<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, 1996 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:  011-852-2537-6689


         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: 82,833,414 shares
of common stock, $.001 par value, as of November 13, 1996.

Page 1 of 39 pages                                      Exhibit Index on Page 22
<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, 1996, 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 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, 1996 AND 1995
            (Amounts in thousands, except share and per share data)

<TABLE>
                                            Three Months Ended                       Nine Months Ended
                            Note               September 30,                            September 30,
                                   ------------------------------------    --------------------------------------

                                      1996          1995         1996         1996           1995         1996
                                       RMB          RMB          US$          RMB            RMB           US$
                                                (unaudited)                              (unaudited)
 <S>                                <C>            <C>         <C>         <C>           <C>            <C>
 SALES                               486,788        709,361     58,649      1,282,507     1,307,500      154,519

 COST OF SALES                      (445,430)      (685,638)   (53,666)    (1,165,224)   (1,255,379)    (140,388)
                                    --------       --------    -------     ----------    ----------     --------
                                                               
 GROSS PROFIT                         41,358         23,723      4,983        117,283        52,121       14,131
                                                               
 DEPRECIATION OF FIXED                  (484)          (625)       (58)        (1,692)       (1,817)        (204)
 ASSETS                                                        
                                                               
 SELLING AND                         (14,132)       (10,962)    (1,703)       (39,305)      (33,690)      (4,736)
 ADMINISTRATIVE EXPENSES            --------       --------    -------     ----------    ----------     --------
                                                               
                                                               
 OPERATING INCOME                     26,742         12,136      3,222         76,286        16,614        9,191
                                                               
 FINANCIAL INCOME/                   (10,122)          (975)    (1,220)       (31,798)       (3,388)      (3,831)
 (EXPENSES), NET                                               
                                                               
 OTHER INCOME/ (LOSSES),              11,127          2,488      1,341         15,370        17,940        1,852
 NET                                --------       --------    -------     ----------    ----------     --------
                                                               
 INCOME BEFORE INCOME                 27,747         13,649      3,343         59,858        31,166        7,212
 TAXES                                                         
                                                               
 INCOME TAXES                         (2,335)        (2,399)      (281)        (7,912)       (5,011)        (953)
                                    --------       --------    -------     ----------    ----------     --------
 NET INCOME BEFORE                    25,412         11,250      3,062         51,946        26,155        6,259
 MINORITY INTERESTS                                            
                                                               
 MINORITY INTERESTS                   (9,807)        (6,106)    (1,182)       (23,208)      (12,913)      (2,796)
                                    --------       --------    -------     ----------    ----------     --------
                                                               
 NET INCOME FOR THE                   15,605          5,144      1,880         28,738        13,242        3,463
 PERIOD                             ========       ========    =======     ==========    ==========     ========
                                                               
                                                               
 PRIMARY EARNINGS PER       2          0.531          0.429      0.064          0.978         1.104        0.118
 SHARE                              ========       ========    =======     ==========    ==========     ========
                                                                             
                                                               
 FULLY DILUTED EARNINGS     2          0.493          0.429      0.059          0.908         1.104        0.109
 PER SHARE                          ========       ========    =======     ==========    ==========     ========

</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, 1996 AND DECEMBER 31, 1995
                             (Amounts in thousands)
<TABLE>
<CAPTION>
                                                   SEPTEMBER 30, 1996    DECEMBER 31, 1995    SEPTEMBER 30, 1996
                                                   ------------------    -----------------    ------------------
                                                           RMB                  RMB                   US$
                                          NOTES         (UNAUDITED)          (AUDITED)            (UNAUDITED)
                                          -----
        <S>                                 <C>           <C>                  <C>                   <C>
        ASSETS

        CURRENT ASSETS

        Cash and cash equivalents                          80,670               56,942                 9,719

        Trade receivables                                 135,475               31,991                16,322

        Other receivables, deposits
        and prepayments                                   135,671               52,871                16,346
                      

        Inventories                         3             185,350              103,776                22,332
        
