<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D. C. 20549

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


                                    FORM 10-Q

(Mark One)

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

             FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997 OR

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

               FOR THE TRANSITION PERIOD FROM ______ TO_______

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


                        CHINA RESOURCES DEVELOPMENT, INC.
               (Exact Name of Registrant as Specified in Charter)
   
<TABLE>
<S>                              <C>                         <C>
        Nevada                          33-5628-NY               87-0263643         
(State or other jurisdiction     (Commission File Number)      (IRS Employer   
    of incorporation)                                        Identification No.)
</TABLE>                                                                   
                    
                       23/F Office Tower, Convention Plaza
                                 1 Harbour Road
                               Wanchai, Hong Kong
                    (Address of principal executive offices)

      Registrant's telephone number, including area code: 011-852-2810-7205

        Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 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 / /

        Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date: 6,029,004 shares of
common stock, $.001 par value, as of November 13, 1997.

Page 1 of 29 pages                                     Exhibit Index on Page 23


<PAGE>   2



                                 CONVENTIONS

        Unless otherwise specified, all references in this report to "U.S.
Dollars," "Dollars," "U.S.$," or "$" are to United States dollars; and all
references to "Renminbi" or "Rmb" or "yuan" are to Renminbi yuan, which is the
lawful currency of the People's Republic of China ("China" or "PRC"). The
Company and Billion Luck maintain their accounts in U.S. Dollars and Hong Kong
Dollars, respectively. HARC and the Operating Subsidiaries maintain their
accounts in Renminbi yuan. The financial statements of the Company and its
subsidiaries are prepared in Renminbi. Translations of amounts from Renminbi to
U.S. Dollars are for the convenience of the reader. Unless otherwise indicated,
any translations from Renminbi to U.S. Dollars or from U.S. Dollars to Renminbi
have been made at the single rate of exchange as quoted by the People's Bank of
China (the "PBOC Rate") on September 30, 1997, which was U.S.$1.00 = Rmb8.30.
The Renminbi is not freely convertible into foreign currencies and the quotation
of exchange rates does not imply convertibility of Renminbi into U.S. Dollars or
other currencies. All foreign exchange transactions take place either through
the Bank of China or other banks authorized to buy and sell foreign currencies
at the exchange rates quoted by the People's Bank of China. No representation is
made that the Renminbi or U.S. Dollar amounts referred to herein could have been
or could be converted into U.S. Dollars or Renminbi, as the case may be, at the
PBOC Rate or at all.

        References to "Billion Luck" refer to Billion Luck Company Ltd., a
British Virgin Islands company, which is a wholly-owned subsidiary of the
Company.

        References to "Company" and "Registrant" are to China Resources
Development, Inc., and include, unless the context requires otherwise, the
operations of Billion Luck, HARC, First Supply, and Second Supply (all as
hereinafter defined).

        References to "Farming Bureau" are to the Hainan Agricultural
Reclamation General Company, a division of the Ministry of Agriculture, the PRC
government agency responsible for matters relating to agriculture.

        References to "First Supply" are to First Goods And Materials Supply And
Sales Corporation, a company organized in the PRC and a wholly-owned subsidiary
of HARC.

        References to "Guilinyang Farm" are to Hainan Province Guilinyang State
Farm, a PRC entity which is owned and controlled by the Farming Bureau.

        References to "Hainan" are to Hainan Province of the PRC.

        References to "Hainan State Farms" are to the rubber farms in Hainan
controlled by the Farming Bureau.

         References to "HARC" are to Hainan Zhongwei Agricultural Resources
Company Limited, a company organized in the PRC, whose capital is owned 56% by
Billion Luck, 39% by the Farming Bureau and 5% by Guilinyang Farm.

        References to "Operating Subsidiaries" are to the consolidated
operations, assets and/or activities, as the context indicates, of First Supply
and Second Supply.

                                       -2-


<PAGE>   3



        References to the "PRC" or "China" are to the People's Republic of China
and include all territory claimed by or under the control of the Central
Government, except Hong Kong, Macau, and Taiwan.

        References to "Second Supply" are to Second Goods And Materials Supply
And Sales Corporation, a company organized in the PRC and a wholly-owned
subsidiary of HARC.

        References to "Tons" are to metric tons.

                                       -3-


<PAGE>   4



                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

               CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES

              CONDENSED CONSOLIDATED INCOME STATEMENTS (UNAUDITED)
     FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
             (Amounts in thousands, except share and per share data)

<TABLE>
<CAPTION>

                                                      Three Months Ended                               Nine Months Ended
                                Note                     September 30,                                   September 30,
                                         -----------------------------------------       ------------------------------------------
                                            1997           1996            1997            1997             1996          1997
                                            RMB             RMB             USD             RMB              RMB           USD
                                                         (unaudited)                                     (unaudited)
<S>                             <C>      <C>             <C>              <C>            <C>              <C>            <C>    
SALES                                     419,295         486,788          50,517         893,762         1,282,507       107,682
                                                                                                                         
COST OF SALES                            (410,396)       (445,430)        (49,445)       (860,071)       (1,165,224)     (103,623)
                                         ---------       ---------        --------       ---------      -----------     ---------
                                                                                                                         
GROSS PROFIT                                8,899          41,358           1,072          33,691           117,283         4,059
                                                                                                                         
DEPRECIATION OF                            (1,195)           (484)           (144)         (2,039)           (1,692)         (246)
FIXED ASSETS                                                                                                             
                                                                                                                         
SELLING AND                                (6,263)        (14,132)           (755)        (21,979)          (39,305)       (2,648)
ADMINISTRATIVE                           ---------       ---------        --------       ---------        ---------      --------
EXPENSES                                                                                                                 
                                                                                                                         
OPERATING INCOME                            1,441          26,742             173           9,673            76,286         1,165
                                                                                                                         
FINANCIAL INCOME/                            (859)        (10,122)           (103)             31           (31,798)            4
(EXPENSES), NET                                                                                                          
                                                                                                                         
OTHER INCOME                               19,981          11,127           2,407          38,726            15,370         4,666
                                         ---------       ---------        --------       ---------        ---------      --------
                                                                                                                         
INCOME BEFORE                              20,563          27,747           2,477          48,430            59,858         5,835
INCOME TAXES                                                                                                             
                                                                                                                         
INCOME TAXES                               (1,806)         (2,335)           (217)         (7,959)           (7,912)         (959)
                                         ---------       ---------        --------       ---------        ---------      --------
                                                                                                                         
NET INCOME BEFORE                          18,757          25,412           2,260          40,471            51,946         4,876
MINORITY INTERESTS                                                                                                       
                                                                                                                         
MINORITY INTERESTS                         (9,979)         (9,807)         (1,202)        (21,577)          (23,208)       (2,600)
                                         ---------       ---------        --------       ---------        ---------      --------
                                                                                                                         
NET INCOME FOR THE                          8,778          15,605           1,058          18,894            28,738         2,276
PERIOD                                   =========       =========        ========       =========        =========      ========
                                                                                                                         
                                                                                                                         
EARNINGS PER SHARE             2             1.46            5.31            0.18            3.19              9.78          0.38
                                         =========       =========        ========       =========        =========      ========
</TABLE>

 The accompanying notes are an integral part of these condensed consolidated
                            financial statements.

