**UNITED
        STATES SECURITIES AND EXCHANGE COMMISSION**
 **Washington,
        D.C. 20549**
 **FORM
        10-KSB**
 o
              
              ANNUAL
                  REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
                  OF
                  1934.
 **For
        the fiscal year ended July 31, 2007**
 o
              
              TRANSITION
                  REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
                  ACT OF
                  1934.
 
 Commission
        file number 000-52230
 
 CHINA
        BIOTECHNOLOGY, INC.
 (Name
        of
        Small Business Issuer in its charter)
 Florida
                20-5489738(State
                    or other jurisdiction of
                (I.R.S.
                    employerincorporation
                    or formation)
                identification
                    number)
 2503
                    W. Gardner Ct.Tampa
                    FL
                33611(Address
                    of principal executive offices)
                (Zip
                    Code)
 
 Issuer's
        telephone number: 813.335.4343
 
 Securities
        registered under Section 12(b) of the Act: none
 
 Securities
        registered under Section 12(g) of the Exchange Act:
 Title
                    of each classCommon
                    Stock, no par
                1,000,000,000Preferred
                    Stock, no par
                20,000,000
  Check
        whether the issuer is not required to file reports pursuant to Section 13
        or Section 15(d) of the Exchange Act. o.
 
 Check
        whether the issuer (1) filed all reports required to be filed by
        Section 13 or 15(d) of the Securities Exchange Act of 1934 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
 
 Check
        if
        there is no disclosure of delinquent filers in response to Item 405 of
        Regulation S-B contained in this form, and no disclosure will be contained,
        to the best of registrant’s knowledge, in definitive proxy or information
        statements incorporated by reference in Part III of this Form 10-KSB or any
        amendment to this Form 10-KSB 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
 
 State
        issuer’s revenue for its most recent fiscal year: $0
 
 The
        aggregate market value of the Company’s shares of voting and non-voting stock
        held by non-affiliates of the Company at July 31, 2007: 0
 
 The
        number of shares outstanding of the issuer’s common equity as of July 31, 2007
        was 15 ,000,000.
 
 Documents
        incorporated by reference:
 **None**
 
 Transitional
        Small Business Disclosure Format:       o Yes x No
  2
  **TABLE
        OF CONTENTS**
 ITEM
                    1. DESCRIPTION OF BUSINESS
                3ITEM
                    2. DESCRIPTION OF PROPERTY.
                6ITEM
                    3. LEGAL PROCEEDINGS.
                6PART
                    II
                6ITEM
                    6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
                    OPERATION.
                8ITEM
                    7. FINANCIAL STATEMENTS
                9ITEM
                    8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
                    AND
                    FINANCIAL DISCLOSURE.
                17ITEM
                    10. EXECUTIVE COMPENSATION.
                19ITEM
                    11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
                    MANAGEMENT.
                19ITEM
                    12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
                21
 
 **ITEM
        1. DESCRIPTION OF BUSINESS**
 
 (a)
        Business Development
 
 CHINA
        BIOTECHNOLOGY, INC. (the "Company" or the "Registrant") was incorporated
        in the
        State of Florida on August 30, 2006. Since inception, the Company has been
        engaged in organizational efforts and obtaining initial financing. The Company
        was formed as a vehicle to pursue a business combination directly or indirectly
        in China and has made no efforts to identify a possible business combination.
        As
        a result, the Company has not conducted negotiations or entered into a letter
        of
        intent concerning any target business. The business purpose of the Company
        is to
        seek the acquisition of, or merger with, an existing company directly or
        indirectly in China.
 
 (b)
        Business of Issuer
 
 The
        Company, based on proposed business activities, is a "blank check" company.
        The
        SEC defines those companies as "any development stage company that is issuing
        a
        penny stock, within the meaning of Section 3 (a)(51) of the Exchange Act,
        and
        that has no specific business plan or purpose, or has indicated that its
        business plan is to merge with an unidentified company or companies." Many
        states have enacted statutes, rules and regulations limiting the sale of
        securities of "blank check" companies in their respective jurisdictions.
        Management does not intend to undertake any efforts to cause a market to
        develop
        in our securities, either debt or equity, until we have successfully concluded
        a
        business combination. The Company intends to comply with the periodic reporting
        requirements of the Exchange Act for so long as we are subject to those
        requirements.
 
 The
        Company was organized as a vehicle to investigate and, if such investigation
        warrants, acquire a target company or business seeking the perceived advantages
        of being a publicly held corporation. The Company's principal business objective
        for the next 12 months and beyond such time will be to achieve long-term
        growth
        potential through August 31, 2006 a combination with a business rather than
        immediate, short-term earnings. The Company will restrict its potential
        candidate target companies to biotechnological businesses located directly
        or
        indirectly in China.
  3
  The
        analysis of new business opportunities has and will be undertaken by or under
        the supervision of the officers and directors of the Registrant. The Registrant
        or its representatives have considered potential acquisition transactions
        with
        several companies, but as of this date has not entered into any discussions,
        negotiations, or definitive agreement with any party. The Registrant has
        unrestricted flexibility in seeking, analyzing and participating in potential
        business opportunities. In its efforts to analyze potential acquisition targets,
        the Registrant will consider the following kinds of factors:
 