        Amounts due from related
           companies                                      253,871              288,503                30,587
                    

        Amount due from Farming
           Bureau                                          48,548               80,427                 5,849
                 

        Other current assets                                ---                 19,448                  ---
                                                          -------              -------               -------
        TOTAL CURRENT ASSETS                              839,585              633,958               101,155

        FIXED ASSETS                        4              21,788               21,491                 2,625
        
        INVESTMENTS                                        12,163               11,963                 1,465

        GOODWILL                                            1,055                1,076                   127
                                                          -------              -------               -------

        TOTAL ASSETS                                      874,591              668,488               105,372
                                                          =======              =======               =======
        LIABILITIES AND
        SHAREHOLDERS' EQUITY

        CURRENT LIABILITIES
        
        Bank loans                                        292,560              293,000                35,248

        Amounts due to related companies                   35,709               22,654                 4,302

        Amounts due to shareholders                           299               15,727                    36

        Accounts payable                                  149,167               39,876                17,972

        Income taxes payable                               13,873               10,265                 1,672

        Other payables and accrued
          liabilities                                      78,748               21,533                 9,488

        Short term advances                                  --                 86,917                  --
                                                          -------              -------               -------

        TOTAL CURRENT                                     570,356              489,972                68,718
         LIABILITIES

        MINORITY INTERESTS                                 97,111               74,067                11,700
                                                          -------              -------               -------

        TOTAL LIABILITIES                                 667,467              564,039                80,418
                                                          =======              =======               =======
</TABLE>





                                      -5-
<PAGE>   6

<TABLE>
<CAPTION>
                                                   SEPTEMBER 30, 1996    DECEMBER 31, 1995    SEPTEMBER 30, 1996
                                                   ------------------    -----------------    ------------------
                                                           RMB                  RMB                   US$
                                          NOTES         (UNAUDITED)          (AUDITED)            (UNAUDITED)
                                          -----
        <S>                                               <C>                  <C>                   <C>
        SHAREHOLDERS' EQUITY
        Common Stock, US$0.001 par
        value:  Authorized - 200,000,000
        shares in 1996 and 1995
        Issued and outstanding -
        76,938,640 shares in 1996 and
        12,000,000 shares in 1995                             641                  101                    77

        Preferred stock, authorized -
        10,000,000 shares in 1996 and
        1995:  Series A preferred
        stock, US$1 par value:
        Authorized, issued and
        outstanding - 6,400,000 shares
        in 1995                                               --                53,930                   --

        Series B convertible preferred
        stock, US$0.001 par value:
        Authorized - 2,500 shares in
        1996 and 1995.  Issued and
        outstanding - 300 shares in                          --                   ---                    __
        1996 and 370 shares in 1995

        Additional paid-in capital                        148,288               20,961                17,866

        Reserves                                            8,930                8,930                 1,075

        Retained earnings                                  49,265               20,527                 5,936
                                                          -------              -------               -------
        TOTAL SHAREHOLDERS' EQUITY                        207,124              104,449                24,954
                                                          -------              -------               -------

        TOTAL LIABILITIES AND                             874,591              668,488               105,372
        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    Additional
                                           Common     Preferred    Preferred       Paid-In                 Retained
                                            Stock       Stock        Stock         Capital     Reserves    Earnings     Total
                                             RMB         RMB          RMB            RMB         RMB         RMB         RMB
      <S>                                     <C>     <C>                 <C>      <C>          <C>        <C>         <C>
      Balance at December 31, 1994            101           --             --        1,407       2,657       7,625     11,790

      Issuance of 6,400,000 shares of          --       53,930             --           --          --          --     53,930
      Series A preferred stock

      Issuance of 370 shares of Series         --           --             --       19,554          --          --     19,554
      B preferred stock, net of share
      issuance costs

      Net income                               --           --             --           --          --      19,175     19,175 

      Transfer to reserves                     --           --             --           --       6,273      (6,273)        --
                                              ---     --------            ---      -------      ------     -------    -------

      Balance at December 31, 1995            101       53,930             --       20,961       8,930      20,527    104,449
    