                                     -4-
                                      

<PAGE>   5

               CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEET
                 AS OF SEPTEMBER 30, 1997 AND DECEMBER 31, 1996
                             (Amounts in thousands)

<TABLE>
<CAPTION>
                                                    SEPTEMBER 30, 1997        DECEMBER 31, 1996       SEPTEMBER 30, 1997
                                                    ------------------        -----------------       ------------------
                                                            RMB                      RMB                      USD
                                        NOTES            (UNAUDITED)              (AUDITED)               (UNAUDITED)
                                      --------
ASSETS

CURRENT ASSETS

<S>                                    <C>                        <C>                     <C>                        <C>   
Cash and cash equivalents                                         127,852                 131,006                    15,404

Trade receivables                                                  10,130                   4,212                     1,220

Other receivables, deposits and                                    59,323                  48,755                     7,147
   prepayments

Inventories                               3                        69,874                  55,452                     8,419

Amounts due from related                                          143,216                 147,221                    17,255
   companies

Amount due from Farming                                             6,187                 298,570                       745
   Bureau                                                         -------                 -------                   -------
          

TOTAL CURRENT ASSETS                                              416,582                 685,216                    50,190

FIXED ASSETS                              4                         6,484                   6,504                       781

INVESTMENTS                                                        11,128                  12,344                     1,341

GOODWILL                                                            1,028                   1,049                       124
                                                                  -------                 -------                   -------

TOTAL ASSETS                                                      435,222                 705,113                    52,436
                                                                  =======                 =======                   =======

LIABILITIES AND
SHAREHOLDERS' EQUITY

CURRENT LIABILITIES

Bank loans                                                              -                 292,560                         -

Amounts due to related companies                                    8,929                       -                     1,076

Amounts due to shareholders                                           299                   4,976                        36

Accounts payable                                                   19,594                  25,848                     2,361

Income taxes payable                                               21,636                  17,063                     2,607

Other payables and accrued                                         16,623                  43,295                     2,002
  liabilities                                                     -------                 -------                   -------
                

TOTAL CURRENT                                                      67,081                 383,742                     8,082
   LIABILITIES

MINORITY INTERESTS                                                130,157                 108,580                    15,681
                                                                  -------                 -------                   -------

TOTAL LIABILITIES                                                 197,238                 492,322                    23,763
                                                                  =======                 =======                   =======
</TABLE>

                                       -5-


<PAGE>   6
<TABLE>
<CAPTION>

                                                         SEPTEMBER 30, 1997        DECEMBER 31, 1996       SEPTEMBER 30, 1997
                                                         ------------------        -----------------       ------------------
                                                                 RMB                      RMB                      USD       
                                          NOTES              (UNAUDITED)              (AUDITED)               (UNAUDITED)     
<S>                                       <C>                <C>                     <C>                        <C>
SHAREHOLDERS' EQUITY Common Stock, 
US$0.001 par value: Authorized - 
200,000,000 shares in 1997 and 1996 
Issued and outstanding  - 6,029,004 
shares in 1997 and 5,779,004 shares 
in 1996                                                      48                      48                         6
                                                        
                                                             
Preferred stock, authorized - 
10,000,000 shares in 1997 and 1996: 
Series B preferred stock, US$0.001 par 
value: Authorized 3,200,000 shares in 
1997 and 1996 Issued and outstanding - 
3,200,000 shares in 1997 and 1996                           270                     270                        33
                                                        
Additional paid-in capital                              153,493                 147,194                    18,493
                                                        
Reserves                                                 17,748                  17,748                     2,138
                                                        
Retained earnings                                        66,425                  47,531                     8,003
                                                        -------                 -------                   -------
                                                        
TOTAL SHAREHOLDERS' EQUITY                              237,984                 212,791                    28,673
                                                        -------                 -------                   -------
                                                        
TOTAL LIABILITIES AND                                   435,222                 705,113                    52,436
SHAREHOLDERS' EQUITY                                    =======                 =======                   =======
                     
</TABLE>


   The accompanying notes are an integral part of these condensed consolidated
                              financial statements.

                                       -6-


<PAGE>   7



               CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES

           CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

             (Amounts in thousands, except share and per share data)

<TABLE>
<CAPTION>
                                                             Series B
                                             Series A       Convertible       Series B                                        
                               Common        Preferred       Preferred       Preferred                                        
                                Stock          Stock           Stock           Stock                                          
                                 RMB            RMB             RMB             RMB                                           
<S>                               <C>       <C>             <C>               <C>                                           
Balance at December               48               --              --            270                                           
31, 1996                                                                                                                      
                                                                                                                              
Issuance of 250,000               --               --              --             --                                           
shares of common                                                                                                              
stock as compensation                                                                                                         
for consulting services                                                                                                       
received                                                                                                                      
                                                                                                                              
Net income for the                                                                                                            
period                                                                                                                        
                              ------        ---------      ----------         ------                                              
                                                                                                                              
                                                                                                                              
Balance at September                                                                                                          
30, 1997                          48               --              --            270                                           
                              ======        =========      ==========         ======                                          

<CAPTION>
                            
                                   Additional
                                    Paid-In                       Retained
                                    Capital         Reserves      Earnings      Total
                                      RMB             RMB            RMB         RMB
<S>                                  <C>             <C>          <C>         <C>    
Balance at December                  147,194         17,748        47,531     212,791
31, 1996                    
                            
Issuance of 250,000                    6,299          --           --           6,299
shares of common            
stock as compensation       
for consulting services     
received                    
                            
Net income for the                                                 
period                                                             18,894      18,894
                                    --------       --------      --------     -------
                            
                            
Balance at September        
30, 1997                             153,493         17,748        66,425     237,984
                                    ========       ========      ========     =======
</TABLE>


                                       -7-


<PAGE>   8



               CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES

           CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996

                             (Amounts in thousands)

<TABLE>
<CAPTION>
                                                                          NINE MONTHS ENDED SEPTEMBER 30,
                                                               --------------------------------------------------
                                                               1997                  1996                  1997
                                                                RMB                   RMB                   USD
                                                                                  (UNAUDITED)
<S>                                                            <C>                   <C>                    <C>  
CASH FLOWS FROM OPERATING
   ACTIVITIES:
Net income                                                     18,894                28,738                 2,276
Adjustments to reconcile net income to net
   cash provided by operating activities:
      Minority interests                                       21,577                23,208                 2,600
      Depreciation and amortization                             2,060                 1,713                   248
      Loss on disposal of fixed assets                            799                     5                    96
Decrease/(increase) in assets:
   Trade receivables                                           (5,918)             (103,484)                 (713)
   Other receivables, deposits and prepayments                 (4,269)              (82,800)                 (515)
   Inventories                                                (14,422)              (81,574)               (1,738)
   Amount due from Farming Bureau                                (177)               31,879                   (21)
   Amounts due from related companies                           4,005                34,632                   483
   Other current assets                                           --                 19,448                    --
Increase/(decrease) in liabilities:
   Amounts due to related companies                             8,929                13,055                 1,076
   Accounts payable                                            (6,254)              109,291                  (753)
   Income taxes payable                                         4,573                 3,608                   551
   Other payables and accrued liabilities                     (26,672)               57,215                (3,213)
                                                            ---------              ---------             ---------
Net cash provided by operating activities                       3,125                54,934                   377
                                                            ---------              ---------             --------


CASH FLOWS PROVIDED BY/(USED IN)
   INVESTING ACTIVITIES:
Purchases of fixed assets                                      (2,821)               (1,994)                 (340)
Purchases of investments                                         --                    (200)                  --
Reduction of minority interests                                  --                    (164)                  --
Proceeds from disposal of fixed assets                              3                   --                    --
Proceeds from sale of investments                               1,216                   --                    147
                                                             --------             ---------              --------
Net cash used in investing activities                          (1,602)               (2,358)                 (193)
                                                             --------             ---------              --------
</TABLE>

