Exhibit 10.6


    Exhibit
      10.6

    


    Construction
      Agreement

    


    


    Party
      A:
      Shannxi Kai Da Lv You Gu Wen You Xian Gong Si

    Address:
      Hongguan Road, Xi’an City.

    Postcode:710086

    Telephone:029-84368561

     

    Party
      B:
      Wu, Lianshe

    Address:
      Qindu District, Xianyang City, Shaanxi Province

    Postcode:
      712000

    ID
      Card
      No.:610402560325181

    


    After
      the
      consultation, Party B takes the design task of 4A level reconstruction project
      of the Theme Park of E Pang Gong Palace, and the two parties come into the
      agreement as following:

    1.     The
      reconstruction place, area and the design contents:

    1.1   The
      reconstruction project place: the Theme Park and hotel

    1.2    The
      reconstruction area: 540,000 m2 .

    1.3   The
      design contents and standard: international 4A level.

    2.     The
      obligations of Party A:

    2.1    Providing
      Party B with the prospectus proved by the relevant superior governmental
      department before October 1. 2005.

    2.2   Providing
      Party B with he document of agreement about raw material (or resource report
      authorized), fuel, water, electricity, traffic and so on, the reconnaissance
      data that can satisfy the original planning requirement, the technique data
      through scientific research..

    2.3   Being
      responsible for the approval for every stage of the reconstruction.

    2.4   Being
      responsible for the fees of trip and bussiness caused by the outside experiment
      because of the technical need.

    2.5   Providing
      Party B the necessary room for living and dining (fees beared by Party
      B).

    2.6   Protecting
      the intellectual property of Party B and not delivering it to any third
      party.

    3.     The
      obligations of Party B:

    3.1    Selecting
      the experienced designing staff for the project who succeeded many
      designs.

    3.2   Providing
      Party A with the designing document within the scheduled time.

    3.2.1     Delivering
      the draft plan (4 versions) of the reconstruction project before October 31,
      2005.

    3.2.2     Delivering
      the final plan (4 versions) of the reconstruction project before November 20,
      2005.

    3.2.3     Delivering
      the working drawing (4 versions) together with the final plan of the
      reconstruction project before October 31, 2005. if Party A needs more copies
      of
      the drawing and the making mode, both parties can consulting for the additional
      fees.

    3.2.4     Delivering
      the budget document of the reconstruction project and the relevant material
      before November 25, 2005.

    3.3   Carrying
      out the project design strictly with the proved prospectus and the 4level
      standard, and getting consent when making any change.

    3.4   Revising
      the draft plan and the final plan again and again based on the suggestion of
      Party A and relevant department till getting the final approval by the
      authority.

     

    
      
         

      

      
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    3.5   Bearing
      any additional fee related to the design but exceeds the pay by Party
      A.

    4.     Design
      revision, approval and termination:

    4.1   Once
      the
      project design is proved by the authority, it means that Party B has finished
      its task. If Party A require to amend the design of construction, it has to
      get
      the consent from the authority and get the relevant document, then consult
      with
      Party B of the revision contract and the design fee.

    4.2   The
      fee
      standard of the significant change to the design: increase the design fee RMB
      5,000 per working day (or pusuant to the percentage of the revising work volume
      in the design stage).

    4.3   Party
      A,
      if want to stop the design during the working period, shall inform the other
      party in time, and cannot get the paied fee back..

    5.     Design
      fee and pay date:

    5.1   Party
      A
      shall pay an aggregate of $US150,000 or 600,000 share which can be freely traded
      on American stock market.

    5.2   After
      signing the contract, Party A shall anticipate $US30,000 of the aggregate $
      US150,000; and pay the left amount within 10 working days after receiving the
      revised draft and the working drawing. If using share, Party A shall pay 600,000
      share within 10 working days after receiving the revised draft and the working
      drawing, and Party B shall return the $US30,000 to Party A when receiving the
      600,000 share.

    6.   
      Encouragement and default provision

    6.1
      If he
      construction investment could be saved in rational controlled number because
      Party B adopts advanced technology and rational suggestion, Party B could deduct
      5% from the saved investment as bonus.

    6.2  
      If Party B cannot work or redesign because Party A did not provide concerning
      design data timely and exactly, Party B could postpone the delivered date and
      get redesign fee calculated with actual losing day and RMB2,000 every day paid
      by Party A.

    6.3  
      Party A pays penalty bonds according to the Bank’s regulation of delayed
      payments if Party A cannot pay according to the contract.

    6.4  
      Because of delaying the delivered date, Party B should pay the penalty bonds
      to
      Party A which is 3% from design fee every postponed day.

    6.5  
      Party B should continue to perfect the design if the rework could attributed
      to
      his bad design and reduce or remit the design fee according to the loss. For
      important quality accident produced by Party B, Party B should pay the
      compensation up to direct loss at a rate of3:1.

    7.   
      Others

     

    This
      Contract shall be effective after both parties have signed it until the total
      design was finished. Any supplement must be through both parties’ negotiation
      and agreement. The supplementary agreement has the equal effect but cannot
      conflict with this Contract.

    


    Any
      dispute arising from the execution shall be settled through friendly
      consultations between both parties. In case of no settlement can be settled
      through consultations, the dispute shall be: (1)submitted for arbitration,
      (1)prosecute directly to People’s Court.

    


     

    This
      Contract has 4 versions, each party owns 2 versions.

    


    


    Party
      A:
      Shannxi Kai Da Lv You Gu Wen You Xian Gong Si

     

    /s/
      Lei, Ming

    Lei,
      Ming

     

    Party
      B:
      Wu, Lianshe

    


    /s/
      Wu, Lianshe

    Wu,
      Lianshe

     

    Date:
      September 25, 2005.

     

     

    
      
         

      

      
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