 (a)
        Potential for growth, indicated by new technology, anticipated
        market
 expansion
        or new products;
 
 (b)
        Competitive position as compared to other firms of similar size and
 experience
        within the industry segment as well as within the industry as a
 whole;
 
 (c)
        Strength and diversity of management, either in place or scheduled
        for
 recruitment;
 
 (d)
        Capital requirements and anticipated availability of required
        funds,
 to
        be
        provided by the Registrant or from operations, through August 31, 2006 the
        sale
        of
 additional
        securities, through August 31, 2006 joint ventures or similar arrangements
        or
        from
 other
        sources;
 
 (e)
        The
        cost of participation by the Registrant as compared to the
 perceived
        tangible and intangible values and potentials;
 
 (f)
        The
        extent to which the business opportunity can be advanced;
 
 (g)
        The
        accessibility of required management expertise, personnel, raw
 materials,
        services, professional assistance and other required items; and
 
 (h)
        Other
        relevant factors.
 
 In
        applying the foregoing criteria, no one of which will be controlling, management
        will attempt to analyze all factors and circumstances and make a determination
        based upon reasonable investigative measures and available data. Potentially
        available business opportunities may occur at various stages of development,
        all
        of which will make the task of comparative investigation and analysis of
        such
        business opportunities extremely difficult and complex. Due to the Registrant's
        limited capital available for investigation, the Registrant may not discover
        or
        adequately evaluate adverse facts about the opportunity to be
        acquired.
 
 FORM
        OF
        ACQUISITION
 
 The
        manner in which the Registrant participates in an opportunity will depend
        upon
        the nature of the opportunity, the respective needs and desires of the
        Registrant and the promoters of the opportunity, and the relative negotiating
        strength of the Registrant and such promoters.
  4
  It
        is
        likely that the Registrant will acquire its participation in a business
        opportunity through August 31, 2006the issuance of common stock or other
        securities of the Registrant. Although the terms of any such transaction
        cannot
        be predicted, it should be noted that in certain circumstances the criteria
        for
        determining whether or not an acquisition is a so-called "tax free"
        reorganization under Section 368(a)(1) of the Internal Revenue Code of 1986,
        as
        amended (the "Code"), depends upon whether the owners of the acquired business
        own 80% or more of the voting stock of the surviving entity. If a transaction
        were structured to take advantage of these provisions rather than other "tax
        free" provisions provided under the Code, all prior stockholders would in
        such
        circumstances retain 20% or less of the total issued and outstanding shares
        of
        the surviving entity. Under other circumstances, depending upon the relative
        negotiating strength of the parties, prior stockholders may retain substantially
        less than 20% of the total issued and outstanding shares of the surviving
        entity. This could result in substantial additional dilution to the equity
        of
        those who were stockholders of the Registrant prior to such
        reorganization.
 
 The
        present stockholders of the Registrant will likely not have control of a
        majority of the voting shares of the Registrant following a reorganization
        transaction. As part of such a transaction, all or a majority of the
        Registrant's directors may resign and new directors may be appointed without
        any
        vote by stockholders.
 
 In
        the
        case of an acquisition, the transaction may be accomplished upon the sole
        determination of management without any vote or approval by stockholders.
        In the
        case of a statutory merger or consolidation directly involving the Company,
        it
        will likely be necessary to call a stockholders' meeting and obtain the approval
        of the holders of a majority of the outstanding shares. The necessity to
        obtain
        such stockholder approval may result in delay and additional expense in the
        consummation of any proposed transaction and will also give rise to certain
        appraisal rights to dissenting stockholders. Most likely, management will
        seek
        to structure any such transaction so as not to require stockholder
        approval.
 
 It
        is
        anticipated that the investigation of specific business opportunities and
        the
        negotiation, drafting and execution of relevant agreements, disclosure documents
        and other instruments will require substantial management time and attention
        and
        substantial cost for accountants, attorneys and others. If a decision is
        made
        not to participate in a specific business opportunity, the costs theretofore
        incurred in the related investigation would not be recoverable. Furthermore,
        even if an agreement is reached for the participation in a specific business
        opportunity, the failure to consummate that transaction may result in the
        loss
        to the Registrant of the related costs incurred.
 
 We
        presently have no employees apart from our management. Both of our officers
        and
        directors are engaged in outside business activities and anticipate that
        they
        will devote to our business only several hours per week until the acquisition
        of
        a successful business opportunity has been consummated. We expect no significant
        changes in the number of our employees other than such changes, if any, incident
        to a business combination.
 
 (c)
        Reports to security holders.
 
 (1)
        The
        Company is not required to deliver an annual report to security
 holders
        and at this time does not anticipate the distribution of such a
        report.
 
 (2)
        The
        Company will file reports with the SEC. The Company will be a
 reporting
        company and will comply with the requirements of the Securities
 Exchange
        Act of 1934, as amended.
  5
  (3)
        The
        public may read and copy any materials the Company files with the
 SEC
        at
        the SEC's Public Reference Room at 100 F Street N.E., Washington,
 D.C.
        20549. The public may obtain information on the operation of the
        Public
 Reference
        Room by calling the SEC at 1-800-SEC-0330. Additionally, the SEC
 maintains
        an Internet site that contains reports, proxy and information
 statements,
        and other information regarding issuers that file electronically
 with
        the
        SEC, which can be found at http://www.sec.gov.
   **ITEM
        2. DESCRIPTION OF PROPERTY.**
 
 The
        Company neither rents nor owns any properties. The Company currently has
        no
        policy with respect to investments or interests in real estate, real estate
        mortgages or securities of, or interests in, persons primarily engaged in
        real
        estate activities.
 