                                       -8-


<PAGE>   9



<TABLE>
<CAPTION>
                                                                        NINE MONTHS ENDED SEPTEMBER 30,
                                                             -----------------------------------------------------
                                                               1997                  1996                  1997
                                                                RMB                   RMB                   USD
                                                                               (UNAUDITED)
<S>                                                           <C>                  <C>                    <C>
CASH FLOWS PROVIDED BY/(USED IN)
   FINANCING ACTIVITIES:
Issue of share capital less share offering costs                   --                73,937                    --
Repayment of loans to shareholders                             (4,677)              (15,428)                 (564)
Repayments of bank borrowings                                     --                   (440)                   --
Short term advances                                               --                (86,917)                   --
                                                             --------              --------              --------
Net cash used in financing activities                          (4,677)              (28,848)                 (564)
                                                             --------              --------              --------
NET INCREASE/(DECREASE) IN CASH
   AND CASH EQUIVALENTS:                                       (3,154)               23,728                  (380)
Cash and cash equivalents, at beginning of period             131,006                56,942                15,784
                                                             --------             ---------              --------
Cash and cash equivalents, at end of period                   127,852                80,670                15,404
                                                             ========             =========              ========
</TABLE>


  The accompanying notes are an integral part of these condensed consolidated
                             financial statements.

                                       -9-


<PAGE>   10



               CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             (Amounts in thousands)

1.      BASIS OF PRESENTATION:

        The accompanying unaudited condensed consolidated financial statements
        have been prepared in accordance with generally accepted accounting
        principles for interim financial information and with the instructions
        to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not
        include all of the information and footnotes required by generally
        accepted accounting principles for complete financial statements. In the
        opinion of management, all adjustments (consisting of normal recurring
        accruals) considered necessary for a fair presentation have been
        included. Operating results for the nine months period ended September
        30, 1997, are not necessarily indicative of the results that may be
        expected for the year ending December 31, 1997. The unaudited condensed
        consolidated financial statements should be read in conjunction with the
        consolidated financial statements and footnotes thereto included in the
        Company's annual report on Form 10-K for the year ended December 31,
        1996.

2.      EARNINGS PER SHARE:

        The computation of primary earnings per share for the three months and
        nine months ended September 30, 1997, are based on the weighted average
        number of common stock outstanding after giving effect to dilutive stock
        options, which are included as common share equivalents using the
        treasury stock method and assumed to be converted to common stock. The
        number of shares used in computing the primary earnings per share for
        the three months and nine months ended September 30, 1997, were
        6,029,004 and 5,917,893 respectively. Fully diluted earnings per share
        is not materially different from primary earnings per share.

        The computation of primary earnings per share for the three months and
        nine months ended September 30, 1996, is based on the weighted average
        number of common stock outstanding after giving effect to dilutive stock
        options and Series B convertible preferred stock, which are included as
        common share equivalents using the treasury stock method and assumed to
        be converted to common stock, respectively. The number of shares used in
        computing the primary earnings per share was 2,939,589 as if the
        one-for-ten reverse stock split had been completed at the beginning of
        the period. Fully diluted earnings per share is not materially different
        from primary earnings per share.

3.      INVENTORIES:

<TABLE>
<CAPTION>
                                                                               SEPTEMBER 30,          DECEMBER 31,
                                                                                        1997                  1996
                                                                               -------------          ------------
                                                                                         RMB                   RMB
                                                                                 (unaudited)             (audited)

         <S>                                                                      <C>                    <C>   
         Finished goods                                                              69,874                 55,452
                                                                                  =========              =========
</TABLE>

        Inventories are stated at the lower of cost or market. Cost is
        determined using the first-in, first-out method.

                                      -10-


<PAGE>   11



4.      FIXED ASSETS:

<TABLE>
<CAPTION>
                                                                               SEPTEMBER 30,          DECEMBER 31,
                                                                                        1997                  1996
                                                                               -------------          ------------
                                                                                         RMB                   RMB
                                                                                 (unaudited)             (audited)
         <S>                                                                         <C>                   <C>  
         Cost:
            Buildings                                                                  3,876                 3,806
            Plant, machinery and equipment                                             1,883                 1,645
            Transportation vehicles and equipment                                      5,560                 4,264
                                                                                     -------               -------

                                                                                      11,319                 9,715
                                                                                     -------               -------
         Accumulated depreciation:
            Buildings                                                                  2,374                 1,711
            Plant, machinery and equipment                                               451                   238
            Transportation vehicles and equipment                                      2,010                 1,262
                                                                                     -------              --------
                                                                                       4,835                 3,211
                                                                                     -------              --------
         Net book value                                                                6,484                 6,504
                                                                                     =======              ========
</TABLE>

5.       SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

<TABLE>
<CAPTION>
                                                                                  NINE MONTHS ENDED SEPTEMBER 30,
                                                                                  -------------------------------
                                                                                    1997                   1996
                                                                                     RMB                    RMB
                                                                                 (UNAUDITED)           (UNAUDITED)
<S>                                                                                  <C>                  <C>   
         Cash paid during the period for interest expenses                            3,561               19,959
                                                                                     ======               ======
</TABLE>


                                      -11-


<PAGE>   12



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND
        RESULTS OF OPERATION

        RESULTS OF OPERATIONS

        The following table shows the selected unaudited condensed consolidated
income statements data of the Company and its subsidiaries for the three months
and nine months ended September 30, 1996 and 1997. The data should be read in
conjunction with the unaudited Condensed Consolidated Financial Statements of
the Company and related Notes thereto:

        The discussions below are presented in the Company's primary operating
currency which is the Renminbi Yuan ("Rmb"). For information purposes the
amounts have been translated into U.S. dollars at an exchange rate of $1.00 =
Rmb8.30 which represents the approximate single rate of exchange as quoted by
the People's Bank of China on September 30, 1997. No representation is made that
Rmb amounts could have been, or could be, converted into U.S. dollars at that
rate or any other rate.

<TABLE>
<CAPTION>
        (Amounts in thousands)

                                                                  Three months                         Nine months
                                                                      ended                               ended
                                                                   September 30,                       September 30,
                                                               ----------------------             --------------------------
                                                                1997            1996               1997               1996
                                                                RMB             RMB                RMB                RMB
<S>                                                            <C>             <C>                <C>                <C>    
Sales:

  Distribution of natural rubber
  Procurement of materials and                                 408,073         390,544            857,222            977,964
    supplies                                                    11,222          96,244             36,540            304,543
                                                               -------         -------            -------          ---------
                                                               419,295         486,788            893,762          1,282,507
                                                               -------         -------            -------          ---------
  Gross profit                                                   8,899          41,358             33,691            117,283
  Gross profit margin (%)                                         2.12            8.50               3.77               9.14

  Income before income taxes                                    20,563          27,747             48,430             59,858
  Income taxes                                                  (1,806)         (2,335)            (7,959)            (7,912)
                                                               -------          -------           -------           --------
  Net income                                                    18,757          25,412             40,471             51,946
  Minority interests                                            (9,979)         (9,807)           (21,577)           (23,208)
                                                               -------         -------            -------           --------
  Net income after minority                                      
   interests                                                     8,778          15,605             18,894             28,738
                                                               =======         =======            =======            =======
</TABLE>                                                   

                                      -12-


<PAGE>   13

        SALES AND GROSS PROFIT

        Total net sales for the third quarter of fiscal 1997 decreased by
approximately Rmb68 million (US$8 million) or 13.9% to approximately Rmb419
million (US$50 million), compared to approximately Rmb487 million (US$59
million) for the corresponding period in 1996. It was mainly due to the decrease
in net sales from procurement of materials and supplies by approximately Rmb85
million (US$10 million) or 88.3% to approximately Rmb11 million (US$1.3 million)
compared to approximately Rmb96 million (US$12 million) for the corresponding
period in 1996.