      Issuance of 1,283 shares of              --           --             --       73,937          --          --     73,937
      Series B convertible preferred                                                                   
      stock, net of shares issuance                                                                    
      costs                                                                                            
                                                                                                       
      Issuance of 32,938,640 shares of        274           --             --         (274)         --          --         --
      common stock pursuant to the                                                                     
      conversion of 1,353 shares of                                                                    
      series B convertible preferred                                                                   
      stock                                                                                            
                                                                                                       
      Exchange of 6,400,000 shares of         266      (53,930)            --       53,664          --          --         --
      Series A preferred stock into                                                                    
      32,000,000 shares of restricted                                                                  
      common stock                                                                                     
                                                                                                       
      Net income                               --           --             --           --          --      28,738     28,738
                                              ---     --------            ---      -------      ------     -------    -------
                                                                                                 
                                                                                                 
      Balance at September 30, 1996           641           --             --      148,288       8,930      49,265    207,124
                                              ===     ========            ===      =======      ======     =======    =======
</TABLE>





                                      -7-
<PAGE>   8

              CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES

           CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
             FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                             (Amounts in thousands)


<TABLE>
<CAPTION>
                                                                    NINE MONTHS ENDED SEPTEMBER 30,
                                                           ----------------------------------------------------

                                                             1996                 1995                1996
                                                              RMB                  RMB                 US$
                                                         (UNAUDITED)          (UNAUDITED)         (UNAUDITED)
<S>                                                        <C>                   <C>                 <C>
CASH FLOWS FROM OPERATING
   ACTIVITIES:
Net income                                                   28,738               13,242               3,462
Adjustments to reconcile net income to net
   cash provided by operating activities:
      Minority interests                                     23,208               12,913               2,796
      Depreciation and amortization                           1,713                1,838                 206
      Loss on disposal of fixed assets                            5                  466                   1
Decrease/(increase) in assets:
   Trade receivables                                       (103,484)              (7,500)            (12,468)
   Other receivables, deposits and prepayments              (82,800)             (23,731)             (9,976)
   Inventories                                              (81,574)              16,589              (9,828)
   Amount due from Farming Bureau                            31,879              (17,772)              3,841
   Amounts due from related companies                        34,632              (12,083)              4,173
   Other current assets                                      19,448                 --                 2,343
Increase/(decrease) in liabilities:
   Amounts due to related companies                          13,055               (2,129)              1,573
   Accounts payable                                         109,291               11,776              13,168
   Income taxes payable                                       3,608                4,801                 435
   Other payables and accrued liabilities                    57,215                6,620               6,893
   Amounts due to Farming Bureau                              --                 (14,978)                --
                                                          ---------            ---------            ---------
Net cash provided by (used in) operating
   activities                                                54,934               (9,948)              6,619
                                                          ---------            ---------            ---------


CASH FLOWS PROVIDED BY/(USED IN)
   INVESTING ACTIVITIES:
Purchases of fixed assets                                    (1,994)              (3,530)               (240)
Purchases of investments                                       (200)                 (61)                (24)
Reduction of minority interests                                (164)                  --                 (20)
Additions to construction in progress                           --                (1,410)                --
Proceeds from sale of fixed assets                              --                 1,500                 --
                                                           --------            ---------            --------
Net cash used in investing activities                        (2,358)              (3,501)               (284)
                                                           --------            ---------            --------
</TABLE>





                                      -8-
<PAGE>   9



<TABLE>
<CAPTION>
                                                                   NINE MONTHS ENDED SEPTEMBER 30,
                                                     --------------------------------------------------------
                                                                1996                 1995                1996
                                                                 RMB                  RMB                 US$
                                                         (UNAUDITED)          (UNAUDITED)         (UNAUDITED)
<S>                                                         <C>                  <C>                 <C>
CASH FLOWS PROVIDED BY/(USED IN)
   FINANCING ACTIVITIES:
Issue of share capital less share offering costs             73,937                   --               8,908
Loans from shareholders                                         --                 4,170                 --
Repayment of loans to shareholders                          (15,428)                  --              (1,859)
Repayments of bank borrowings                                  (440)              (8,993)                (53)
Cash remitted to Farming Bureau                                 --                (1,780)                 --
Short term advances                                         (86,917)                  --             (10,472)
Loans to related companies                                      --               (22,573)                 --
Cash from repayment of loans by
   related companies                                            --                36,635                  --
                                                           --------             --------            --------
Net cash provided by/(used in) financing activities         (28,848)               7,459              (3,476)
                                                           --------             --------            --------