 
 **ITEM
        3. LEGAL PROCEEDINGS.**
 
 There
        are
        not presently any material pending legal proceedings to which the Registrant
        is
        a party or as to which any of its property is subject, and no such proceedings
        are known to the Registrant to be threatened or contemplated against
        it.
 
 
 **ITEM
        4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**
 
 We
        did
        not conduct any meetings of stockholders during 2007 fiscal year.
 
 
 **PART
        II**
 
 Market
        Information
 
 There
        is
        no established public trading market for our securities and a regular trading
        market may not develop, or if developed, may not be sustained.  A
        shareholder in all likelihood, therefore, will not be able to resell his
        or her
        securities should he or she desire to do so when eligible for public resales.
         Furthermore, it is unlikely that a lending institution will accept our
        securities as pledged collateral for loans unless a regular trading market
        develops.  We have no plans, proposals, arrangements, or understandings
        with any person with regard to the development of a trading market in any
        of our
        securities.
 
 Our
        stock
        is not currently qualified for quotation on the over-the-counter bulletin
        board.
 
 Penny
        Stock Considerations
 
 Our
        shares will be "penny stocks" as that term is generally defined in the
        Securities Exchange Act of 1934 to mean equity securities with a price of
        less
        than $5.00.  Our shares thus will be subject to rules that impose sales
        practice and disclosure requirements on broker-dealers who engage in certain
        transactions involving a penny stock.
  6
  Under
        the
        penny stock regulations, a broker-dealer selling a penny stock to anyone
        other
        than an established customer or accredited investor must make a special
        suitability determination regarding the purchaser and must receive the
        purchaser's written consent to the transaction prior to the sale, unless
        the
        broker-dealer is otherwise exempt.  Generally, an individual with a net
        worth in excess of $1,000,000, or annual income exceeding $100,000 individually
        or $300,000 together with his or her spouse, is considered an accredited
        investor.  In addition, under the penny stock regulations the broker-dealer
        is required to:
 
 ཉ
              Deliver,
                  prior to any transaction involving a penny stock, a disclosure
                  schedule
                  prepared by the Securities and Exchange Commissions relating to
                  the penny
                  stock market, unless the broker-dealer or the transaction is otherwise
                  exempt;
 
 ཉ
              Disclose
                  commissions payable to the broker-dealer and our registered
                  representatives and current bid and offer quotations for the
                  securities;
 
 ཉ
              Send
                  monthly statements disclosing recent price information pertaining
                  to the
                  penny stock held in a customer's account, the account's value and
                  information regarding the limited market in penny stocks;
                  and
  ཉ
              Make
                  a special written determination that the penny stock is a suitable
                  investment for the purchaser and receive the purchaser's written
                  agreement
                  to the transaction, prior to conducting any penny stock transaction
                  in the
                  customer's account.
 
 Because
        of these regulations, broker-dealers may encounter difficulties in their
        attempt
        to sell shares of our common stock, which may affect the ability of selling
        shareholders or other holders to sell their shares in the secondary market
        and
        have the effect of reducing the level of trading activity in the secondary
        market.  These additional sales practice and disclosure requirements could
        impede the sale of our securities, if our securities become publicly traded.
         In addition, the liquidity for our securities may be decreased, with a
        corresponding decrease in the price of our securities.  Our shares in all
        probability will be subject to such penny stock rules and our shareholders
        will,
        in all likelihood, find it difficult to sell their securities.
 
 Holders
 
 As
        of
        July 31, 2007, we had 1 shareholder of record of our common stock.
 
 Dividends
 
 We
        have
        not declared any cash dividends on our common stock since our inception and
        do
        not anticipate paying such dividends in the foreseeable future.  We plan to
        retain any future earnings for use in our business.  Any decisions as to
        future payments of dividends will depend on our earnings and financial position
        and such other facts, as the Board of Directors deems relevant.
 
 Where
        You Can Find Additional Information
 
 We
        have
        filed with the Securities and Exchange Commission a registration statement
        on
        Form SB-2 statement.   The registration statement and exhibits may be
        inspected, without charge, and copies may be obtained at prescribed rates,
        at
        the SEC's Public Reference Room at 100 F Street N.E., Washington, D.C. 20549.
         The public may obtain information on the operation of the Public Reference
        Room by calling the SEC at 1-800-SEC-0330.  The registration statement and
        other information filed with the SEC are also available at the web site
        maintained by the SEC at http://www.sec.gov.
  7
  **ITEM
        6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
        OPERATION.**
 
 THIS
        REGISTRATION STATEMENT CONTAINS FORWARD-LOOKING STATEMENTS AND INFORMATION
        RELATING TO US, OUR INDUSTRY AND TO OTHER BUSINESSES.
 