        For the nine months ended September 30, 1997, the Company's total net
sales decreased by Rmb389 million (US$47 million) or 30.3%. The net sales of
natural rubber and materials and supplies decreased by Rmb121 million (US$15
million) or 12.3% and Rmb268 million (US$32 million) or 88%, respectively, as
compared to the corresponding period in 1996.

        The domestic natural rubber consumption market remained sluggish for the
first half of fiscal 1997 and was worse in the third quarter due to the currency
crisis in Southeast Asia. Asian currencies have in recent months weakened
against the U.S. dollar, while the yuan remains relatively stable. The currency
deflation of most of the largest natural rubber producing countries like
Thailand, Indonesia and Malaysia caused a significant drop in the international
natural rubber price from approximately Rmb10,400 per ton in the first half of
fiscal 1997 to approximately Rmb9,000 per ton in the third quarter of 1997. The
average domestic natural rubber price for the nine months ended September 30,
1997, was approximately Rmb10,000 per ton compared to approximately Rmb12,000
per ton for the comparable period in 1996. Management expects that the
international rubber price will continue to drop in the next quarter and will
only become stable in early 1998.

        Net sales from procurement of materials and supplies remained low in the
first half of fiscal 1997 because of the weak consumption market. The Company
also reduced the scope of those procurement segments with unsatisfactory net
margin contribution. There was a high margin contribution from trading of
agricultural products in 1996. However, this market was not favorable in 1997 as
compared to 1996. This accounted for the drop in net sales and gross profit 
margin.

        For the nine months ended September 30, 1997, gross profit decreased by
Rmb84 million (US$10 million) or 71% to Rmb34 million (US$4 million), compared
to Rmb117 million (US$14 million) for the corresponding period in 1996. The
overall gross profit margin also decreased from 9.14% to 3.77% due to the
unsatisfactory profit margin contribution from the procurement business and the
significant drop in natural rubber price during the period.

        SELLING AND ADMINISTRATIVE EXPENSES

        For the nine months ended September 30, 1997, selling and administrative
expenses decreased by Rmb17,326,000 (US$2,087,000) or 44.1% to Rmb21,979,000
(US$2,648,000) compared to the corresponding period in fiscal 1996. The
reduction was primarily a result of the restructuring of operations implemented
effective the last quarter of fiscal 1996. The restructuring has resulted in
reduced administrative overheads, staff costs and the related welfare expenses.
Also, management exercised tighter control on the selling and administrative
expenses in view of the continued worsening of market conditions. The reduction
in operating expenses achieved through the restructuring of operations was
partially offset by the increase in legal and professional fees associated with
regulatory compliance and public relations costs incurred as a result of the
NASDAQ listing status of the Company.


                                      -13-


<PAGE>   14

        NET FINANCIAL INCOME/(EXPENSES)

        The Company recorded net financial income of Rmb31,000 (US$4,000) for
the nine months ended September 30, 1997, compared to net financial expenses of
Rmb31,798,000 (US$3,831,000) for the corresponding period in fiscal 1996. This
was primarily attributable to the reduction in bank interest expenses following
the execution of the Restructuring Agreement effective on October 1, 1996.
Pursuant to the Restructuring Agreement, all outstanding bank loans of the
Company were deemed assigned to the Farming Bureau. As a result, all bank
interest incurred by the Company commencing October 1, 1996 was recovered from
the Farming Bureau. The net financial income for the nine months ended September
30, 1997, represented mainly the bank interest income and foreign exchange gain.

        OTHER INCOME/NET

        Other income increased by Rmb23,356,000 (US$2,814,000) or 152% to
Rmb38,726,000 (US$4,666,000) for the nine months ended September 30, 1997,
compared with Rmb15,370,000 (US$1,852,000) for the corresponding period in 1996.
The increase was mainly due to more income earned from trading of rubber futures
contracts during the nine months ended September 30, 1997, as compared to that
of 1996.

        LIQUIDITY AND CAPITAL RESOURCES

        The Company's primary liquidity needs are to fund accounts receivable,
inventories and to expand business operations. The Company has financed its
working capital requirements through a combination of internally generated cash
and proceeds from the offshore private placements completed in the year 1996.
Net cash provided by the operating activities was Rmb3.1 million (US$377,000)
for the nine months ended September 30, 1997, compared to that of Rmb54.9
million (US$6.6 million) for the corresponding period in 1996. The Company had a
working capital surplus of approximately Rmb350 million (US$42.1 million) as of
September 30, 1997, compared to that of Rmb301 million (US$36.3 million) as of
December 31, 1996.

        On March 28, 1997 and March 31, 1997, the Company completed formal
assignments, in the aggregate of approximately Rmb293 million (US$35.3 million),
of bank loans to the Farming Bureau.

        There has been no other significant change in financial condition and
liquidity since the fiscal year ended December 31, 1996. The Company believes
that the net proceeds retained from its capital raising efforts, together with
internally generated funds, will be sufficient to satisfy its anticipated
working capital needs for at least the next twelve months.

                                      -14-


<PAGE>   15

                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS:

         None.

ITEM 2.  CHANGES IN SECURITIES:

         None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES:

         None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS:

         None.

ITEM 5.  OTHER INFORMATION:

         None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K:

         (a)      The following Exhibits are filed as part of this Form 10-Q 
or incorporated by reference as indicated below:

<TABLE>
<CAPTION>
     Exhibit No.                 Exhibit Description
        <S>       <C>                                                                               
        3.1       Articles of Incorporation of the Registrant, filed on January
                  15, 1986 (Filed with Annual Report on Form 10-K/A for the
                  fiscal year ended December 31, 1994, and incorporated herein
                  by reference.)

        3.2       By-laws of the Registrant (Filed with Annual Report on Form
                  10-K/A for the fiscal year ended December 31, 1994, and
                  incorporated herein by reference.)

        3.3       Certificate of Amendment of Articles of Incorporation of the
                  Registrant, filed on November 18, 1994 (Filed with Annual
                  Report on Form 10-K/A for the fiscal year ended December 31,
                  1994, and incorporated herein by reference.)

        3.4       Certificate of Amendment of Articles of Incorporation of the
                  Registrant, filed on November 18, 1994 (Filed with Annual
                  Report on Form 10-K/A for the fiscal year ended December 31,
                  1994, and incorporated herein by reference.)

        3.5       Certificate of Amendment of Articles of Incorporation of the
                  Registrant, effective March 31, 1995, and filed on June 19,
                  1995 (Filed with Quarterly Report on Form 10-Q/A for the
                  fiscal quarter ended March 31, 1995, and with Current Report
                  on Form 8-K dated June 19, 1995, and incorporated herein by
                  reference.)
</TABLE>

                                     -15-


<PAGE>   16


<TABLE>
        <S>       <C>    
        3.6       Certificate of Amendment of Articles of Incorporation of the
                  Registrant, effective December 30, 1996 (Filed with Annual
                  Report on Form 10-K for the fiscal year ended December 31,
                  1996, and incorporated herein by reference.)

        3.7       Amended and Restated By-laws of the Registrant, as amended on
                  December 30, 1996 (Filed with Annual Report on Form 10-K for
                  the fiscal year ended December 31, 1996, and incorporated
                  herein by reference.)

        4.1       Certificate of Designation of Series B Convertible Preferred
                  Stock, filed on December 13, 1995 (Filed with Current Report
                  on Form 8-K dated March 8, 1996, and incorporated herein by
                  reference.)

