<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 MARCH 31, 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)



           Nevada                    33-5628-NY            87-0263643
(State or other jurisdiction  (Commission File Number)   (IRS Employer
     of incorporation)                                  Identification No.)


                      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: 5,779,004 shares of common
stock, $.001 par value, as of May 15, 1997.

Page 1 of 29 pages                                     Exhibit Index on Page 20



                                      

<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 March 31, 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 Zhongwei 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 "Restructuring Agreement" are to the Shareholders' Agreement
on Business Restructuring among Billion Luck, the Farming Bureau and Guilinyang
Farm, and the Assets and Staff Transfer Agreement among HARC, First Supply,
Second Supply and the Farming Bureau, both of which were effective as of
October 1, 1996.

     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 ENDED MARCH 31, 1997 AND 1996
            (Amounts in thousands, except share and per share data)


<TABLE>
<CAPTION>
                                                   Three Months Ended
                                      Note             March 31,
                                            --------------------------------
                                              1997        1996        1997
                                               RMB         RMB        US$
                                                       (unaudited)
<S>                                         <C>         <C>         <C>
SALES                                        109,398      255,120    13,181
COST OF SALES                               (101,118)    (241,021)  (12,183)
                                            --------    ---------   -------
GROSS PROFIT                                   8,280       14,099       998
DEPRECIATION OF FIXED ASSETS                    (334)        (595)      (40)
SELLING AND ADMINISTRATIVE EXPENSES           (7,459)      (9,986)     (899)
                                            --------    ---------   -------
OPERATING INCOME                                 487        3,518        59
FINANCIAL INCOME/ (EXPENSES), NET                647       (5,189)       78
OTHER INCOME                                   8,810        9,338     1,061
                                            --------    ---------   -------
INCOME BEFORE INCOME TAXES                     9,944        7,667     1,198
INCOME TAXES                                  (2,126)      (1,991)     (256)
                                            --------    ---------   -------
NET INCOME BEFORE MINORITY INTERESTS           7,818        5,676       942
MINORITY INTERESTS                            (4,437)      (3,180)     (535)
                                            --------    ---------   -------
NET INCOME FOR THE PERIOD                      3,381        2,496       407
                                            ========    =========   =======
EARNINGS PER SHARE                    2         0.60         1.73      0.07
                                            ========    =========   =======
</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 MARCH 31, 1997, AND DECEMBER 31, 1996
                             (Amounts in thousands)

<TABLE>
<CAPTION>
                                         MARCH 31, 1997  DECEMBER 31, 1996  MARCH 31, 1997
                                         --------------  -----------------  --------------
                                  NOTES       RMB               RMB              US$
                                  -----   (UNAUDITED)        (AUDITED)       (UNAUDITED)
<S>                                      <C>             <C>                <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents                       126,372            131,006          15,226
Trade receivables (allowance for doubtful
 accounts in 1996 and 1997 - nil)                32,195              4,212           3,879
Other receivables, deposits and
 prepayments                                     70,372             48,755           8,478
Inventories                         3            71,181             55,452           8,576
Amounts due from related
 companies                                      136,796            147,221          16,481
Amount due from Farming
 Bureau                                           2,280            298,570             275
                                         --------------  -----------------  --------------
TOTAL CURRENT ASSETS                            439,196            685,216          52,915
FIXED ASSETS                        4             6,931              6,504             835
INVESTMENTS                                      11,044             12,344           1,331
GOODWILL                                          1,042              1,049             126
                                         --------------  -----------------  --------------
TOTAL ASSETS                                    458,213            705,113          55,206
                                         ==============  =================  ==============
LIABILITIES AND
SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Bank loans                                          ---            292,560             ---
Amounts due to related companies                  3,025                ---             364
Amounts due to shareholders                         ---              4,976             ---
Accounts payable                                 86,524             25,848          10,425
Income taxes payable                             19,181             17,063           2,311
Other payables and accrued
 liabilities                                     20,294             43,295           2,445
                                         --------------  -----------------  --------------
TOTAL CURRENT
 LIABILITIES                                    129,024            383,742          15,545