 These
        forward-looking statements are based on the beliefs of our management, as
        well
        as assumptions made by and information currently available to our management.
        When used in this prospectus, the words "estimate," "project," "believe,"
        "anticipate," "intend," "expect" and similar expressions are intended to
        identify forward-looking statements. These statements reflect our current
        views
        with respect to future events and are subject to risks and uncertainties
        that
        may cause our actual results to differ materially from those contemplated
        in our
        forward-looking statements. We caution you not to place undue reliance on
        these
        forward-looking statements, which speak only as of the date of this prospectus.
        We do not undertake any obligation to publicly release any revisions to these
        forward-looking statements to reflect events or circumstances after the date
        of
        this prospectus or to reflect the occurrence of unanticipated
        events.
 
 The
        Company was organized as a vehicle to investigate and, if such investigation
        warrants, acquire a target company or business seeking the perceived advantages
        of being a publicly held corporation. Our principal business objective for
        the
        next 12 months and beyond such time will be to achieve long-term growth
        potential through August 31, 2006 a combination with a business rather than
        immediate, short-term earnings. The Company will restrict its potential
        candidate target companies to biotechnological businesses located directly
        or
        indirectly in China.
 
 The
        Company does not currently engage in any business activities that provide
        cash
        flow. The costs of investigating and analyzing business combinations for
        the
        next 12 months and beyond such time will be paid with money in our
        treasury.
 
 During
        the
        next twelve months we anticipate incurring costs related to:
 
 (i)
        filing of
        Exchange Act reports, and
 (ii)
        costs
        relating to consummating an acquisition.
 
 We
        believe we will be able to meet these costs through August 31, 2007 use of
        funds
        in our treasury and additional amounts, as necessary, to be loaned to or
        invested in us by our stockholders, management or other investors.
 
 The
        Company may consider a business which has recently commenced operations,
        is a
        developing company in need of additional funds for expansion into new products
        or markets, is seeking to develop a new product or service, or is an established
        business which may be experiencing financial or operating difficulties and
        is in
        need of additional capital. In the alternative, a business combination may
        involve the acquisition of, or merger with, a company which does not need
        substantial additional capital, but which desires to establish a public trading
        market for its shares, while avoiding, among other things, the time delays,
        significant expense, and loss of voting control which may occur in a public
        offering.
  8
  None
        of
        our officers or directors has had any preliminary contact or discussions
        with
        any representative of any other entity regarding a business combination with
        us.
        Any target business that is selected may be a financially unstable company
        or an
        entity in its early stages of development or growth, including entities without
        established records of sales or earnings. In that event, we will be subject
        to
        numerous risks inherent in the business and operations of financially unstable
        and early stage or potential emerging growth companies. In addition, we may
        effect a business combination with an entity in an industry characterized
        by a
        high level of risk, and, although our management will endeavor to evaluate
        the
        risks inherent in a particular target business, there can be no assurance
        that
        we will properly ascertain or assess all significant risks.
 
 Our
        management anticipates that it will likely be able to effect only one business
        combination, due primarily to our limited financing, and the dilution of
        interest for present and prospective stockholders, which is likely to occur
        as a
        result of our management's plan to offer a controlling interest to a target
        business in order to achieve a tax free reorganization. This lack of
        diversification should be considered a substantial risk in investing in us,
        because it will not permit us to offset potential losses from one venture
        against gains from another.
 
 The
        Company anticipates that the selection of a business combination will be
        complex
        and extremely risky. Because of general economic conditions, rapid technological
        advances being made in some industries and shortages of available capital,
        our
        management believes that there are numerous firms seeking even the limited
        additional capital which we will have and/or the perceived benefits of becoming
        a publicly traded corporation. Such perceived benefits of becoming a publicly
        traded corporation include, among other things, facilitating or improving
        the
        terms on which additional equity financing may be obtained, providing liquidity
        for the principals of and investors in a business, creating a means for
        providing incentive stock options or similar benefits to key employees, and
        offering greater flexibility in structuring acquisitions, joint ventures
        and the
        like through August 31, 2006 the issuance of stock. Potentially available
        business combinations may occur in many different industries and at various
        stages of development, all of which will make the task of comparative
        investigation and analysis of such business opportunities extremely difficult
        and complex.
 
 We
        do not
        currently intend to retain any entity to act as a "finder" to identify and
        analyze the merits of potential target businesses.
 
 
 **ITEM
        7. FINANCIAL STATEMENTS**
 
 **REPORT
        OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**
 
 To
        the
        Director
 China
        Biotechnology
 Tampa,
        Florida
 
 We
        have
        audited the accompanying balance sheet of China Biotechnology, Inc. as of
        July
        31, 2007 and the related statements of operations, changes in stockholder’s
        deficit and cash flows for the period August 30, 2006 (inception) through
        July
        31, 2007. These financial statements are the responsibility of China
        Biotechnology, Inc.’s management. Our responsibility is to express an opinion on
        these financial statements based on our audit.
  9
  We
        conducted our audit in accordance with standards of the Public Company
        Accounting Oversight Board (United States). Those standards require that
        we plan
        and perform the audits to obtain reasonable assurance about whether the
        financial statements are free of material misstatement. An audit includes
        examining, on a test basis, evidence supporting the amounts and disclosures
        in
        the financial statements. An audit also includes assessing the accounting
        principles used and significant estimates made by management, as well as
        evaluating the overall financial statement presentation. We believe that
        our
        audit provides a reasonable basis for our opinion.
 