        4.2       Certificate of Amendment of Certificate of Designation of
                  Series B Convertible Preferred Stock, effective December 31,
                  1997 (Filed with Annual Report on Form 10-K for the fiscal
                  year ended December 31, 1996, and incorporated herein by
                  reference.)

       10.1       Assignment Agreement dated January 21, 1994, by and between
                  Hong Wah (Holdings) Limited and Billion Luck Company Ltd.
                  (Filed with Annual Report on Form 10-K/A for the fiscal year
                  ended December 31, 1994, and incorporated herein by
                  reference.)

       10.2       Contract on Investment for the Setting up of Hainan
                  Agricultural Resources Company Ltd. dated January 31, 1994, by
                  and among Hainan Province Agricultural Reclamation General
                  Company (the Farming Bureau), Hainan Province Guilinyang State
                  Farm, and Billion Luck Company Ltd. (Original Chinese version
                  with English translation filed with Annual Report on Form
                  10-K/A for the fiscal year ended December 31, 1994, and
                  incorporated herein by reference.)

       10.3       Loan Agreement dated May 10, 1994, by and among Everbright
                  Finance & Investment Co. Limited, Worlder International
                  Company Limited, Hong Wah Investment Holdings Limited,
                  Silverich Limited, Brender Services Limited, and Billion Luck
                  Company Ltd. (Filed with Annual Report on Form 10-K/A for the
                  fiscal year ended December 31, 1994, and incorporated herein
                  by reference.)

       10.4       Credit Agreement dated June 1, 1994, by and among Everbright
                  Finance & Investment Co. Limited, Worlder International
                  Company Limited, Hong Wah Investment Holdings Limited and
                  Billion Luck Company Ltd. (Filed with Annual Report on Form
                  10-K/A for the fiscal year ended December 31, 1994, and
                  incorporated herein by reference.)

       10.5       Contract on the Transfer of Share Ownership of Hainan Zhongya
                  Aluminum Co., Ltd. dated July 11, 1994, by and between Hainan
                  Province Guilinyang State Farm and Hainan Agricultural
                  Resources Co., Ltd. (Filed with Annual Report on Form 10-K/A
                  for the fiscal year ended December 31, 1994, and incorporated
                  herein by reference.)

       10.6       Letter Agreement dated August 8, 1994, by and among Everbright
                  Finance & Investment Co. Limited, Worlder International
                  Company Limited, Hong Wah Investment Holdings Limited and
                  Billion Luck Company Ltd., supplementing Credit Agreement
                  dated June 1, 1994 (Filed with Annual Report on Form 10-K/A
                  for the fiscal year ended December 31, 1994, and incorporated
                  herein by reference.)
</TABLE>

                                     -16-


<PAGE>   17


<TABLE>
       <S>        <C>

       10.7       Letter Agreement dated October 24, 1994, by and among
                  Everbright Finance & Investment Co. Limited, Worlder
                  International Company Limited, and Billion Luck Company Ltd.
                  (Filed with Annual Report on Form 10-K/A for the fiscal year
                  ended December 31, 1994, and incorporated herein by
                  reference.)

       10.8       Acquisition Agreement, by and among the Registrant and the
                  shareholders of Billion Luck Company Ltd. (Filed with Annual
                  Report on Form 10-K/A for the fiscal year ended December 31,
                  1994, and incorporated herein by reference.)

       10.9       Agreement on Service and Cooperation dated November 5, 1994,
                  by and between Hainan Province Agricultural Reclamation
                  General Company (the Farming Bureau) and Hainan Agricultural
                  Resources Company Ltd. (Original Chinese version with English
                  translation filed with Annual Report on Form 10-K/A for the
                  fiscal year ended December 31, 1994, and incorporated herein
                  by reference.)

       10.10      Land Use Agreement dated November 5, 1994, by and between
                  Hainan Province Agricultural Reclamation No. 1 Materials
                  Supply & Sales Company (First Supply) and Hainan Province
                  Agricultural Reclamation Jin Long Materials General Company
                  (Original Chinese version with certified English translation
                  filed with Annual Report on Form 10-K/A for the fiscal year
                  ended December 31, 1994, and incorporated herein by
                  reference.)

       10.11      Land Use Agreement dated November 5, 1994, by and between
                  Hainan Province Agricultural Reclamation No. 2 Materials
                  Supply & Sales Company (Second Supply) and Hainan Province
                  Agricultural Reclamation Jin Huan Materials General Company
                  (Original Chinese version with certified English translation
                  filed with Annual Report on Form 10-K/A for the fiscal year
                  ended December 31, 1994, and incorporated herein by
                  reference.)

       10.12      Long-Term Sale and Purchase Agreement dated November 5, 1994,
                  by and among Hainan Province Agricultural Reclamation General
                  Company (the Farming Bureau), Hainan Agricultural Resources
                  Company Ltd., Hainan Province Agricultural Reclamation No. 1
                  Materials Supply & Marketing Company (First Supply), and
                  Hainan Province Agricultural Reclamation No. 2 Materials
                  Supply & Marketing Company (Second Supply) (Original Chinese
                  version with English translation filed with Annual Report on
                  Form 10-K/A for the fiscal year ended December 31, 1994, and
                  incorporated herein by reference.)

       10.13      Agreement on Assignment of Accounts Receivable dated November
                  5, 1994, by and among Hainan Province Agricultural Reclamation
                  General Company (the Farming Bureau), Billion Luck Company
                  Ltd., Hainan Province Guilinyang State Farm, Hainan
                  Agricultural Resources Company Ltd., Hainan Province
                  Agricultural Reclamation No. 1 Materials Supply & Marketing
                  Company (First Supply), and Hainan Province Agricultural
                  Reclamation No. 2 Materials Supply & Marketing Company (Second
                  Supply) (Original Chinese version with English translation
                  filed with Annual Report on Form 10-K/A for the fiscal year
                  ended December 31, 1994, and incorporated herein by
                  reference.)

       10.14      Rental Agreement, by and between General Bureau of Hainan 
                  State Farms (the Farming Bureau) and Hainan Agricultural
                  Resources Company Limited (Original Chinese version
</TABLE>

                                     -17-


<PAGE>   18


<TABLE>
       <S>        <C>    
                  with English Translation filed with Annual Report on Form
                  10-K/A for the fiscal year ended December 31, 1994, and
                  incorporated herein by reference.)

       10.15      Guaranty Agreement, by and among Hainan Province Agricultural
                  Reclamation General Company (the Farming Bureau), Hainan
                  Agricultural Reclamation No. 1 Materials Supply & Sales
                  Company (First Supply) and Hainan Agricultural Reclamation No.
                  2 Materials Supply & Sales Company (Second Supply) (Original
                  Chinese version with certified English Translation filed with
                  Annual Report on Form 10-K/A for the fiscal year ended
                  December 31, 1994, and incorporated herein by reference.)

       10.16      Financial Consulting Agreement dated February 1, 1994, by and
                  between Brender Services Limited and Billion Luck Company
                  Ltd., and Extension Agreement dated November 1, 1994, by and
                  between Brender Services Limited and Billion Luck Company Ltd.
                  (Filed with Annual Report on Form 10-K/A for the fiscal year
                  ended December 31, 1994, and incorporated herein by
                  reference.)

       10.17      Exchange Agreement, by and among the Registrant, Hong Wah
                  Investment Holdings Limited, Everbright Finance & Investment
                  Co. Ltd., Worlder International Company Limited and Silverich
                  Limited, executed as of March 31, 1995 (Filed with Quarterly
                  Report on Form 10-Q/A for the fiscal quarter ended March 31,
                  1995, and incorporated herein by reference.)

