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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

FORM 10-KSB

(Mark One)[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended June 30, 2008

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from [ ] to [ ]

Commission file number 000-52276

NEWS OF CHINA INC.(Name of
small business issuer in its charter)

|Delaware                                                             | 98-0471083                          
|-------------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (I.R.S. Employer Identification No.)

1855 Talleyrand, Suite 203A, Brossard, Quebec, Canada, J4W
2Y9(Address of principal executive offices) (Zip code)

(514) 586-3168(Registrants telephone number,
including area code)

N/A(Former name, former address and former
fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Exchange
Act:

|Title of each class | Name of each exchange on which registered
|------------------- | -----------------------------------------
|Nil                 | Nil                                      

Securities registered pursuant to Section 12(g) of the Exchange
Act:

Common Shares, par value $0.0001(Title of
class)

Check whether the issuer is not required to file reports
pursuant to Section 13 or 15(d) of the Exchange Act. [ ]

Note:Checking the box above will not relieve any
registrant required to file reports pursuant to Section 13 or 15(d) of the
Exchange act from their obligations under those Sections.

Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or
for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.Yes [X]No [ ]

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- ii -

Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of registrants knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

State issuers revenues for its most recent fiscal year.
$Nil

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at which
the common equity was sold, or the average bid and asked prices of such common
equity, as of a specified date within 60 days. (See definition of affiliate in
Rule 12b-2 of the Exchange Act.)

Note: If determining whether a person is an affiliate will
involve an unreasonable effort and expense, the issuer may calculate the
aggregate market value of the common equity held by non-affiliates on the basis
of reasonable assumptions, if the assumptions are stated.

4,100,000 @ $0.15(1)= $615,000

(1)Represents the average bid and ask
price of which our shares were last traded on the OTC BB on June 30, 2008. Used
only for the purpose of this calculation.

State the number of shares outstanding of each of the issuers
classes of equity stock, as of the latest practicable date. 15,900,000
common shares issued and outstanding as of September 17, 2008.

Transitional Small Business Disclosure Format (Check one): Yes [
] No [X].

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- iii -

TABLE OF CONTENTS

|PART I                                                                                     | 1 
|------------------------------------------------------------------------------------------ | --
|ITEM 1. DESCRIPTION OF BUSINESS                                                            | 1 
|Corporate Overview                                                                         | 1 
|Current Business                                                                           | 1 
|Risk Factors                                                                               | 3 
|Risks Related To Our Company                                                               | 4 
|Risks Relating to our Business                                                             | 6 
|Risks Relating to the Peoples Republic of China                                           | 8 
|Risks Associated With Our Common Stock                                                     | 9 
|Other Risks                                                                                | 10
|ITEM 2. DESCRIPTION OF PROPERTY.                                                           | 10
|ITEM 3. LEGAL PROCEEDINGS                                                                  | 11
|ITEM 4. SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS.                              | 11
|PART II                                                                                    | 11
|ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
        MATTERS AND SMALL         |   
|BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES.                                            | 11
|Market Information                                                                         | 11
|Holders of our Common Stock                                                                | 11
|Dividends                                                                                  | 11
|Recent Sales of Unregistered Securities                                                    | 12
|Equity Compensation Plan Information                                                       | 12
|Purchases of Equity Securities by the Issuer and Affiliated
        Purchasers             | 12
|ITEM 6. MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION                            | 12
|Plan of Operation and Cash Requirements                                                    | 12
|Results of Operations                                                                      | 14
|Going Concern                                                                              | 14
|Recently Issued Accounting Standards                                                       | 15
|ITEM 7. FINANCIAL STATEMENTS.                                                              | 15
|ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
        ACCOUNTING AND            |   
|FINANCIAL DISCLOSURE.                                                                      | 17
|ITEM 8A. CONTROLS AND PROCEDURES.                                                          | 17
|ITEM 8B. OTHER INFORMATION                                                                 | 18
|PART III                                                                                   | 18
|ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL
        PERSONS AND CORPORATE    |   
|GOVERNANCE; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE
        ACT                      | 18
|Directors and Officers                                                                     | 18
|Compliance with Section 16(a) of the Exchange Act                                          | 20
|Code of Ethics                                                                             | 20
|Corporate Governance                                                                       | 21
|ITEM 10. EXECUTIVE COMPENSATION                                                            | 22
|Executive Compensation                                                                     | 22
|Director Compensation                                                                      | 22
|ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
        AND MANAGEMENT AND        |   
|RELATED STOCKHOLDER MATTERS.                                                               | 23
|ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS,
        AND DIRECTOR INDEPENDENCE | 24
|ITEM 13. EXHIBITS.                                                                         | 25
|ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES                                            | 25
|Audit and Accounting Fees                                                                  | 25
|SIGNATURES                                                                                 | 27