NET INCREASE/(DECREASE) IN CASH
   AND CASH EQUIVALENTS:                                     23,728               (5,990)              2,859
Cash and cash equivalents, at beginning of period            56,942               69,157               6,860
                                                           --------            ---------            --------
Cash and cash equivalents, at end of period                  80,670               63,167               9,719
                                                          =========            =========            ========
</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-month period ended
         September 30, 1996, is not necessarily indicative of the results that
         may be expected for the year ending December 31, 1996.  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, 1995.

2.       EARNINGS PER SHARE:

         The computation of primary earnings per share for the three months and
         nine months ended September 30, 1996, are 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
         average number of shares of common stock outstanding excludes the
         32,000,000 shares of common stock with restricted rights in receiving
         dividends or participating in the event of liquidation of the Company,
         which might otherwise be payable to holders of the Company's capital 
         stock.  The shares of restricted common stock were issued pursuant to
         an Exchange Agreement dated July 22, 1996 (Filed herewith as Exhibit 
         10.27).  The number of shares used in computing the primary earnings 
         per share and fully diluted earnings per share are 29,395,885 and
         31,635,071, respectively.

         For the three months and nine months ended September 30, 1995, primary
         earnings per share and fully diluted earnings per share are based on
         an aggregate of 12,000,000 shares of common stock outstanding.


3.       INVENTORIES:
<TABLE>
<CAPTION>
                                                               SEPTEMBER 30,        DECEMBER 31,
                                                                        1996                1995
                                                               -------------        ------------
                                                                         RMB                 RMB
                                                                 (unaudited)           (audited)
         <S>                                                        <C>                  <C>
         Inventories comprise:

         Finished goods                                             185,350              103,776
                                                                  =========            =========
</TABLE>





                                      -10-
<PAGE>   11
4.       FIXED ASSETS:
<TABLE>
<CAPTION>

                                                                            SEPTEMBER 30,        DECEMBER 31,
                                                                                     1996                1995
                                                                            -------------     ---------------
                                                                                      RMB                 RMB

                                                                              (unaudited)           (audited)
         <S>                                                                      <C>                <C>
         Cost:
            Buildings                                                               5,739               5,739
            Plant, machinery and equipment                                         11,926              10,267
            Transportation vehicles and equipment                                   8,772               8,448
                                                                                  -------            --------

                                                                                   26,437              24,454
                                                                                  -------            --------

         Accumulated depreciation:
            Buildings                                                                 941                 607
            Plant, machinery and equipment                                          2,235               1,563
            Transportation vehicles and equipment                                   1,473                 793
                                                                                  -------            --------
                                                                                    4,649               2,963
                                                                                  -------            --------

         Net book value                                                            21,788              21,491
                                                                                  =======             =======
</TABLE>


5.       SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:


<TABLE>
<CAPTION>
                                                                              NINE MONTHS ENDED SEPTEMBER 30,
                                                                              -------------------------------
                                                                                  1996                1995
                                                                                  RMB                  RMB
                                                                              (UNAUDITED)         (UNAUDITED)
         <S>                                                                      <C>              <C>
         Cash paid during the period for interest expenses                        19,959           31,191
                                                                                  ======           ======
</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, 1995 and 1996.  The data
should be read in conjunction with the unaudited Condensed Consolidated
Financial Statements of the Company and related Notes thereto:

         (Amounts in thousands)