 In
        our
        opinion, the financial statements referred to above present fairly, in all
        material respects, the financial position of China Biotechnology, Inc. as
        of
        July 31, 2007 and the results of its operations and cash flows for the period
        August 30, 2006 (inception) through July 31, 2007, in conformity with accounting
        principles generally accepted in the United States of America.
 
 The
        accompanying financial statements have been prepared assuming that China
        Biotechnology will continue as a going concern. As discussed in Note 2 to
        the
        financial statements, China Biotechnology has suffered initial losses and
        has no
        operations, which raises substantial doubt about its ability to continue
        as a
        going concern. Management's plans regarding those matters also are described
        in
        Note 2. The financial statements do not include any adjustments that might
        result from the outcome of this uncertainty.
 
 
 MALONE
        & BAILEY, PC
 www.malone-bailey.com
 Houston,
        Texas
 
 November
        13, 2007
  10
  CHINA
        BIOTECHNOLOGY, INC.
 (A
        Development Stage Company)
 BALANCE
        SHEETS
  **July
                    31, 2007**ASSETSTotal
                    Assets
                
                $
                -LIABILITIES
                    AND STOCKHOLDER'S EQUITY (DEFICIT)LIABILITIESAccounts
                    Payable
                
                $
                -Total
                    Liabilities
                
                
                -STOCKHOLDER'S
                    EQUITY (DEFICIT):Preferred
                    stock, no par value, 20,000,000 shares authorized, none
                    issued
                
                $
                -Common
                    stock, no par value, 1,000,000,000 shares authorized, 15,000,000
                    shares
                    issued and outstanding
                
                
                4,288-Additional
                    paid-in capital
                
                
                15,693Deficit
                    accumulated during the development stage
                
                
                (19,981
                )Total
                    Stockholder's Equity (Deficit)
                
                
                -Total
                    Liabilities and Stockholder's Equity (Deficit)
                
                $
                -
  See
        accompanying summary of accounting policies and notes to financial
        statements
 
 11
  CHINA
        BIOTECHNOLOGY, INC.
 (A
        Development Stage Company)
 STATEMENT
        OF EXPENSES
 **For
                    the period August 30, 2006 (inception) through July 31,
                    2007**EXPENSES
                
                $
                19,981NET
                    LOSS
                
                $
                (19,981
                )NET
                    LOSS PER COMMON SHARE - BASIC AND DILUTED
                
                
                0.00WEIGHTED
                    AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
                
                
                15,000,000
  See
        accompanying summary of accounting policies and notes to financial
        statements
  12
  CHINA
        BIOTECHNOLOGY, INC.
 (A
        Development Stage Company)
 STATEMENT
        OF CHANGES IN STOCKHOLDER'S EQUITY
 For
        the
        Period from August 30, 2006
 (Inception)
        Through July 31, 2007
 ****
                **Common
                    Stock**
                ****
                **Additional**
                  **Paid-In**
                ****
                **Subscription**
                ****
                **Deficit**
                  **Accumulated**
                  **During**
                  **Development**
                ****
                **Total**
                  **Stockholder's**
                ********
                **Shares**
                ****
                **Amount**
                ****
                **Capital**
                ****
                **Receivable**
                ****
                **Stage**
                ****
                **Equity**Issuance
                    of common stock to founder on August 30, 2006 at $.000286 per
                    share
                
                
                15,000,000
                
                $
                4,288
                
                $
                —
                
                $
                (4,288
                )
                $
                —
                
                $
                —Repayment
                    of subscription receivable
                
                
                
                
                
                
                
                
                
                
                
                4,288
                
                
                
                
                
                4,288Capital
                    contribution by founder
                
                
                
                
                
                —
                
                
                15,693
                
                
                —
                
                
                —
                
                
                15,693Net
                    loss
                
                
                —
                
                
                —
                
                
                —
                
                
                —
                
                
                (19,981
                )
                
                (19,981
                )Balances,July
                    31, 2007
                
                
                15,000,000
                
                $
                4,288
                
                $
                15,693
                
                $
                —
                
                $
                (19,981
                )
                
                -
  See
        accompanying summary of accounting policies and notes to financial
        statements
  13
  CHINA
        BIOTECHNOLOGY, INC.
 (A
        Development Stage Company)
 STATEMENT
        OF CASH FLOWS
 For
        the
        Period from August 30, 2006 (Inception) Through July 31, 2007
 CASH
                    FLOWS FROM OPERATING ACTIVITIESNet
                    loss
                
                $
                (19,981
                )NET
                    CASH USED IN OPERATING ACTIVITIES
                
                
                (19,981
                )CASH
                    FLOWS FROM FINANCING ACTIVITIES:Repayment
                    of stock subscriptions receivable
                
                
                4,288Stockholder
                    capital contribution
                
                
                15,693NET
                    CASH PROVIDED BY FINANCING ACTIVITIES
                
                
                19,981Net
                    change in cash
                
                
                -Cash,
                    beginning of period
                
                
                -Cash,
                    end of period
                
                $
                -
  See
        accompanying summary of accounting policies and notes to financial
        statements
  14
  CHINA
        BIOTECHNOLOGY, INC.
 (A
        Development Stage Company)
 NOTES
        TO
        FINANCIAL STATEMENTS
 
 NOTE
        1 -
        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 History
 
 China
        Biotechnology, Inc., a development stage company, was organized in Florida on
        August
        30, 2006. China Biotechnology is in the development stage as defined in
        Financial Accounting Standards Board Statement No. 7. The business purpose
        is to
        seek
        the acquisition of, or merger with, an existing company directly or indirectly
        in China. The fiscal year end is July 31.
 