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PART I

ITEM 1. DESCRIPTION OF BUSINESS.

This annual report contains forward-looking statements. These
statements relate to future events or our future financial performance. In some
cases, you can identify forward-looking statements by terminology such as may,
should, expects, plans, anticipates, believes, estimates,
predicts, potential or continue or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors, including the risks in the
section entitled Risk Factors, that may cause our companys or our industrys
actual results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, we do not
intend to update any of the forward-looking statements to conform these
statements to actual results.

Our financial statements are stated in United States dollars
(US$) and are prepared in accordance with United States generally accepted
accounting principles.

In this annual report, unless otherwise specified, all
references to common shares refer to the common shares of our capital
stock.

As used in this annual report, the terms we, us, our,
News of China means News of China Inc., unless otherwise indicated.

Corporate Overview

We were incorporated in the State of Delaware on October 11,
2005 under the name News of China Inc. with an authorized capital of
50,000,000 shares of common stock with a par value of $0.0001.

Other than as set out herein, we have not been involved in any
bankruptcy, receivership or similar proceedings, nor have we been a party to any
material reclassification, merger, consolidation or purchase or sale of a
significant amount of assets not in the ordinary course of our business.

Current Business

We are a development stage company incorporated in Delaware on
October 11, 2005. Our principal business until recently has been to provide an
online financial media outlet for researching China-related stocks. This media
outlet provides financial news and commentary, online video broadcasting, and
other information for researching China-related stocks. China-related stocks
refer to the stocks issued by companies whose main operations are located in
China.

We have been focused on construction and operations of our
online financial media outlet website since our inception. In our online
financial media outlet, we provided financial news and commentary, online video
broadcasting, and other information for researching China-related stocks listed
on the United States and Canadian stock markets. China-related stocks refer to
stock issued by companies whose main operations are located in China. Due to the
inefficiency of Chinas capital markets, more and more China-related companies
are seeking avenues to access the public markets in the United States and Canada
to raise capital needed to cope with Chinas fast growing economy. Stock
exchanges in the United States and Canada have also expressed interest in
attracting more Chinese companies.

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We finished our online financial media outlet software
development in August, 2006, and our media outlet became operational online at
www.newsofchina.com in August 2006. Since the successful launch of our online
financial media outlet, we updated the contents of our online financial media
outlet with relevant news updates, editorials and market analyses relating to
public companies with business operations in China. In addition to Mr. Chenxi
Shi and Mr. Zibing Zhang, we also engaged additional part time staff members to
help us gather relevant financial information for the contents of our online
financial media outlet.

Furthermore, in December of 2006, Messrs. Zhang and Shi also
traveled to China to promote our business with the investment community there.
During this trip, Messrs. Zhang and Shi attended meetings with candidates who
can assist us to gather and collect relevant financial information in China on
Chinese reporting companies. Messrs. Zhang and Shi also met with individuals
from Beijing University to discuss the possibility of organizing an investor
relations forum at Beijing University. It was hoped that our company would then
be able to promote the benefits of its online media outlet to the attendees. Our
online financial media outlet has experienced software difficulty and is
currently not operational. We are working on fixing the software problem for our
online financial media outlet but we are unsure when we can have it operational
again.