MINORITY INTERESTS                              113,017            108,580          13,617
                                         --------------  -----------------  --------------
TOTAL LIABILITIES AND    
 MINORITY INTERESTS                             242,041            492,322          29,162
                                         ==============  =================  ==============

</TABLE>
                                      -5-

<PAGE>   6
 
<TABLE>
<CAPTION>

                                         MARCH 31, 1997  DECEMBER 31, 1996  MARCH 31, 1997
                                         --------------  -----------------  --------------
                                  NOTES       RMB               RMB              US$
                                  -----   (UNAUDITED)        (AUDITED)       (UNAUDITED)

<S>                                      <C>             <C>                <C>
SHAREHOLDERS' EQUITY
Common Stock, US$0.001 par
value: Authorized - 200,000,000
shares in 1997 and 1996;
Issued and outstanding -
5,779,004 shares in 1997 and
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 -
3,220,000 shares in 1997 and                      
1996                                                270                270              33
Additional paid-in capital                      147,194            147,194          17,734
Reserves                                         17,748             17,748           2,138
Retained earnings                                50,912             47,531           6,134
                                         --------------  -----------------  --------------
TOTAL SHAREHOLDERS' EQUITY                      216,172            212,791          26,045
                                         --------------  -----------------  --------------
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY                            458,213            795,113          55,207
                                         ==============  =================  ==============
</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                Addi-
                              Series A   Convertible  Series B    tional             Retained
                      Common  Preferred   Preferred   Preferred  Paid-In              Earn-
                      Stock     Stock       Stock       Stock    Capital   Reserves    ings     Total
                       RMB       RMB         RMB         RMB       RMB       RMB       RMB       RMB

<S>                   <C>     <C>        <C>          <C>        <C>       <C>       <C>       <C>
Balance at December     101     53,930            --         --   20,961      8,930   20,527   104,449
31, 1995                

Issuance of 1,283        --         --            --         --   72,520         --       --    72,520
shares of Series B
convertible
preferred stock,
net of shares
issuance costs          

Conversion of 1,653     383         --            --         --     (383)        --       --        --
shares of Series B
convertible
preferred stock to
4,579,004 shares of
common stock            

Exchange of             270    (53,930)           --         --   53,660         --       --        --
6,400,000 shares of
Series A preferred
stock for 
3,200,000 shares of
common stock with
substantial
restrictions
("Restricted Common
Stock")                 

Exchange of            (270)        --            --        270       --         --       --        --
3,200,000 shares of
Restricted Common
Stock for 3,200,000
shares of Series B
preferred stock        

Reverse stock          (436)        --            --         --      436         --       --        --
split, ten-to-one      

Net income               --         --            --         --       --         --   35,822    35,822

Transfer to reserves     --         --            --         --       --      8,818   (8,818)       --
                      -----   --------   -----------  ---------  -------   --------  -------   -------

Balance at December      48         --            --        270  147,194     17,748   47,531   212,791
31, 1996                 

Net income for the       --         --            --         --       --         --    3,381     3,381
period                -----   --------   -----------  ---------  -------   --------  -------   -------   
                      
Balance at March         48         --            --        270  147,194     17,748   50,912   216,272
31, 1997              =====   ========   ===========  =========  =======   ========  =======   =======   
                      
</TABLE>




                                      -7-

<PAGE>   8


              CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES

           CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
               FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996
                             (Amounts in thousands)




<TABLE>
<CAPTION>
                                                                          THREE MONTHS ENDED MARCH 31,
                                                           ----------------------------------------------------
                                                               1997                1996                1997
                                                               RMB                 RMB                 US$
                                                            (UNAUDITED)         (UNAUDITED)         (UNAUDITED)
<S>                                                        <C>                  <C>                 <C>                          
CASH FLOWS FROM OPERATING                                  
 ACTIVITIES:                                               
Net income                                                    3,381               2,496                 407
Adjustments to reconcile net income to net                 
 cash provided by/(used in) operating activities:                    
   Minority interests                                         4,437               3,180                 535
   Depreciation and amortization                                341                 602                  41
   Loss on disposal of fixed assets                              --                   5                  --
Decrease/(increase) in assets:                             
 Trade receivables                                          (27,984)            (37,411)             (3,371)
 Other receivables, deposits and prepayments                (21,616)            (79,830)             (2,604)
 Inventories                                                (15,729)             43,263              (1,895)
 Amount due from Farming Bureau                               3,730              48,138                 449
 Amounts due from related companies                          10,425                 369               1,256
 Other current assets                                            --              19,448                  --
Increase/(decrease) in liabilities:                        
 Amounts due to related companies                             3,025              (7,021)                364
 Accounts payable                                            60,676               4,775               7,310
 Income taxes payable                                         2,118               1,806                 255
 Other payables and accrued liabilities                     (23,001)             14,425              (2,771)
                                                           --------             -------             -------
Net cash provided by / (used in) operating                 
 activities                                                    (197)             14,245                 (24)
                                                           --------             -------             -------
                                                           
