FIN 48, the Company
      had no unrecognized tax benefits. During the first quarter of 2007, the Company
      recognized no adjustments for uncertain tax benefits.




-7-


The
      Company recognizes interest and penalties, if any, related to uncertain tax
      positions in selling, general and administrative expenses. No interest and
      penalties related to uncertain tax positions were accrued at March 31,
      2007.




The
      tax
      years 2005 and 2006 remain open to examination by the major taxing jurisdictions
      in which the Company operates. The Company expects no material changes to
      unrecognized tax positions within the next twelve months.




Management
      does not believe that any other recently issued, but not yet effective,
      accounting standards if currently adopted would have a material effect on the
      accompanying financial statements.





2.
      GOING
      CONCERN





These
      financial statements have been prepared assuming that the Company will continue
      as a going concern. The Company’s Certificate of Incorporation provides for
      mandatory liquidation of the Company, withoug stockholder approval, in the
      event
      that the Company does not consummate a Business Combination prior to August
      10,
      2007. This raises substantial doubt about the Company’s ability to continue as a
      going concern. The financial statements do not include any adjustments that
      may
      result from the outcome of this uncertainty.





3.
      RELATED PARTY TRANSACTIONS





Commencing
      on August 2, 2005 and ending upon the acquisition of a target business, the
      Company incurs an administrative fee of $7,500 per month from Chardan Capital,
      LLC, a company managed and partially owned by the Company's Chairman of the
      Board. The fee includes the provision of office space and certain office and
      secretarial services. The statements of operations for the three-month period
      ended March 31, 2007 include $22,500 of such fees.





In
      May
      2005 the Company made a non-interest bearing advance of $10,170 to an affiliate,
      which is included in prepaid expenses and other current assets on the
      accompanying balance sheet. This amount is due on demand, and is expected to
      be
      repaid in the current fiscal year.





4.
      NOTES
      PAYABLE - RELATED PARTIES





Notes
      payable - related parties consists of the following as of March 31,
      2007:





Unsecured
                demand notes payable - shareholder notes bearing an annual interest
                rate
                of 8% due on various dates in August and September 2007.
            
            $
                36,250Total
                notes payable, related parties
            
            $
                36,250





Total
      interest expense on notes payable - related parties was $1,707 for the three
      months ended March 31, 2007.




Due
      to
      the short term nature of the notes, the fair value approximates the carrying
      amount.




5.
      MATERIAL AGREEMENTS





On
      February 9, 2007, the Company entered into an Amended and Restated Stock
      Purchase Agreement (the “Stock Purchase Agreement”) which incorporates all
      previous amendments to the stock purchase agreement dated as of February 2,
      2006, for the acquisition of Gifted Time, which is a holding company owning
      controlling interests in two Chinese companies (Beijing HollySys and Hangzhou
      HollySys) engaged in the production and sale of industrial automation and
      control systems (“HollySys”). Upon completion of the transaction and the
      expected exchange offer by HLS to holders of Gifted Time preferred stock,
      assuming full participation in that exchange offer, the Company will own 74.11%
      and 89.64%, respectively, of the two companies.





-8-


The
      Stock
      Purchase Agreement provides for the Company to form a wholly owned subsidiary
      under the laws of the British Virgin Islands, under the name “HLS Systems
      International Limited” (“HLS”). At the time of closing of the Stock Purchase
      Agreement, the Company will merge with and into HLS for the purpose of
      redomestication out of the United States. Simultaneously with the
      redomestication merger, HLS will acquire all of the issued and outstanding
      common stock of Gifted Time Holdings Limited (“Gifted Time”), a British Virgin
      Islands company that holds a controlling interest in HollySys pursuant to
      existing stock consignment agreements dated December 30, 2005, and share
      transfer agreements dated January 12, 2006 between Gifted Time and certain
      stockholders of HollySys. The common stock of Gifted Time will be acquired
      for
      22,200,000 shares of common stock of HLS equal to 73% of the total issued and
      outstanding common stock of the post-transaction company, and cash consideration
      of $30,000,000. A variable portion of the cash consideration will be deferred,
      ranging from $3,000,000 to $7,000,000, depending on the number of shares that
      the Company shareholders redeem, if any, in the process of approving the
      transaction. The amount of the cash payment that will be deferred will be
      determined at closing and will equal the sum of $3,000,000 plus two-thirds
      of
      the difference between the funds in the trust account (following the exercise
      of
      any conversion rights by the Company stockholders) and $30,000,000. The deferred
      portion of the cash purchase price is not payable until HLS generates positive
      cash flow of at least twice the deferred amount or HLS receives at least $60
      million of additional financing.