In August 2007, we started incorporating a wholly owned
subsidiary in China called News of China (Beijing) Management Consultants Co.,
Ltd. and paid the initial capital registration fee of $30,000 as required under
Chinese company law. However, the further capital contribution in the amount of
$120,000 was too onerous for our company at this early development stage, so
subsequent to the advance of $30,000, we decided not to invest the remaining
$120,000 in order to complete the incorporation process. As a consequence
thereof, our agent in China repaid the $30,000 advance we made in full to our
company.

In our managements opinion, we have not been able to achieve
the milestones we set to fully implement our business operations. Because we
have not been able to generate revenues from our online financial media outlet
and we have little working capital remained, our management has decided to
suspend the implementation of our current business plan until such time when we
are able to obtain further financing. We anticipate that we will need to raise
$2-2.5 million additional financing through sales of our securities in
traditional private placement offerings or other types of private placement
transactions such as Private Investment in Public Equity (PIPE) before we can
continue implementing our current business plan. Alternatively, we may decide to
pursue a new business in a different direction other than our current business
plan.

Employees

As of June 30, 2008, we had no employees other than our
directors and officers. We engage contractors from time to time to consult with
us on specific corporate affairs or to perform specific tasks in connection with
our business development. We retain consultants on the basis of ability and
experience.

Competition

The market that we are entering is intensely competitive. We
will face competition from numerous sources, including, large established
traditional and online media who have superior resources and industry
experiences. Our potential competitors may succeed in developing services that
are more effective or less costly (or both) than our services. Some of our
potential competitors may be large, well-financed and established companies that
have greater resources and, therefore, may be better able than us to compete for
a share of the market.

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For our business of providing online financial media solutions
for researching China-related stocks to North America financial institutions, we
do not believe there is currently any established online media focused in our
selected market niche. However, we have to compete with a large number of
traditional media providing similar or even superior services such as The Wall
Street Journal, Times and Financial Times. Competition also comes from various
financial online media such as finance.yahoo.com, Reuters.com, wallst.net and
Bloomberg.com, etc. These traditional and online financial media have superior
financial resources, industry experiences, market penetration and marketing
capacity. Potential new entrants can copy our business model and compete with us
in our selected market niche as well. Our competitive edge relies upon providing
a one place financial media solution for researching China-related stocks in
this selected market niche. Our Chinese cultural and language literacy and local
connections in China enable us to provide information that is not available to
these established traditional and online media. Our online media outlet will
also cover information about China-related companies, especially small to medium
sized ones, which are usually not covered by these established media. The
literacy and working experience in financial services industry and education
background in North America give us certain advantages over competitors and new
entrants from China. However, there is no assurance we can compete with those
established or new competitors effectively, and if we fail to provide superior
services more effectively than these competitors, our business will fail and you
will lose your entire investment.

We expect additional competition to come from the increasing
number of new market entrants who can develop potentially competitive services.
We will face competition from numerous sources, including large state owned
companies and other entities with the technical capabilities and expertise,
which would encourage them to develop and commercialize competitive products.
Some of our competitors have certain advantages including, substantially greater
financial, technical and marketing resources, greater name recognition, and more
established relationships in China. Our competitors may be able to utilize these
advantages to expand their product offerings more quickly, adapt to new or
emerging technologies and changes in customer requirements more quickly, take
advantage of acquisitions and other financing.

Compliance with Government Regulation

The online media industry in China is subject to regulations of
several Ministries and the State Agencies, including China Internet Network
Information Center (CNNIC), The Ministry of Public Security of the Peoples
Republic of China, the Ministry of Information Industry of the Peoples Republic
of China, and Internet Society of China (ISC) etc. Although we are not required
to obtain authorization from these Ministries and State Agencies, the
accessibility of our planned online media might be blocked in China for
political or other unpredictable reasons, which might affect our business
activities in China substantially.

The uncertain legal environments in the Peoples Republic of
China and our industry may be vulnerable to local government agencies who has
persistent bureaucratic power over customers, reporters and other parties who
wish to renegotiate the terms and conditions of, or terminate their agreements
or other understandings with us, when we enter substantial agreement of
manufacturing and marketing of our proposed services in China.

Intellectual Property

We do not own, either legally or beneficially, any patent or
trademark.