 Use
        of
        Estimates in the Preparation of Financial Statements
 
 The
        preparation of financial statements in conformity with generally accepted accounting
        principles requires management to make estimates and assumptions that affect
        the reported amounts of assets and liabilities, the disclosure of contingent
        assets and liabilities at the date of the financial statements and the
        reported amounts of revenues and expenses during the reporting periods. Actual
        results could differ from those estimates and assumptions.
 
 Cash
        and Cash Equivalents
 
 For
        purposes of the statements of cash flows, China Biotechnology considers all highly
        liquid investments purchased with an original maturity of three months or less
        to
        be cash equivalents.
 
 Revenue
        Recognition
 
 China
        Biotechnology recognizes revenue when persuasive evidence of an arrangement
        exists, services have been rendered, the sales price is fixed or determinable,
        and collectability is reasonably assured.
 
 Income
        Taxes
 
 China
        Biotechnology uses the liability method of accounting for income taxes pursuant
        to Statement of Financial Accounting Standards No. 109. Under this method,
        deferred income taxes are recorded to reflect the tax consequences in future
        years of temporary differences between the tax basis of the assets and liabilities
        and their financial amounts at year end.
 
 Basic
        and Diluted Net Loss per Share
 
 Basic
        earnings per common share is computed based upon the weighted average number
        of
        common shares outstanding during the period. Diluted earnings per share
        consists of the weighted average number of common shares outstanding plus the
        dilutive effects of options and warrants calculated using the treasury stock method.
        In loss periods, dilutive common equivalent shares are excluded as the effect
        would be anti-dilutive.
  15
  Recently
        Issued Accounting Pronouncements
 
 China
        Biotechnology does not expect the adoption of recently issued accounting pronouncements
        to have a material effect on its results of operations, financial position,
        or cash flows.
 
 NOTE
        2 -
        GOING CONCERN
 
 China
        Biotechnology's financial statements have been presented on the basis that it
        is a
        going concern, which contemplates the realization of assets and the satisfaction
        of liabilities in the normal course of business. China Biotechnology
        is in the development stage and has not earned any revenues from operations
        to date. These conditions raise substantial doubt about it's ability to
        continue as a going concern.
 
 China
        Biotechnology is currently devoting its efforts to locating merger candidates.
        The Company's ability to continue as a going concern is dependent upon
        its
        ability to develop additional sources of capital, locate and complete a merger
        with another company, and ultimately, achieve profitable operations. The accompanying
        financial statements do not include any adjustments that might result
        from the outcome of these uncertainties
 
 NOTE
        3 -
        STOCKHOLDER'S EQUITY
 
 Upon
        formation, China Biotechnology sold 15,000,000 shares for $4,288 to its founder
        who made an additional paid in capital contribution of $15,693 in
        October.
 
 NOTE
        4 -
        RELATED PARTY TRANSACTIONS
 
 China
        Biotechnology neither owns nor leases any real or personal property. Most office
        services are provided without charge by the President. Such costs are immaterial
        to the financial statements and accordingly, have not been reflected therein.
        The officer / director is involved in other business activities and may,
        in
        the future, become involved in other business opportunities that become available,
        such persons may face a conflict in selecting between China Biotechnology
        and their other business interests. China Biotechnology has not formulated
        a policy for the resolution of such conflicts.
 
 NOTE
        5 -
        INCOME TAXES
 
 China
        Biotechnology uses the liability method, where deferred tax assets and liabilities
        are determined based on the expected future tax consequences of temporary
        differences between the carrying amounts of assets and liabilities for financial
        and income tax reporting purposes. During the current period, China Biotechnology
        incurred a net loss and therefore has no tax liability. The net deferred
        tax asset generated by the loss carry-forward has been fully reserved. The
        cumulative net operating loss carry-forward is $19,981 at July 31, 2007,
        and
        will expire in the year 2026.
  16
  At
        July
        31, 2007, deferred tax assets consisted of the following:
 Deferred
                    tax assetsNet
                    operating losses
                
                $
                6,800Less:
                    valuation allowance
                
                
                (6,800
                )Net
                    deferred tax asset
                
                $
                0
  
 **ITEM
        8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
        DISCLOSURE.**
 
 There
        are not
        and have not been any disagreements between the Registrant and its accountants
        on any matter of accounting principles, practices or financial statement
        disclosure.
 