As
      additional consideration, participating parties will be entitled to receive,
      on
      an all or none basis each year, an additional 2,000,000 shares for each of
      the
      next four fiscal years beginning with the year ending December 31, 2007 if
      HollySys achieves the following operating after-tax profits:





Year
                Ending December 31
            
            After-Tax
                Profit2007
            
            $
            23,000,0002008
            
            $
            32,000,0002009
            
            $
            43,000,0002010
            
            $
            61,000,0002011
            
            $
            71,000,000





HLS
      intends to offer to exchange 1.3 million shares of its common stock for the
      outstanding shares of the preferred stock of Gifted Time.




ITEM
      2 -
      MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION




The
      following discussion should be read in conjunction with the Company’s
      Consolidated Financial Statements and footnotes thereto contained in this
      report.




***Forward
      Looking Statements***




The
      statements discussed in this Report include forward looking statements that
      involve risks and uncertainties detailed from time to time in the Company’s
      reports filed with the Securities and Exchange Commission. Please refer to
      our
      Annual Report on Form 10-KSB for a discussion of the risks relating to our
      business.




***Background***




We
      were
      formed on March 10, 2005, to serve as a vehicle to effect a merger, capital
      stock exchange, asset acquisition or other similar business combination with
      an
      operating business that has its primary operating facilities located in the
      People’s Republic of China in any city or province north of the Yangtze River,
      including but not limited to the Jiangshu and Hubei provinces and Chongqing.
      We
      intend to utilize cash derived from the proceeds of our public offering, our
      capital stock, debt or a combination of cash, capital stock and debt, in
      effecting a business combination.




We
      consummated our initial public offering on August 10, 2005. All activity from
      March 10, 2005 through August 10, 2005 related to our formation and our initial
      public offering.




***Recent
      Developments***




On
      February 9, 2007, the Company entered into an Amended and Restated Stock
      Purchase Agreement (the “Stock Purchase Agreement”) which incorporates all
      previous amendments to the stock purchase agreement dated as of February 2,
      2006, for the acquisition of Gifted Time, which is a holding company owning
      controlling interests in two Chinese companies (Beijing HollySys and Hangzhou
      HollySys) engaged in the production and sale of industrial automation and
      control systems (“HollySys”). Upon completion of the transaction and the
      expected exchange offer by HLS to holders of Gifted Time preferred stock,
      assuming full participation in that exchange offer, the Company will own 74.11%
      and 89.64%, respectively, of the two companies.





-9-


The
      consummation of this transaction requires the approval of our stockholders.
      On
      March 30, 2006 we filed a registration statement on Form S-4 to register the
      stock that will be issued to our stockholders in that merger, if our
      stockholders approve the merger and acquisition of Gifted Time Holdings. We
      have
      filed amendments to that registration statement to respond to comments from
      the
      SEC staff and to update the disclosures contained in that document. The
      registration statement also includes proxy materials for conducting the required
      stockholder vote. We intend to distribute the proxy materials to our
      stockholders promptly after the SEC declares the registration statement
      effective and to conduct the stockholder vote as soon as practicable thereafter.
      As the consummation of the proposed transaction with Gifted Time Holdings
      depends upon the outcome of the stockholder vote, unless otherwise indicated,
      the remainder of this Quarterly Report on Form 10-QSB includes information
      only
      about us, and it does not include any information regarding Gifted Time Holdings
      or HollySys.