Risk Factors

Our common shares are considered speculative. Prospective
investors should consider carefully the risk factors set out below.

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Risks Related To Our Company

We have only commenced our business operations in October,
2005 and we have a limited operating history. If we cannot successfully manage
the risks normally faced by start-up companies, we may not achieve profitable
operations and ultimately our business may fail.

We have a limited operating history. We are currently a
development stage company and have developed preliminarily the necessary
software for the planned online financial media outlet. Accordingly, we have a
very limited operating history and we face all of the risks and uncertainties
encountered by early-stage companies.

As at June 30, 2008, we had an accumulated deficit of $122,324.
We anticipate continuing to incur significant losses until, at the earliest; we
generate sufficient revenues to offset the substantial up-front expenditures and
operating costs associated with developing and marketing our services. There can
be no assurance that we will ever operate profitably.

Our independent auditors have expressed substantial doubt
about our ability to continue as a going concern, which may hinder our ability
to obtain future financing.

In their report dated September 17, 2008, our independent
auditors stated that our financial statements for the period October 11, 2005
(Date of Inception) to June 30, 2008 were prepared assuming that we would
continue as a going concern. Our ability to continue as a going concern is an
issue raised as we have never generated any revenue from operations. We
anticipate that we will continue to experience net operating losses. Our ability
to continue as a going concern is subject to our ability to obtain necessary
funding from outside sources, including obtaining additional funding from the
sale of our securities. Our lack of revenue and continued net operating losses
increase the difficulty in meeting such goals and there can be no assurances
that such methods will prove successful.

We have no customers and generate no revenues and have only
limited marketing experience to develop customers.

We have not yet entered into any agreements to sell our online
financial medial outlet services to any customers. We do not believe that we
will generate significant revenues in the immediate future. We will not generate
any meaningful revenues unless we successfully launch our online financial media
outlet and we obtain contracts with a significant number of customers. There can
be no assurance that we will ever be able to obtain contracts with a significant
number of customers to generate meaningful revenues or achieve profitable
operations.

We have only limited experience in developing and marketing
online financial media services, and there is limited information available
concerning the potential performance or market acceptance of our proposed
services. There can be no assurance that unanticipated expenses, problems or
technical difficulties will not occur which would result in material delays in
commercialization of our services or that our efforts will result in successful
commercialization.

We need substantial additional financing and a failure to
obtain such required financing will inhibit our ability to grow or we may have
to curtail or cease operations.

Our capital requirements relating to the developing and
marketing of our services have been, and will continue to be, significant. We
are dependent on the proceeds of future financing in order to continue in
business and to develop and commercialize additional proposed services. We
anticipate requiring approximately $2,000,000 to $2,500,000 in additional
financing for our longer term growth. Our management has decided to suspend
implementation of our current business until such time when additional financing
of approximately $2,000,000 to $2,500,000 is achieved. There can be no assurance
that we will be able to raise the substantial additional capital resources
necessary to permit us to pursue our business plan. We have no current
arrangements with respect to, or sources of, additional financing and there can
be no assurance that any such financing will be available to us on commercially
reasonable terms, or at all. Any inability to obtain additional financing will
have a material adverse effect on us, such as requiring us to significantly
curtail or cease operations. In that case, you may lose your entire
investment.

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The continued growth of our business will require additional
funding from time to time which would be used for general corporate purposes.
General corporate purposes may include acquisitions, investments, repayment of
debt, capital expenditures, repurchase of our capital stock and any other
purposes that we may specify in any prospectus supplement. Obtaining additional
funding would be subject to a number of factors including market conditions,
operational performance and investor sentiment. These factors may make the
timing, amount, terms and conditions of additional funding unattractive, or
unavailable, to us.

The terms of any future financing may adversely affect your
interest as stockholders.