CASH FLOWS PROVIDED BY/(USED IN)                           
 INVESTING ACTIVITIES:                                     
Purchases of fixed assets                                      (761)             (1,207)                (92)
Additions to construction in progress                            --                  --                  --
Proceeds from sale of investments                             1,300                 300                 157
                                                           --------             -------             -------
Net cash provided by/(used in) investing activities             539                (907)                 65
                                                           --------             -------             -------
                                                           
CASH FLOWS PROVIDED BY/(USED IN)                           
 FINANCING ACTIVITIES                                      
Issue of share capital less share offering costs                 --              45,934                  --
Loans from shareholders                                          --                  --                  --
Repayment of loans to shareholders                           (4,976)            (15,426)               (599)
Repayment of bank borrowings                                     --                  --                  --
Cash remitted to Farming Bureau                                  --                  --                  --
Short term advances                                              --                 362                  --
Loans to related companies                                       --                  --                  --
Cash from repayment of loans by related companies                --                  --                  --
Net cash provided by/(used in) financing activities          (4,976)             30,870                (599)
                                                           ========             =======             =======
                                                           
NET INCREASE/(DECREASE) IN CASH AND                        
CASH EQUIVALENTS                                             (4,634)             44,208                (558)
                                                           
Cash and cash equivalents, at beginning of period           131,006              56,942              15,784
                                                           --------             -------             -------
                                                           
Cash and cash equivalents, at end of period                 126,372             101,150              15,226
                                                           ========             =======             =======
</TABLE>


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


                                     -8-
<PAGE>   9
              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 three-month period ended March 31, 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 ended
   March 31, 1997, is based on the weighted average number of shares 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 was 5,673,186.  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 ended
   March 31, 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 1,439,683 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>
                                 MARCH 31,      DECEMBER 31,
                                      1997              1996
                                 ---------      ------------
                                     RMB               RMB
                               (unaudited)        (audited)
           <S>                    <C>                <C>
    Finished goods                71,181             55,452
                                  ======             ======
</TABLE>


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


4.   FIXED ASSETS:

<TABLE>
<CAPTION>
                                          MARCH 31,     DECEMBER 31,
                                             1997              1996
                                           ------            ------
                                             RMB              RMB
                                         (unaudited)       (audited)
   <S>                                     <C>                <C>
   Cost:
    Buildings                               3,806             3,806
    Plant, machinery and equipment          1,656             1,645
    Transportation vehicles and equipment   5,014             4,264
                                           ------             -----

                                           10,476             9,715
                                           ------             -----

   Accumulated depreciation:
    Buildings                               1,925             1,711
    Plant, machinery and equipment            278               238
    Transportation vehicles and equipment   1,342             1,262
                                           ------             -----
                                            3,545             3,211
                                           ------             -----

   Net book value                           6,931             6,504
                                           ======             =====
</TABLE>



5.   SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

                                                      
                                                   
<TABLE>
<CAPTION>
                                                   THREE MONTHS ENDED MARCH 31,
                                                   --------------------------------
                                                        1997               1996
                                                        RMB                RMB
                                                     (UNAUDITED)        (UNAUDITED)
<S>                                                     <C>                <C>
Cash paid during the period for interest expenses        651               28,258
                                                        ====               ======