The
      net
      loss of $44,665 for the three months ended March 31, 2007 resulted from expenses
      of $257,262, which consisted primarily of the following: approximately $7,200
      in
      travel expenses, $22,500 paid under a monthly administrative services agreement,
      $22,097 in marketing fees, $22,486 in directors and officers liability insurance
      premiums, state franchise taxes of $3,172, professional fees of $160,838 and
      other operating costs of approximately $19,000 incurred in our efforts to
      consummate a Business Combination with Gifted Time Holdings, Ltd. Those expenses
      were offset by interest income of $203,941, interest expense of $2,545 and
      an
      income tax expense of $23,799. This compares with a net loss for the first
      quarter in 2006 of approximately $113,000, or a reduction of about 60%. The
      principal reason for the decrease in the net loss was a reduction in overall
      expenses of approximately $110,000, consisting mainly in reductions in travel
      expense of about $80,000 and professional fees of about $33,000.




We
      had an
      accumulated deficit of $514,524 as of March 31, 2007, reflecting the fact that
      we have incurred expenses in excess of the net proceeds of our offering that
      were not placed in the trust fund to acquire a target business, including the
      expenses of identifying and evaluating prospective acquisition candidates,
      selecting the target business, and structuring, negotiating and consummating
      the
      business combination. That compares with an accumulated deficit of $469,859
      as
      of March 31, 2006. To the extent that our capital stock is used in whole or
      in
      part as consideration to effect a business combination, the proceeds held in
      the
      trust fund as well as any other net proceeds not expended will be used to
      finance the operations of the target business after consummation of the business
      combination, including the payment of any expenses that have been accrued but
      not paid as of the date of that consummation.




We
      do not
      currently have sufficient funds outside the trust fund to operate through August
      10, 2007 or the date of the consummation of the proposed Business Combination.
      We expect to obtain the additional operating capital we will need by borrowing,
      some or all of which may be loans made to us by our officers and directors
      or
      their affiliates.




How
      much
      we will have to borrow to consummate the proposed transaction with Gifted Time
      Holdings will depend on how quickly we can complete the SEC review of our S-4
      registration statement. When additional comments are received, we intend to
      respond to those comments and file a further amendment promptly, if one is
      needed. At the time we close a Business Combination, assuming that occurs,
      our
      current liabilities will exceed our current assets. Under the agreement
      governing the proposed Business Combination, the additional liabilities will
      be
      satisfied using the funds held in the trust account.




It
      is
      possible that we will need to raise additional funds as consideration paid
      in
      connection with consummation of a Business Combination, although the terms
      of
      the definitive agreement with respect to the acquisition of Gifted Time Holdings
      interests in HollySys are such that additional funds will not be required for
      that purpose. Should that need arise, however, we would most likely do so
      through a private offering of debt or equity securities, and we would only
      consummate such a financing simultaneously with the consummation of a Business
      Combination approved by our stockholders.




ITEM
      3.
      CONTROLS AND PROCEDURES.




An
      evaluation of the effectiveness of our disclosure controls and procedures as
      of
      March 31, 2007 was made under the supervision and with the participation of
      our
      management, including our chief executive officer and our chief financial
      officer. Based on that evaluation, they concluded that our disclosure controls
      and procedures are effective as of the end of the period covered by this report
      to ensure that information required to be disclosed by us in reports that we
      file or submit under the Securities Exchange Act of 1934 is recorded, processed,
      summarized and reported within the time periods specified in Securities and
      Exchange Commission rules and forms. During the most recently completed fiscal
      quarter, there has been no significant change in our internal control over
      financial reporting that has materially affected, or is reasonably likely to
      materially affect, our internal control over financial reporting.




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PART
      II.





OTHER
      INFORMATION







ITEM
      6:
      EXHIBITS




(a)  Exhibits:




31.1
      -
      Section 302 Certification by CEO




31.2
      -
      Section 302 Certification by CFO




32.1
      -
      Section 906 Certification by CEO




32.2
      -
      Section 906 Certification by CFO




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SIGNATURES





In
      accordance with the requirements of the Exchange Act, the registrant caused
      this
      report to be signed on its behalf by the undersigned, thereunto duly
      authorized.




CHARDAN
      NORTH CHINA ACQUISITION CORPORATION




Dated:
      May 21, 2007




/s/
      Li
      Zhang


------------------------------------------------------------------------------


Li
      Zhang


Chief
      Executive Officer (Principal Executive Officer)




/s/
      Kerry
      Propper


------------------------------------------------------------------------------


Kerry
      Propper


Chief
      Financial Officer and Secretary (Principal Accountingand Financial
      Officer)




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