If we require additional financing in the future, we may be
required to incur indebtedness or issue equity securities, the terms of which
may adversely affect your interests in our company. For example, the issuance of
additional indebtedness may be senior in right of payment to your shares upon
our liquidation. In addition, indebtedness may be under terms that make the
operation of our business more difficult because the lenders consent will be
required before we take certain actions. Similarly the terms of any equity
securities we issue may be senior in right of payment of dividends to your
common stock and may contain superior rights and other rights as compared to
your common stock. Further, any such issuance of equity securities may dilute
your interest in our company, which may reduce the value of your investment.

We could lose our competitive advantages if we are not able
to continuously develop superior services in our market niche and gain
substantial market penetration quickly.

Our success and ability to compete depends, to a significant
degree, on our ability to continuously develop superior services in our selected
market niche of targeting and providing information on publicly reporting
companies with business based in China and obtain substantial market penetration
quickly. Our business model is vulnerable to duplication by competitors,
especially competitors who are established in providing business and financial
information of publicly reporting companies, who have superior financial and
technological resources, industry experiences and marketing capacities. It is
difficult to take, and we have not taken, any action to protect our business
model in our selected market niche. If any of our competitors copies our
business model or develops similar services independently, we would not be able
to compete as effectively.

We may face regulatory difficulties for our
services.

Development of such a media solution might be subject to
regulations of various national, state, and provincial authorities in various
jurisdictions. To comply with the regulations we may face a variety of
bureaucratic difficulties that may likely add extra financial burden to our
company.

The online media industry in China is subject to regulations of
several Ministries and the State Agencies, including China Internet Network
Information Center (CNNIC), The Ministry of Public Security of the Peoples
Republic of China, the Ministry of Information Industry of the Peoples Republic
of China, and Internet Society of China (ISC) etc. Although we are not required
to obtain authorization from these Ministries and State Agencies, the
accessibility of our planned online media might be blocked in China for
political or other unpredictable reasons, which might affect our business
activities in China substantially.

The uncertain legal environments in the Peoples Republic of
China and our industry may be vulnerable to local government agencies who has
persistent bureaucratic power over customers, reporters and other parties who
wish to renegotiate the terms and conditions of, or terminate their agreements
or other understandings with us, when we enter substantial agreement of
manufacturing and marketing of our proposed services in China.

Our Certificate of Incorporation and Bylaws contain
limitations on the liability of our directors and officers, which may discourage
suits against directors and executive officers for breaches of fiduciary
duties.

Our Certificate of Incorporation, as amended, and our Bylaws
contain provisions limiting the liability of our directors for monetary damages
to the fullest extent permissible under Delaware law. This is intended to
eliminate the personal liability of a director for monetary damages on an action
brought by origin our right for breach of a

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directors duties to us or to our stockholders except in
certain limited circumstances. In addition, our Certificate of Incorporation, as
amended, and our Bylaws contain provisions requiring us to indemnify our
directors, officers, employees and agents serving at our request, against
expenses, judgments (including derivative actions), fines and amounts paid in
settlement. This indemnification is limited to actions taken in good faith in
the reasonable belief that the conduct was lawful and in, or not opposed to our
best interests. The Certificate of Incorporation and the Bylaws provide for the
indemnification of directors and officers in connection with civil, criminal,
administrative or investigative proceedings when acting in their capacities as
agents for us. These provisions may reduce the likelihood of derivative
litigation against directors and executive officers and may discourage or deter
stockholders or management from suing directors or executive officers for
breaches of their fiduciary duties, even though such an action, if successful,
might otherwise benefit our stockholders and directors and officers.

Our success depends on our management team and other key
personnel, the loss of any of whom could disrupt our business
operations.

Our future success will depend in substantial part on the
continual services of our senior management, including our President and Chief
Executive Officer, Chenxi Shi, and our Vice President, Zibing Zhang. As a
startup company, currently none of the senior management team draws salaries
from our company. We do not carry key person life insurance on any of our
officers or employees. The loss of the services of one or more of our key
personnel could impede implementation of our business plan and result in reduced
profitability.

Our future success will also depend on the continued ability to
attract, retain and motivate highly qualified technical, sales and marketing,
customer support personnel. Competition for qualified personnel is intense in
our industry. We cannot assure you that we will be able to retain our key
personnel or that we will be able to attract, assimilate or retain qualified
personnel in the future. Our inability to hire and retain qualified personnel or
the loss of the services of our key personnel could have a material adverse
effect upon our business, financial condition and results of operations.