 **ITEM
        8A. CONTROLS AND PROCEDURES**
 
 The
        Corporation maintains controls and other procedures that are designed to
        ensure
        that information required to be disclosed by the issuer in the reports that
        it
        files or submits under the Act (15 U.S.C. 78a *et
        seq.* )
        is
        recorded, processed, summarized and reported, within the time periods specified
        in the Commission's rules and forms. Disclosure controls and procedures include,
        without limitation, controls and procedures designed to ensure that information
        required to be disclosed by an issuer in the reports that it files or submits
        under the Act is accumulated and communicated to the issuer's management,
        including its principal executive and principal financial officers, or persons
        performing similar functions, as appropriate to allow timely decisions regarding
        required disclosure. At the end of the period covered by this Annual Report,
        we
        carried out an evaluation, under the supervision and with the participation
        of
        our management, including its Chief Executive Officer, of the effectiveness
        of
        the design and operation of our disclosure controls and procedures. Based
        upon
        the foregoing, our Chief Executive Officer concluded that, as of July 31,
        2007,
        our disclosure controls and procedures were effective to ensure that the
        information required to be disclosed in the Company's Exchange Act reports
        was
        recorded, processed, summarized and reported on a timely basis. There were
        no
        changes in the Corporation's internal control over financial reporting that
        occurred during the Corporation's most recent fiscal year that have materially
        affected, or are reasonably likely to materially affect, the Corporation's
        internal control over financial reporting.
 
  **ITEM
        8B. OTHER INFORMATION**
  None
  17
 
 **PART
        III**
  **ITEM
        9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS AND CORPORATE
        GOVERNANCE; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE
        ACT**
 
 (a)
        Identification of Directors and Executive Officers.
 
 A.
        Identification of Directors and Executive Officers. The current officers
        and
        directors will serve for one year or until their respective successors are
        elected and qualified. They are:
 Name
                Age
                PositionXu
                    Han
                44
                President
                    and Director
 
 Xu
        Han
        has been president of Beijing Yuan Zhong Bao Trade Co., Ltd, a logistics
        business, since July 2002. From May 1998 to July 2002, he was director of
        American Pacific Group, and import/export firm.
 
 B.
        Significant Employees. None.
 
 C.
        Family
        Relationships. None.
  D.
        Involvement in Certain Legal Proceedings.
 
 No
        officer, director, or persons nominated for such positions, promoter or
        significant employee has been involved in the last five years in any of the
        following:
 
 ·
            Any
                bankruptcy petition filed by or against any business of which such
                person
                was a general partner or executive officer either at the time of
                the
                bankruptcy or within two years prior to that
                time; 
 ·
            Any
                conviction in a criminal proceeding or being subject to a pending
                criminal
                proceeding (excluding traffic violations and other minor
                offenses); 
 ·
            Being
                subject to any order, judgment, or decree, not subsequently reversed,
                suspended or vacated, of any court of competent jurisdiction, permanently
                or temporarily enjoining, barring, suspending or otherwise limiting
                his
                involvement in any type of business, securities or banking activities;
                and 
 ·
            Being
                found by a court of competent jurisdiction (in a civil action), the
                Commission or the Commodity Futures Trading Commission to have violated
                a
                federal or state securities or commodities law, and the judgment
                has not
                been reversed, suspended, or vacated. 
 E.
        The
        Board of Directors acts as the Audit Committee and the Board has no separate
        committees. The Company has no qualified financial expert at this time because
        it has not been able to hire a qualified candidate. Further, the Company believes
        that it has inadequate financial resources at this time to hire such an expert.
        The Company intends to continue to search for a qualified individual for hire.
  18
  PRIOR
        BLANK CHECK COMPANY EXPERIENCE
 
 No
        members of the management have served as officer or director of a blank check
        company.
  **Compliance
        With Section 16(a) of the Exchange Act**
 
 Section 16(a)
        of the Securities Exchange Act requires our executive officers and directors
        and
        person who own more than 10% of our common stock to file reports regarding
        ownership of and transactions in our securities with the Securities and Exchange
        Commissioner and to provide us with copies of those filings. Based solely
        on our
        review of the copies received by or a written representation from certain
        reporting persons we believe that during fiscal year ended July 31, 2007,
        we
        believe that all eligible persons are in compliance with the requirements
        of
        Section 16(a).
 
 **ITEM
        10. EXECUTIVE COMPENSATION.**
 
 None
        of
        the Company's officers or directors has received any cash remuneration since
        inception. Officers will not receive any remuneration upon completion of
        the
        offering until the consummation of an acquisition. No remuneration of any
        nature
        has been paid for or on account of services rendered by a director in such
        capacity. None of the officers and directors intends to devote more than
        a few
        hours a week to our affairs.
 
 It
        is
        possible that, after the Company successfully consummates a business combination
        with an unaffiliated entity, that entity may desire to employ or retain one
        or a
        number of members of our management for the purposes of providing services
        to
        the surviving entity. However, the Company has adopted a policy whereby the
        offer of any post-transaction employment to members of management will not
        be a
        consideration in our decision whether to undertake any proposed
        transaction.
 
 No
        retirement, pension, profit sharing, stock option or insurance programs or
        other
        similar programs have been adopted by the Company for the benefit of its
        employees.
 
 There
        are
        no understandings or agreements regarding compensation our management will
        receive in connection with or after a business combination that is required
        to
        be included in this registration statement.
 