       10.18      China Resources Development, Inc., 1995 Stock Option Plan,
                  adopted as of March 31, 1995 (Filed with Quarterly Report on
                  Form 10-Q/A for the fiscal quarter ended March 31, 1995, and
                  the Current Report on Form 8-K dated June 19, 1995, and
                  incorporated herein by reference.)

       10.19      Consulting Agreement between the Registrant and Brender
                  Services Limited, dated April 30, 1995 (Filed with Quarterly
                  Report on Form 10-Q for the fiscal quarter ended June 30,
                  1995, and incorporated herein by reference.)

       10.20      Letter dated June 1, 1995, extending the repayment date to
                  December 31, 1995, for loans extended to Billion Luck by
                  Everbright Finance & Investment Co. Limited, Worlder
                  International Company Limited and Hong Wah Investment Holdings
                  Limited, pursuant to Credit Agreement dated June 1, 1994
                  (Filed with Quarterly Report on Form 10-Q for the fiscal
                  quarter ended September 30, 1995, and incorporated herein by
                  reference.)

       10.21      Agreement on Administrative Expenses Apportionment between
                  First Supply and Jin Ling Corporation, dated March 15, 1995
                  (Original Chinese version with English translation filed with
                  Annual Report on Form 10-K for the fiscal year ended December
                  31, 1995, and incorporated herein by reference.)

       10.22      Agreement on Administrative Expenses Apportionment between
                  Second Supply and Jin Huan Corporation, dated March 15, 1995
                  (Original Chinese version with English translation filed with
                  Annual Report on Form 10-K for the fiscal year ended December
                  31, 1995, and incorporated herein by reference.)

       10.23      Agreement on Rubber Purchase Deposits among HARC, First Supply, 
                  Second Supply and the Farming Bureau, dated March 30, 1995 
                  (Original Chinese version with English
</TABLE>

                                      -18-


<PAGE>   19

<TABLE>
       <S>        <C>    
                  translation filed with Annual Report on Form 10-K for the
                  fiscal year ended December 31, 1995, and incorporated herein
                  by reference.)

       10.24      Employment Agreement between Billion Luck and Han Jian Zhun,
                  dated August 1, 1995 (Filed with Annual Report on Form 10-K
                  for the fiscal year ended December 31, 1995, and incorporated
                  herein by reference.)

       10.25      Employment Agreement between Billion Luck and Li Fei Lie,
                  dated August 1, 1995 (Filed with Annual Report on Form 10-K
                  for the fiscal year ended December 31, 1995, and incorporated
                  herein by reference.)

       10.26      Contract on Investment in the Xilian Timber Mill between HARC
                  and the State-Run Xilian Farm of Hainan Province dated July 7,
                  1994, and Supplementary Agreement dated December 24, 1994
                  (Original Chinese version with English translation filed with
                  Annual Report on Form 10-K for the fiscal year ended December
                  31, 1995, and incorporated herein by reference.)

       10.27      Exchange Agreement, by and between the Registrant and
                  Everbright Finance & Investment Co. Limited, dated July 22,
                  1996 (Filed with Quarterly Report on Form 10-Q for the fiscal
                  quarter ended September 30, 1996, and incorporated herein by
                  reference.)

       10.28      Loan Agreement between HARC and the Farming Bureau, dated
                  March 25, 1996, and the supplementary agreement dated December
                  31, 1996 (Certified English translation of original Chinese
                  version filed with Annual Report on Form 10-K/A for the fiscal
                  year ended December 31, 1996, and incorporated herein by
                  reference.)

       10.29      Loan Agreement between HARC and the Registrant, dated March
                  25, 1996 (Certified English translation of original Chinese
                  version filed with Annual Report on Form 10-K/A for the fiscal
                  year ended December 31, 1996, and incorporated herein by
                  reference.)

       10.30      Rental Agreement between HARC and the Hainan Farming Bureau
                  Testing Center, dated August 9, 1996 (Certified English
                  translation of original Chinese version filed with Annual
                  Report on Form 10-K for the fiscal year ended December 31,
                  1996, and incorporated herein by reference.)

       10.31      Shareholders' Agreement on Business Restructuring among the
                  Farming Bureau, Guilinyang Farm and Billion Luck, dated as of
                  October 1, 1996 (Certified English translation of original
                  Chinese version filed with Annual Report on Form 10-K for the
                  fiscal year ended December 31, 1996, and incorporated herein
                  by reference.)

       10.32      Assets and Staff Transfer Agreement among the Farming Bureau,
                  HARC, First Supply and Second Supply, dated as of October 1,
                  1996 (Certified English translation of original Chinese
                  version filed with Annual Report on Form 10-K for the fiscal
                  year ended December 31, 1996, and incorporated herein by
                  reference.)

       10.33      Exchange Agreement, by and between the Registrant and
                  Everbright Finance & Investment Co. Limited, dated December
                  31, 1996 (Filed with Annual Report on Form 10-K for the fiscal
                  year ended December 31, 1996, and incorporated herein by
                  reference.)
</TABLE>

                                      -19-


<PAGE>   20

<TABLE>
       <S>        <C>    
       10.34      China Resources Development, Inc., Amended and Restated 1995
                  Stock Option Plan, as amended on December 30, 1996 (Filed with
                  Annual Report on Form 10-K for the fiscal year ended December
                  31, 1996, and incorporated herein by reference.)

       10.35      Agency Agreement on Natural Rubber Distribution between Hainan
                  General Bureau Jin Huan Materials Supply General Company and
                  HARC, dated January 2, 1997 (Certified English translation of
                  original Chinese version filed with Quarterly Report on Form
                  10-Q for the fiscal quarter ended March 31, 1997, and
                  incorporated herein by reference.)

       10.36      Advertising and Media Agreement by and between the Registrant
                  and Marketing Direct Concepts, Inc., dated April 1, 1997
                  (Filed with Quarterly Report on Form 10-Q for the fiscal
                  quarter ended June 30, 1997, and incorporated herein by
                  reference.)

       10.37      Financial Consulting Agreement by and between the Registrant
                  and Integrated Capital Development Group, Inc., dated May 1,
                  1997 (Filed with Quarterly Report on Form 10-Q for the fiscal
                  quarter ended June 30, 1997, and incorporated herein by
                  reference.)

       11         Computation of Earnings (Loss) Per Share (Contained in 
                  Financial Statements in Part I, Item 1, hereof.)

       27.3       Financial Data Schedule (Filed herewith. For SEC use only.)

         (b)      During the three months ended September 30, 1997, the Company
                  filed no Current Reports on Form 8-K.

</TABLE>
                                      -20-


<PAGE>   21



                                   SIGNATURES

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

                               CHINA RESOURCES DEVELOPMENT, INC.



November 13, 1997              By:/s/ Li Shunxing
                                ---------------------------------------------
                                  Li Shunxing, President

                               By:/s/ Tam Cheuk Ho
                                  -------------------------------------------
                                  Tam Cheuk Ho, Chief Financial Officer

                                      -21-


<PAGE>   22



                                    EXHIBITS









                                      -22-


<PAGE>   23



                                 EXHIBITS INDEX


<TABLE>
<CAPTION>
     Exhibit No.              Exhibit Description                                Page No.
     -----------              -------------------                                --------
        <S>       <C>                                                               <C>     
        3.1     Articles of Incorporation of the Registrant, filed on January
                15, 1986 (Filed with Annual Report on Form 10-K/A for the fiscal
                year ended December 31, 1994, and incorporated herein by
                reference.)

        3.2     By-laws of the Registrant (Filed with Annual Report on Form
                10-K/A for the fiscal year ended December 31, 1994, and
                incorporated herein by reference.)