Because our officers, directors and principal shareholders
control a majority of our common stock, investors will have little or no control
over our management or other matters requiring shareholder approval.

Our officers and directors and their affiliates in the
aggregate, beneficially own approximately 74.21% of issued and outstanding
shares of our common stock. As a result, they have the ability to control
matters affecting minority shareholders, including the election of our
directors, the acquisition or disposition of our assets, and the future issuance
of our shares. Because our officers, directors and principal shareholders
control the company, investors will not be able to replace our management if
they disagree with the way our business is being run. Because control by these
insiders could result in management making decisions that are in the best
interest of those insiders and not in the best interest of the investors, you
may lose some or all of the value of your investment in our common stock.

Because we do not have sufficient insurance to cover our
business losses, we might have uninsured losses, increasing the possibility that
you would lose your investment.

We may incur uninsured liabilities and losses as a result of
the conduct of our business. We do not currently maintain any comprehensive
liability or property insurance. Even if we obtain such insurance in the future,
we may not carry sufficient insurance coverage to satisfy potential claims. We
do not carry any business interruption insurance. Should uninsured losses occur,
any purchasers of our common stock could lose their entire investment.

Risks Relating to our Business

Our success depends upon the development of Chinas and the
worlds capital markets.

China is the one of the fastest growing economies in the world.
China is now taking great efforts to develop its current capital market into a
more effective one. The growth of Chinas capital market might significantly
reduce the necessity of Chinese companies to go public in the United States and
Canada. Furthermore, Chinese companies also have the options to go public in
other global capital markets such as those in Hong Kong and Singapore. The

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- 7 -

development of other global capital markets can also attract
more companies to go public in those alternative stock markets. Moreover,
Chinese regulators might limit the number and the ability of Chinese companies
to go public in the United States and Canada. Because our online financial media
outlet will focus on North American publicly reporting companies with business
based in China, all these circumstances can have an adverse effect on our
business.

We face competition from larger and stronger companies that
have the resources to provide superior and less costly services.

The markets that we are entering are intensely competitive. We
expect additional competition to come from the increasing number of new market
entrants who can develop potentially competitive services. We will face
competition from numerous sources, including, large established traditional and
online media who have superior resources and industry experiences. Our potential
competitors may succeed in developing services that are more effective or less
costly (or both) than our services. Some of our potential competitors may be
large, well-financed and established companies that have greater resources and,
therefore, may be better able than us to compete for a share of the market.

Our business is to provide online financial information through
our online financial media outlet for researching China-related stocks to North
America financial institutions. To our best knowledge, there is no established
online media focused on our selected market niche yet. However, we have to
compete with a large number of traditional media providing similar or even
superior services such as The Wall Street Journal, CNBC, Bloomberg and Financial
Times. Competition also comes from various financial online media such as
finance.yahoo.com, Reuters.com, wallst.net etc. These traditional and online
financial media have superior financial resources, industry experiences, market
penetration and marketing capacity. Potential new entrants can copy our business
model and compete with us in our selected market niche as well. Our competitive
edge relies upon providing a one place financial media solution for researching
China-related stocks listed in North American stock exchanges. Our Chinese
cultural and language literacy and local connections in China enable us to
provide information that is not available to these established traditional and
online media. Our media will also cover information about China-related
companies, especially small to medium sized ones, which are usually not covered
by these established media. However, there is no assurance we can compete with
these established or new competitors effectively, and if we fail provide
superior services effectively than these competitors, our business will fail and
you will lose your entire investment.

Our operations depend upon the timeliness and quality of the
services of web hosting service providers.

Our online financial media outlet is dependent on the quality
and the timeliness of web hosting services. We currently use the web hosting
services of DailyRazor Hosting (www.dailyrazor.com), a division of Vecordia
Corporation. The failure to provide high quality and timely services of the
provider will have material adverse effects on our business activities and our
profitability.