</TABLE>





                                      -9-

<PAGE>   10


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

     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
ended March 31, 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 single rate of exchange as quoted by the People's
Bank of China on March 31, 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 ended
                                                                        March 31,
                                                                        ---------
                                                                     1997        1996
                                                                  (unaudited) (unaudited)
                                                                      RMB         RMB
<S>                                                                  <C>       <C>
Sales:
  Distribution of natural rubber                                      96,082   233,351
  Procurement of materials and supplies                               13,316    21,769
                                                                     -------   -------
                                                                     109,398   255,120
                                                                     =======   =======
  Gross profit                                                         8,280    14,099
  Gross profit margin (%)                                               7.57      5.53
  Income before income taxes                                           9,944     7,667
  Income taxes                                                        (2,126)   (1,991)
                                                                     -------   -------
  Net income                                                           7,818     5,676
  Minority interests                                                  (4,437)   (3,180)
                                                                     -------   -------
  Net income after minority interests                                  3,381     2,496
                                                                     =======   =======
</TABLE>




                                      -10-

<PAGE>   11


     SALES AND GROSS PROFIT

     Total net sales for the quarter ended March 31, 1997 decreased by
approximately Rmb146 million (US$17.5 million) or 57.1% to approximately Rmb109
million (US$13.1 million), compared to approximately Rmb255 million (US$30.7
million) for the corresponding period in 1996.  Net sales of natural rubber
declined by approximately Rmb137 million (US$16.5 million) or 58.8% to
approximately Rmb96 million (US$11.6 million), compared to approximately Rmb233
million (US$28.1 million) for the corresponding period in 1996.  Net sales
revenue from the procurement of materials and supplies also decreased by
approximately Rmb8.5 million (US$1.0 million) or 38.8% to Rmb13.3 million
(US$1.6 million), compared to approximately Rmb21.8 million (US$2.6 million)
for the corresponding period in 1996.

     The domestic natural rubber consumption market remained rather weak
for the first quarter of fiscal 1997.  There is an over supply of natural
rubber in the domestic market as a result of excess backlog of natural rubber
inventory in the market brought forward from fiscal 1996, an influx of imported
natural rubber and a drop in worldwide rubber prices.  The domestic natural
rubber price further plummeted to approximately Rmb10,800 (US$1,301) per ton at
the quarter end compared to approximately Rmb12,000 (US$1,446)per ton at the
beginning of the quarter and approximately Rmb14,500 (US$1,747) per ton for 
the comparable period in 1996.

     In protecting the Company against the decline in domestic natural rubber
price, management has made a strategic move at the beginning of the quarter to
divert a portion of the natural rubber distribution under a non-exclusive
agency arrangement with an affiliate of the Farming Bureau (the "Affiliate").
Under this agency arrangement, the Company, by making use of its sales network,
receives a fixed percentage of commission income for every dollar of natural
rubber sales made by the Affiliate that was arranged through the sales network
of the Company.  Sales of natural rubber under agency arrangement were not
recorded by the Company as sales revenue but only the commission earned from
such sales was included under other income.  By adopting this strategy, the
Company successfully reduced the price risk associated with holding natural
rubber inventory as well as other stock holding costs.  This change in sales
strategy, together with the drop in sales quantity and domestic natural rubber
price, mainly account for the decrease in the Company's sales revenue from the
distribution of natural rubber.

     Net sales from procurement of materials and supplies remained low at the
first quarter of fiscal 1997 because of the weak consumption market.  The
Company also reduced in scope on those procurement segments with unsatisfactory
net margin contribution.  This accounts for the drop in the net sales revenue
from procurement of materials and supplies.

     Gross profit decreased by Rmb5,819,000 (US$701,084) or 41.3% to
Rmb8,280,000 (US$997,590), compared to Rmb14,099,000 (US$1,698,675) for the
corresponding period in 1996.  The drop in gross profit was mainly due to the
reduction in net sales revenue.  Gross profit margin increased by 2.1 percentage
points to 7.6% for the first quarter of fiscal 1997, compared to 5.5% for the
corresponding period in 1996.  The gross profit margin on natural rubber
distribution increased by 1.9 percentage points to 7.1% for the first quarter
ended March 31, 1997, compared with 5.2% for the corresponding period in 1996.
The improved gross margin was mainly a result of contribution from rubber
futures gain on specific hedges of natural rubber inventory held and natural
rubber purchase commitment, which was used to reduce the carrying cost of the
natural rubber inventory.  Gross profit margin from procurement of materials
supplies also increased by 2 percentage points to 11% for the first quarter of
fiscal 1997, compared to 9% for the corresponding period in 1996. The improved
gross margin was mainly a result of the management's decision to reduce those
procurements with low gross margin contribution and focus on those segments with
relatively higher gross margin contribution, such as fuels and chemicals and
fertilizers and pesticides.