        3.3     Certificate of Amendment of Articles of Incorporation of the
                Registrant, filed on November 18, 1994 (Filed with Annual Report
                on Form 10-K/A for the fiscal year ended December 31, 1994, and
                incorporated herein by reference.)

        3.4     Certificate of Amendment of Articles of Incorporation of the
                Registrant, filed on November 18, 1994 (Filed with Annual Report
                on Form 10-K/A for the fiscal year ended December 31, 1994, and
                incorporated herein by reference.)

        3.5     Certificate of Amendment of Articles of Incorporation of the
                Registrant, effective March 31, 1995, and filed on June 19, 1995
                (Filed with Quarterly Report on Form 10-Q/A for the fiscal
                quarter ended March 31, 1995, and with Current Report on Form
                8-K dated June 19, 1995, and incorporated herein by reference.)

        3.6     Certificate of Amendment of Articles of Incorporation of the
                Registrant, effective December 30, 1996 (Filed with Annual
                Report on Form 10-K for the fiscal year ended December 31, 1996,
                and incorporated herein by reference.)

        3.7     Amended and Restated By-laws of the Registrant, as amended on
                December 30, 1996 (Filed with Annual Report on Form 10-K for the
                fiscal year ended December 31, 1996, and incorporated herein by
                reference.)

        4.1     Certificate of Designation of Series B Convertible Preferred
                Stock, filed on December 13, 1995 (Filed with Current Report on
                Form 8-K dated March 8, 1996, and incorporated herein by
                reference.)

        4.2     Certificate of Amendment of Certificate of Designation of
                Series B Convertible Preferred Stock, effective December 31,
                1997 (Filed with Annual Report on Form 10-K for the fiscal year
                ended December 31, 1996, and incorporated herein by reference.)

       10.1     Assignment Agreement dated January 21, 1994, by and between
                Hong Wah (Holdings) Limited and Billion Luck Company Ltd. (Filed
                with Annual Report on Form 10-K/A for the fiscal year ended
                December 31, 1994, and incorporated herein by reference.)
</TABLE>

                                      -23-


<PAGE>   24
<TABLE>
       <S>      <C>                                                                       <C>                     
       10.2     Contract on Investment for the Setting up of Hainan                  
                Agricultural Resources Company Ltd. dated January 31, 1994, by
                and among Hainan Province Agricultural Reclamation General
                Company (the Farming Bureau), Hainan Province Guilinyang State
                Farm, and Billion Luck Company Ltd. (Original Chinese version
                with English translation filed with Annual Report on Form 10-K/A
                for the fiscal year ended December 31, 1994, and incorporated
                herein by reference.)

       10.3     Loan Agreement dated May 10, 1994, by and among Everbright
                Finance & Investment Co. Limited, Worlder International Company
                Limited, Hong Wah Investment Holdings Limited, Silverich
                Limited, Brender Services Limited, and Billion Luck Company Ltd.
                (Filed with Annual Report on Form 10-K/A for the fiscal year
                ended December 31, 1994, and incorporated herein by reference.)

       10.4     Credit Agreement dated June 1, 1994, by and among Everbright
                Finance & Investment Co. Limited, Worlder International Company
                Limited, Hong Wah Investment Holdings Limited and Billion Luck
                Company Ltd. (Filed with Annual Report on Form 10-K/A for the
                fiscal year ended December 31, 1994, and incorporated herein by
                reference.)

       10.5     Contract on the Transfer of Share Ownership of Hainan Zhongya
                Aluminum Co., Ltd. dated July 11, 1994, by and between Hainan
                Province Guilinyang State Farm and Hainan Agricultural Resources
                Co., Ltd. (Filed with Annual Report on Form 10-K/A for the
                fiscal year ended December 31, 1994, and incorporated herein by
                reference.)

       10.6     Letter Agreement dated August 8, 1994, by and among Everbright
                Finance & Investment Co. Limited, Worlder International Company
                Limited, Hong Wah Investment Holdings Limited and Billion Luck
                Company Ltd., supplementing Credit Agreement dated June 1, 1994
                (Filed with Annual Report on Form 10-K/A for the fiscal year
                ended December 31, 1994, and incorporated herein by reference.)

       10.7     Letter Agreement dated October 24, 1994, by and among
                Everbright Finance & Investment Co. Limited, Worlder
                International Company Limited, and Billion Luck Company Ltd.
                (Filed with Annual Report on Form 10-K/A for the fiscal year
                ended December 31, 1994, and incorporated herein by reference.)

       10.8     Acquisition Agreement, by and among the Registrant and the
                shareholders of Billion Luck Company Ltd. (Filed with Annual
                Report on Form 10-K/A for the fiscal year ended December 31,
                1994, and incorporated herein by reference.)

       10.9     Agreement on Service and Cooperation dated November 5, 1994,
                by and between Hainan Province Agricultural Reclamation General
                Company (the Farming Bureau) and Hainan Agricultural Resources
                Company Ltd. (Original Chinese version with English translation
                filed with Annual Report on Form 10-K/A for the fiscal year
                ended December 31, 1994, and incorporated herein by reference.)
</TABLE>

                                      -24-


<PAGE>   25
<TABLE>
       <S>      <C>                                                                             <C>
       10.10    Land Use Agreement dated November 5, 1994, by and between                       
                Hainan Province Agricultural Reclamation No. 1 Materials Supply
                & Sales Company (First Supply) and Hainan Province Agricultural
                Reclamation Jin Long Materials General Company (Original Chinese
                version with certified English translation filed with Annual
                Report on Form 10-K/A for the fiscal year ended December 31,
                1994, and incorporated herein by reference.)

       10.11    Land Use Agreement dated November 5, 1994, by and between Hainan
                Province Agricultural Reclamation No. 2 Materials Supply & Sales
                Company (Second Supply) and Hainan Province Agricultural
                Reclamation Jin Huan Materials General Company (Original Chinese
                version with certified English translation filed with Annual
                Report on Form 10-K/A for the fiscal year ended December 31,
                1994, and incorporated herein by reference.)

       10.12    Long-Term Sale and Purchase Agreement dated November 5, 1994, by
                and among Hainan Province Agricultural Reclamation General
                Company (the Farming Bureau), Hainan Agricultural Resources
                Company Ltd., Hainan Province Agricultural Reclamation No. 1
                Materials Supply & Marketing Company (First Supply), and Hainan
                Province Agricultural Reclamation No. 2 Materials Supply &
                Marketing Company (Second Supply) (Original Chinese version with
                English translation filed with Annual Report on Form 10-K/A for
                the fiscal year ended December 31, 1994, and incorporated herein
                by reference.)

       10.13    Agreement on Assignment of Accounts Receivable dated November 5,
                1994, by and among Hainan Province Agricultural Reclamation
                General Company (the Farming Bureau), Billion Luck Company Ltd.,
                Hainan Province Guilinyang State Farm, Hainan Agricultural
                Resources Company Ltd., Hainan Province Agricultural Reclamation
                No. 1 Materials Supply & Marketing Company (First Supply), and
                Hainan Province Agricultural Reclamation No. 2 Materials Supply
                & Marketing Company (Second Supply) (Original Chinese version
                with English translation filed with Annual Report on Form 10-K/A
                for the fiscal year ended December 31, 1994, and incorporated
                herein by reference.)

       10.14    Rental Agreement, by and between General Bureau of Hainan
                State Farms (the Farming Bureau) and Hainan Agricultural
                Resources Company Limited (Original Chinese version with English
                Translation filed with Annual Report on Form 10-K/A for the
                fiscal year ended December 31, 1994, and incorporated herein by
                reference.)