We may face technological difficulties

Our online media outlet services are dependent upon the smooth
operation of the software we develop. Shortcomings and bugs in the software may
have material adverse effect on our business. Our online media outlet may also
be vulnerable to attacks from hackers and computer viruses, which may cause
interruption of our business.

We may be sued by reporting companies covered by our online
financial media outlet, and investors who rely on information disseminated
through our online financial media outlet.

We may have dispute with China related reporting companies
about the materials and information we cover and disseminate through our online
financial media outlet and thus be sued by these companies. Investors who make
investment decisions relying upon information disseminated through our financial
media outlet may also sue us for their losses. These legal proceedings might
have material negative effect on profitability of our business.

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- 8 -

Risks Relating to the Peoples Republic of
China

The economic policies of the Peoples Republic of China
could affect our business.

Our business is to provide financial information through our
online financial media outlet for researching Chinas listed companies in the
United States and Canada. Accordingly, our results of operations and prospects
are subject, to a significant extent, to the economic, political and legal
developments in the Peoples Republic of China.

While the Peoples Republic of Chinas economy has experienced
significant growth in the past twenty years, such growth has been uneven, both
geographically and among various sectors of the economy. The Chinese government
has implemented various measures to encourage economic growth and guide the
allocation of resources. Some of these measures benefit the overall economy of
the Peoples Republic of China, but they may also have a negative effect on
us.

The economy of the Peoples Republic of China has been changing
from a planned economy to a more market-oriented economy. In recent years, the
Chinese government has implemented measures emphasizing the utilization of
market forces for economic reform and the reduction of state ownership of
productive assets, and the establishment of corporate governance in business
enterprises; however, a substantial portion of productive assets in the Peoples
Republic of China are still owned by the Chinese government. In addition, the
Chinese government continues to play a significant role in regulating industry
development by imposing industrial policies. It also exercises significant
control over the Peoples Republic of Chinas economic growth through the
allocation of resources, the control of payment of foreign currency-denominated
obligations, the setting of monetary policy and the provision of preferential
treatment to particular industries or companies.

Capital outflow policies in the Peoples Republic of China may
hamper our ability to expand our business and/or operations. The Peoples
Republic of China has adopted currency and capital transfer regulations. These
regulations may require us to comply with complex regulations for the movement
of capital. Although our management believes that it is currently in compliance
with these regulations, should these regulations or the interpretation of them
by courts or regulatory agencies change, we may not be able to remit income
earned and proceeds received in connection with any off-shore operations or from
other financial or strategic transactions we may consummate in the future.

Fluctuation of the Renminbi could materially affect our
financial condition and results of operations.

Fluctuation of the Renminbi, the currency of the Peoples
Republic of China, could materially affect our financial condition and results
of operations. The value of the Renminbi fluctuates and is subject to changes in
the Peoples Republic of Chinas political and economic conditions. Since July
2005, the conversion of Renminbi into foreign currencies, including United
States dollars, is pegged against the inter-bank foreign exchange market rates
or current exchange rates of a basket of currencies on the world financial
markets. As of September 17, 2008, the exchange rate between the Renminbi and
the United States dollar was 6.8377 Renminbi to every one United States
dollar.

We may have difficulty establishing adequate management,
legal and financial controls in the Peoples Republic of China.

The Peoples Republic of China historically has not adopted a
Western style of management and financial reporting concepts and practices, as
well as in modern banking, computer and other control systems. We may have
difficulty in hiring and retaining a sufficient number of qualified employees to
work in the Peoples Republic of China. As a result of these factors, we may
experience difficulty in establishing management, legal and financial controls,
collecting financial data and preparing financial statements, books of account
and corporate records and instituting business practices that meet Western
standards.

---

- 9 -

It will be extremely difficult to acquire jurisdiction and
enforce liability against our officers, directors and assets based in The
Peoples Republic of China.

Because some of our executive officers and current directors
are Chinese citizens, it may be difficult, if not impossible, to acquire
jurisdiction over these persons in the event a lawsuit is initiated against us
and/or our officers and directors by a stockholder or group of stockholders in
the United States.