                                      -11-

<PAGE>   12
     SELLING AND ADMINISTRATIVE EXPENSES

     Selling and administrative expenses decreased by Rmb2,527,000 (US$304,458)
or 25.3% to Rmb7,459,000 (US$898,675) for the first quarter of fiscal 1997,
compared with Rmb9,986,000 (US$1,203,133) for the corresponding period in 1996.
The reduction is primarily a result of the restructuring of operations
implemented with effect from the last quarter of fiscal 1996.  The
restructuring has resulted in reduced administrative overheads, staff costs and
the related welfare expenses.  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.

     NET FINANCIAL INCOME(EXPENSES)

     The Company recorded net financial income of Rmb647,000 (US$77,952) 
for the first quarter of fiscal 1997 compared to net financial expenses of
Rmb5,189,000 (US$625,181) for the corresponding period in 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, together with certain accounts receivable
from the farms and certain affiliates of 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 quarter ended March
31, 1997 represented mainly the bank interest income and the foreign exchange
gain.

     OTHER INCOME, NET

     Other income decreased by Rmb528,000 (US$63,614) or 5.7% to Rmb8,810,000 
(US$1,061,446) for the quarter ended March 31, 1997, compared with Rmb9,338,000
(US$1,125,060) for the corresponding period in 1997.  The decrease was mainly
due to less income from trading of rubber futures contracts was earned during
fiscal quarter of 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 mainly through a combination of internally
generated cash and proceeds from the offshore private placements completed in
the year 1996.  Net cash used in operating activities was Rmb197,000
(US$24,000) for the three months ended March 31, 1997. Net cash provided by
operating activities was Rmb14,245,000 (US$1,716,265) for the three months
ended March 31, 1996. The Company had a working capital surplus of
approximately Rmb310 million (US$37.3 million) as of March 31, 1997.

     On March 28, 1997 and March 31, 1997, the Company completed formal
assignments, in the aggregate, of approximately Rmb293 million (US$35.3 
million) in 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 12 months.



                                      -12-

<PAGE>   13


                          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.)


                                      -13-
<PAGE>   14

     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.)

    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



                                      -14-

<PAGE>   15

          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.)

    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.)



                                      -15-

<PAGE>   16


    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 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



                                      -16-

<PAGE>   17

          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.)

    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.)

    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.)



                                      -17-

<PAGE>   18



    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.)

    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.)

    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.)

    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.)

    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.)

    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 herewith.) 

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

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

   (b)    During the three months ended March 31, 1997, the Company filed
          no Current Reports on Form 8-K.



                                      -18-

<PAGE>   19


                                   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.




May 19, 1997                       By:/s/ Li Shunxing
                                      -------------------------------
                                      Li Shunxing, President



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











                                      -19-

<PAGE>   20


                                 EXHIBITS INDEX


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

     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.)





<PAGE>   21



    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.)

    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 



<PAGE>   22
          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.)



         
<PAGE>   23


    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
          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.)



<PAGE>   24


    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.)

    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.)

    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.)

    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.)




<PAGE>   25


    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.)

    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.)

    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.)

    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.)

    10.35 Agency Agreement on Natural Rubber Distribution between Hainan     26
          General Bureau Jin Huan Materials Supply General Company and HARC, 
          dated January 2, 1997 (certified English translation of original 
          Chinese version filed herewith.)                          
      
    11    Computation of Earnings (Loss) Per Share  (Contained
          in Financial Statements in Part I, Item 1, hereof.)

    27.1  Financial Data Schedule (Filed herewith. For SEC use only.)        29