<TABLE>
<CAPTION>
                                                                 Three months                Nine months
                                                                     ended                      ended
                                                                 September 30,              September 30,
                                                                 -------------              -------------

                                                               1996        1995          1996            1995
                                                               RMB         RMB           RMB             RMB
        <S>                                                   <C>         <C>           <C>            <C>
        Sales:

          Distribution of natural rubber
                                                              390,544     668,209         977,964      1,187,236
          Procurement of materials and
            supplies                                           96,244      41,152         304,543        120,264
                                                              -------     -------       ---------      ---------


                                                              486,788     709,361       1,282,507      1,307,500
                                                              -------     -------       ---------      ---------
          Gross profit                                         41,358      23,723         117,283         52,121
          Gross profit margin (%)                                8.50        3.34            9.14           3.99

          Income before income taxes                           27,747      13,649          59,858         31,166
          Income taxes                                         (2,335)     (2,399)         (7,912)        (5,011)
                                                              -------     -------       ---------      ---------
          Net income                                           25,412      11,250          51,946         26,155
          Minority interests                                   (9,807)     (6,106)        (23,208)       (12,913)
                                                              -------     -------       ---------      ---------

          Net income after minority
           interests                                           15,605       5,144          28,738         13,242
                                                              =======     =======       =========      =========

</TABLE>





                                      -12-
<PAGE>   13

         SALES AND GROSS PROFIT

         The Company's total sales for the nine months ended September 30,
1996, were comparable to those of 1995.  Of the total sales, the natural rubber
sales decreased by 17.6% to Rmb978 million from Rmb1,187 million for the
corresponding period in last year.  This decrease was offset by the increase in
procurement of materials and supplies by 153% to Rmb305 million from Rmb120
million for the corresponding period in last year.  The decrease in natural
rubber sales was mainly due to the decrease in the average unit selling price
from Rmb13,400 in 1995 to Rmb12,200 in 1996.  In addition, the unit sales of
rubber for the nine months ended September 30, 1996, decreased by 5.7% from the
corresponding period in fiscal 1995 because more inventories were held as of
September 30, 1996, in anticipation of the increase in selling price in the
fourth quarter when there is less rubber output.  Following the completion of
the Company's offshore private placements on March 8 and July 8, 1996, the net
proceeds raised from the offering were invested into the Company's subsidiaries
in Hainan as working capital to expand the distribution operations.  The
Company has expanded into the trading of other agricultural products, such as
coffee beans, and the corresponding sales revenue was included under the
procurement of materials and supplies.  The total sales of such agricultural
products for the nine months ended September 30, 1996, amounted to
approximately Rmb167 million, with a gross profit of approximately Rmb33
million, or a gross profit margin of 20%.  The overall gross profit margin also
increased significantly from 3.99% in fiscal 1995 to 9.14% in fiscal 1996,
which was attributable to the high gross profit margin from the trading of
agricultural products and the purchase discounts received for rubber
distribution.

         For the third quarter of fiscal 1996, total sales decreased by 31% to
Rmb487 million from Rmb709 million for the corresponding period in fiscal 1995.
The decrease was due to more rubber inventories being held as of September 30,
1996, in anticipation of the increase in selling price in the fourth quarter,
as previously discussed.  The overall gross profit margin also increased to
8.50% from 3.34% for the corresponding period in fiscal 1995 due to the reasons
mentioned above.


         SELLING AND ADMINISTRATIVE EXPENSES

         Selling and administrative expenses increased by 16.7%, or Rmb5.6
million, for the nine months ended September 30, 1996, compared to the same
period in fiscal 1995.  The increase was mainly due to increases in salaries
and staff welfare expenses, and additional selling expenses were incurred for
the distribution of the agricultural products.


         FINANCIAL EXPENSES, NET

         The net financial expenses increased by Rmb28.4 million, from Rmb3.4
million for the nine months ended September 30, 1995, to Rmb31.8 million for
the corresponding period in 1996.  The net financial expenses for the third
quarter of fiscal 1996 also increased by Rmb9.1 million as compared with the
corresponding quarter in last year.  The increase was due to the fact that less
interest income was received from related companies as a result of the overall
decrease in advances to related companies in fiscal 1996.