       10.15    Guaranty Agreement, by and among Hainan Province Agricultural                 
                Reclamation General Company (the Farming Bureau), Hainan
                Agricultural Reclamation No. 1 Materials Supply & Sales Company
                (First Supply) and Hainan Agricultural Reclamation No. 2
                Materials Supply & Sales Company (Second Supply) (Original
                Chinese version with certified English Translation filed with
                Annual Report on Form 10-K/A for the fiscal year ended December
                31, 1994, and incorporated herein by reference.)
</TABLE>

                                     -25-
<PAGE>   26

<TABLE>
       <S>        <C>                                                                        <C>
       10.16    Financial Consulting Agreement dated February 1, 1994, by and
                between Brender Services Limited and Billion Luck Company Ltd.,
                and Extension Agreement dated November 1, 1994, by and between
                Brender Services Limited and Billion Luck Company Ltd. (Filed
                with Annual Report on Form 10-K/A for the fiscal year ended
                December 31, 1994, and incorporated herein by reference.)

       10.17    Exchange Agreement, by and among the Registrant, Hong Wah
                Investment Holdings Limited, Everbright Finance & Investment Co.
                Ltd., Worlder International Company Limited and Silverich
                Limited, executed as of March 31, 1995 (Filed with Quarterly
                Report on Form 10-Q/A for the fiscal quarter ended March 31,
                1995, and incorporated herein by reference.)

       10.18    China Resources Development, Inc., 1995 Stock Option Plan,
                adopted as of March 31, 1995 (Filed with Quarterly Report on
                Form 10-Q/A for the fiscal quarter ended March 31, 1995, and the
                Current Report on Form 8-K dated June 19, 1995, and incorporated
                herein by reference.)

       10.19    Consulting Agreement between the Registrant and Brender
                Services Limited, dated April 30, 1995 (Filed with Quarterly
                Report on Form 10-Q for the fiscal quarter ended June 30, 1995,
                and incorporated herein by reference.)

       10.20    Letter dated June 1, 1995, extending the repayment date to
                December 31, 1995, for loans extended to Billion Luck by
                Everbright Finance & Investment Co. Limited, Worlder
                International Company Limited and Hong Wah Investment Holdings
                Limited, pursuant to Credit Agreement dated June 1, 1994 (Filed
                with Quarterly Report on Form 10-Q for the fiscal quarter ended
                September 30, 1995, and incorporated herein by reference.)

       10.21    Agreement on Administrative Expenses Apportionment between
                First Supply and Jin Ling Corporation, dated March 15, 1995
                (Original Chinese version with English translation filed with
                Annual Report on Form 10-K for the fiscal year ended December
                31, 1995, and incorporated herein by reference.)

       10.22    Agreement on Administrative Expenses Apportionment between
                Second Supply and Jin Huan Corporation, dated March 15, 1995
                (Original Chinese version with English translation filed with
                Annual Report on Form 10-K for the fiscal year ended December
                31, 1995, and incorporated herein by reference.)

       10.23    Agreement on Rubber Purchase Deposits among HARC, First
                Supply, Second Supply and the Farming Bureau, dated March 30,
                1995 (Original Chinese version with English translation filed
                with Annual Report on Form 10-K for the fiscal year ended
                December 31, 1995, and incorporated herein by reference.)

       10.24    Employment Agreement between Billion Luck and Han Jian Zhun,
                dated August 1, 1995 (Filed with Annual Report on Form 10-K for
                the fiscal year ended December 31, 1995, and incorporated herein
                by reference.)
</TABLE>

                                      -26-


<PAGE>   27

<TABLE>
       <S>      <C>                                                                                       <C>
       10.25    Employment Agreement between Billion Luck and Li Fei Lie,
                dated August 1, 1995 (Filed with Annual Report on Form 10-K for
                the fiscal year ended December 31, 1995, and incorporated herein
                by reference.)

       10.26    Contract on Investment in the Xilian Timber Mill between HARC
                and the State-Run Xilian Farm of Hainan Province dated July 7,
                1994, and Supplementary Agreement dated December 24, 1994
                (Original Chinese version with English translation filed with
                Annual Report on Form 10-K for the fiscal year ended December
                31, 1995, and incorporated herein by reference.)

       10.27    Exchange Agreement, by and between the Registrant and
                Everbright Finance & Investment Co. Limited, dated July 22, 1996
                (Filed with Quarterly Report on Form 10-Q for the fiscal quarter
                ended September 30, 1996, and incorporated herein by reference.)

       10.28    Loan Agreement between HARC and the Farming Bureau, dated
                March 25, 1996, and the supplementary agreement dated December
                31, 1996 (Certified English translation of original Chinese
                version filed with Annual Report on Form 10-K/A for the fiscal
                year ended December 31, 1996, and incorporated herein by
                reference.)

       10.29    Loan Agreement between HARC and the Registrant, dated March
                25, 1996 (Certified English translation of original Chinese
                version filed with Annual Report on Form 10-K/A for the fiscal
                year ended December 31, 1996, and incorporated herein by
                reference.)

       10.30    Rental Agreement between HARC and the Hainan Farming Bureau
                Testing Center, dated August 9, 1996 (Certified English
                translation of original Chinese version filed with Annual Report
                on Form 10-K for the fiscal year ended December 31, 1996, and
                incorporated herein by reference.)

       10.31    Shareholders' Agreement on Business Restructuring among the
                Farming Bureau, Guilinyang Farm and Billion Luck, dated as of
                October 1, 1996 (Certified English translation of original
                Chinese version filed with Annual Report on Form 10-K for the
                fiscal year ended December 31, 1996, and incorporated herein by
                reference.)

       10.32    Assets and Staff Transfer Agreement among the Farming Bureau,
                HARC, First Supply and Second Supply, dated as of October 1,
                1996 (Certified English translation of original Chinese version
                filed with Annual Report on Form 10-K for the fiscal year ended
                December 31, 1996, and incorporated herein by reference.)

       10.33    Exchange Agreement, by and between the Registrant and
                Everbright Finance & Investment Co. Limited, dated December 31,
                1996 (Filed with Annual Report on Form 10-K for the fiscal year
                ended December 31, 1996, and incorporated herein by reference.)

       10.34    China Resources Development, Inc., Amended and Restated 1995 Stock
                Option Plan, as amended on December 30, 1996 (Filed with Annual
                Report
</TABLE>


                                      -27-


<PAGE>   28

<TABLE>
       <S>       <C>                                                                             <C>
                on Form 10-K for the fiscal year ended December 31, 1996, and
                incorporated herein by reference.)

       10.35    Agency Agreement on Natural Rubber Distribution between Hainan
                General Bureau Jin Huan Materials Supply General Company and
                HARC, dated January 2, 1997 (Certified English translation of
                original Chinese version filed with Quarterly Report on Form
                10-Q for the fiscal quarter ended March 31, 1997, and
                incorporated herein by reference.)

       10.36    Advertising and Media Agreement by and between the Registrant
                and Marketing Direct Concepts, Inc., dated April 1, 1997 (Filed
                with Quarterly Report on Form 10-Q for the fiscal quarter ended
                June 30, 1997, and incorporated herein by reference.)

       10.37    Financial Consulting Agreement by and between the Registrant
                and Integrated Capital Development Group, Inc., dated May 1,
                1997 (Filed with Quarterly Report on Form 10-Q for the fiscal
                quarter ended June 30, 1997, and incorporated herein by
                reference.)

       11       Computation of Earnings (Loss) Per Share  (Contained in Financial
                Statements in Part I, Item 1, hereof.)

       27.3     Financial Data Schedule (Filed herewith. For SEC use only.)                        29
</TABLE>


                                      -28-