 **ITEM
        11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
        MANAGEMENT.**
 
 (a)
        Security ownership of certain beneficial owners.
  19
  The
        following tables set forth the ownership of our common stock by each person
        known by us to be the beneficial owner of more than 5% of our outstanding
        common
        stock, our directors, and our executive officers and directors as a group.
         To the best of our knowledge, the persons named have sole voting and
        investment power with respect to such shares, except as otherwise noted.
         There are not any pending arrangements that may cause a change in control.
        However, it is anticipated that there will be one or more change of control,
        including adding members of management, possibly involving the private sale
        or
        redemption of our principal shareholder’s securities or our issuance of
        additional securities, at or prior to the closing of a business
        combination.
 
 The
        information presented below regarding beneficial ownership of our voting
        securities has been presented in accordance with the rules of the Securities
        and
        Exchange Commission and is not necessarily indicative of ownership for any
        other
        purpose. Under these rules, a person is deemed to be a "beneficial owner"
        of a
        security if that person has or shares the power to vote or direct the voting
        of
        the security or the power to dispose or direct the disposition of the security.
        A person is deemed to own beneficially any security as to which such person
        has
        the right to acquire sole or shared voting or investment power within 60
        days
        through August 31, 2006 the conversion or exercise of any convertible security,
        warrant, option or other right. More than one person may be deemed to be
        a
        beneficial owner of the same securities. The percentage of beneficial ownership
        by any person as of a particular date is calculated by dividing the number
        of
        shares beneficially owned by such person, which includes the number of shares
        as
        to which such person has the right to acquire voting or investment power
        within
        60 days, by the sum of the number of shares outstanding as of such date plus
        the
        number of shares as to which such person has the right to acquire voting
        or
        investment power within 60 days. Consequently, the denominator used for
        calculating such percentage may be different for each beneficial owner. Except
        as otherwise indicated below and under applicable community property laws,
        we
        believe that the beneficial owners of our common stock listed below have
        sole
        voting and investment power with respect to the shares shown. The business
        address of the shareholder is 2503 W. Gardner Ct., Tampa FL 33611.
 
 20
 
 **Name
                  and Address of Beneficial Owner****(1)**
              **Shares
                  Beneficially Owned**
              **Percentage
                  Beneficially Owned****Xu
                  Han**
              15,000,000
              100%***All
                  Officers and Directors as a Group***
                ***(1
                  person)***
              15,000,000
              100%
 
 This
        table is based upon information derived from our stock records. Unless otherwise
        indicated in the footnotes to this table and subject to community property
        laws
        where applicable, we believe that each of the shareholders named in this
        table
        has sole or shared voting and investment power with respect to the shares
        indicated as beneficially owned. Except as set forth above, applicable
        percentages are based upon 15,000,000 shares of common stock outstanding
        as of
        August 30, 2006.
 
 **ITEM
        12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.**
 
 Except
        as
        otherwise indicated herein, there have been no related party transactions,
        or
        any other transactions or relationships required to be disclosed pursuant
        to
        Item 404 of Regulation S-B.
 
 **ITEM
        13. EXHIBITS**
 
 (a)List
        of documents filed
        as part of this Report:
 
 None
 
 (b)Exhibits:
 
 The
        following
        exhibits listed are filed as part of this Report:
 
 31.1
        Rule
        13a-14(a)/15d-14(a) Certification of Chief Executive Officer and Chief Financial
        Officer, Xu Han
 
 32.1
        Section
        1350 Certification, Xu Han
 
 
 **ITEM
        14. PRINCIPAL ACCOUNTANT FEES AND SERVICES**
 
 1.
        Audit
        Fees:  Aggregate
        fees billed for each of the last two (2) fiscal years for professional services
        rendered by the principal accountant for the audit of the annual financial
        statements and review of financial statements included on Form
        10-QSB:
  2007:  $5185.00
 2006:  $4181.00
  21
  2.
        Audit-Related Fees: Aggregate fees billed in each of the last two (2) fiscal
        years for assurance and related services by the principal accountant that
        are
        reasonably related to the performance of the audit or review of the financial
        statements and are not reported previously.
 
 2007:  $0
 2006:  $0
 
 3.
        Tax
        Fees: Aggregate fees billed in each of the last two (2) fiscal years for
        professional services rendered by the principal accountant for tax compliance,
        tax advice, and tax planning.
  2007:  $0
 2006:  $0
 
 4.
        All
        Other Fees: Aggregate fees billed in each of the last two (2) fiscal years
        for
        products and services provided by the principal accountant, other than the
        services previously reported.
 
 2007:  $0
 2006:  $0
 
 5.
        Audit
        Committee Pre-Approval Procedures. The Board of Directors has not, to date,
        appointed an Audit Committee.
 
 
 
  **SIGNATURES**
  Pursuant
        to the requirements of Section 13 or 15(d) of the Securities Exchange Act
        of
        1934, the Registrant has duly caused this report to be signed on its behalf
        by
        the undersigned, thereunto duly authorized, in the China, on November 14,
        2007.
 CHINA
                BIOTECHNOLOGY, INC.By:
              /s/
                Xu
                HanXu
                HanChief
                Executive Officer and Chairman of the
                Board
   Pursuant
        to the requirements of the Securities Exchange Act of 1934, this report has
        been
        signed by the following persons on behalf of the Registrant and in the
        capacities and on the dates indicated.
 
 SIGNATURE
              
              TITLE
              
              DATE/s/
                  Xu Han
              
              Director
              
              11/14/07
 
 22