                                      -13-
<PAGE>   14

         OTHER INCOME/(LOSSES), NET

         Other income/(losses) mainly represented income from long term
investments, rental income and profits or losses on trading of rubber futures
contracts.  The Rmb2.6 million decrease in net income, from Rmb17.9 million for
the nine months ended September 30, 1995, to Rmb15.4 million for the same
period in fiscal 1996, was mainly due to less profits on the trading of rubber
futures contracts in fiscal 1996 compared to those of fiscal 1995.


         LIQUIDITY AND CAPITAL RESOURCES

         The Company's primary liquidity needs are to fund accounts receivable,
inventories, rubber purchase deposits and to expand business operations.  The
Company has financed its working capital requirements through a combination
of internally generated cash, short term bank borrowing and issuance of share
capital.

         Net cash provided by/(used in) operating activities was Rmb54.9
million and (Rmb9.9 million) for the nine months ended September 30, 1996 and
1995, respectively.  Net cash flows from the Operating Subsidiaries' operating
activities are attributable to the Operating Subsidiaries' income and changes
in operating assets and liabilities.

         During the nine months ended September 30, 1996, the Company issued
1,283 shares of series B convertible preferred stock at US$10,000 per share,
with a gross proceeds of US$12.83 million.  As of September 30, 1996, 300
shares of series B convertible preferred stock were still outstanding.

         There has been no other significant change in financial condition and
liquidity since the fiscal year ended December 31, 1995.  The Company believes
that the net proceeds 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 12 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:


    Exhibit No.                         Exhibit Description

       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.)





                                      -15-
<PAGE>   16


        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 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.)

       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.)

       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.)





                                      -16-
<PAGE>   17


       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.)herewith.)

       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.)





                                      -17-
<PAGE>   18


       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.)





                                      -18-
<PAGE>   19

       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.)

       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. Ltd., dated July 22, 1996
                 (Filed herewith.)
      
       11        Computation of Earnings (Loss) Per Share  (Contained in
                 Financial Statements in Part I, Item 1, hereof.)

       27.3      Financial Data Schedule (Filed herewith.)

       99.3      Press Release issued by Registrant, dated July 18, 1996 (Filed
                 with Current Report on Form 8-K dated July 8, 1996, and 
                 incorporated herein by reference.)

         (b)     During the three months ended September 30, 1996, the Company
                 filed one Current Report on Form 8-K, dated July 8, 1996.
                 That Form 8-K reported Item 5 - Other Events, disclosing the
                 completion of the Registrant's private offering of shares of
                 Series B Convertible Preferred Stock, par value $.001 per
                 share, outside of the United States in reliance upon the
                 exemption from registration provided by Regulation S,
                 promulgated under the Securities Act of 1933, as amended.  The
                 report also disclosed the issuance of a press release
                 concerning the completion of the offering, which was attached
                 thereto as Exhibit 99.3.  No financial statements were filed
                 with the report.





                                      -19-
<PAGE>   20

                                   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, 1996                     By: /s/ Li Shunxing
                                         --------------------------------
                                          Li Shunxing, President



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





                                      -20-
<PAGE>   21





                                    EXHIBITS





                                      -21-
<PAGE>   22

                                 EXHIBITS INDEX


     Exhibit No. Exhibit Description   
    ------------ ---------------------------------         

        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 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 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 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 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 incorporated 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.)

       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






                                      -22-
<PAGE>   23

                 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.)

       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.)herewith.)





                                      -23-
<PAGE>   24


       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.)

       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





                                      -24-
<PAGE>   25

                 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.)





                                      -25-
<PAGE>   26
<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. Ltd., dated July 22, 1996
                 (Filed herewith.)                                                               28

       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)                   39

       99.3      Press Release issued by Registrant, dated July 18, 1996 (filed
                 with Current Report on Form 8-K dated July 8, 1996, and incorporated
                 herein by reference.)
</TABLE>



                                      -26-