Our business may face regulatory difficulties in the
Peoples Republic of China.

The online media industry in China is subject to regulations of
several Ministries and the State Agencies, including China Internet Network
Information Center (CNNIC), The Ministry of Public Security of the Peoples
Republic of China, the Ministry of Information Industry of the Peoples Republic
of China, and Internet Society of China (ISC). Although we are not required to
obtain authorization or approval from these Ministries and State Agencies as a
foreign online media, the accessibility of our online media might be blocked in
China for political or other unpredictable reasons, which might adversely affect
our business activities in China substantially. To comply with the regulations
the Company may face a variety of bureaucratic difficulties that may likely add
extra financial burden to our company. Bureaucracy and corruption that are often
seen in China may also have adverse effects on our operation and financial
conditions.

Risks Associated With Our Common Stock

Trading on the OTC Bulletin Board may be volatile and
sporadic, which could depress the market price of our common stock and make it
difficult for our stockholders to resell their shares.

Our common stock is quoted on the OTC Bulletin Board service of
the Financial Industry Regulatory Authority (FINRA). Trading in stock quoted
on the OTC Bulletin Board is often thin and characterized by wide fluctuations
in trading prices due to many factors that may have little to do with our
operations or business prospects. This volatility could depress the market price
of our common stock for reasons unrelated to operating performance. Moreover,
the OTC Bulletin Board is not a stock exchange, and trading of securities on the
OTC Bulletin Board is often more sporadic than the trading of securities listed
on a quotation system like Nasdaq or a stock exchange like the American Stock
Exchange. Accordingly, our shareholders may have difficulty reselling any of
their shares.

---

- 10 -

Our stock is a penny stock. Trading of our stock may be
restricted by the SECs penny stock regulations and the FINRAs sales practice
requirements, which may limit a stockholders ability to buy and sell our
stock.

Our stock is a penny stock. The Securities and Exchange
Commission has adopted Rule 15g-9 which generally defines penny stock to be any
equity security that has a market price (as defined) less than $5.00 per share
or an exercise price of less than $5.00 per share, subject to certain
exceptions. Our securities are covered by the penny stock rules, which impose
additional sales practice requirements on broker-dealers who sell to persons
other than established customers and accredited investors. The term
accredited investor refers generally to institutions with assets in excess of
$5,000,000 or individuals with a net worth in excess of $1,000,000 or annual
income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock
rules require a broker-dealer, prior to a transaction in a penny stock not
otherwise exempt from the rules, to deliver a standardized risk disclosure
document in a form prepared by the SEC which provides information about penny
stocks and the nature and level of risks in the penny stock market. The
broker-dealer also must provide the customer with current bid and offer
quotations for the penny stock, the compensation of the broker-dealer and its
salesperson in the transaction and monthly account statements showing the market
value of each penny stock held in the customers account. The bid and offer
quotations, and the broker-dealer and salesperson compensation information, must
be given to the customer orally or in writing prior to effecting the transaction
and must be given to the customer in writing before or with the customers
confirmation. In addition, the penny stock rules require that prior to a
transaction in a penny stock not otherwise exempt from these rules, the
broker-dealer must make a special written determination that the penny stock is
a suitable investment for the purchaser and receive the purchasers written
agreement to the transaction. These disclosure requirements may have the effect
of reducing the level of trading activity in the secondary market for the stock
that is subject to these penny stock rules. Consequently, these penny stock
rules may affect the ability of broker-dealers to trade our securities. We
believe that the penny stock rules discourage investor interest in, and limit
the marketability of, our common stock.

In addition to the penny stock rules promulgated by the
Securities and Exchange Commission, the Financial Industry Regulatory Authority
has adopted rules that require that in recommending an investment to a customer,
a broker-dealer must have reasonable grounds for believing that the investment
is suitable for that customer. Prior to recommending speculative low priced
securities to their non-institutional customers, broker-dealers must make
reasonable efforts to obtain information about the customers financial status,
tax status, investment objectives and other information. Under interpretations
of these rules, the Financial Industry Regulatory Authority believes that there
is a high probability that speculative low-priced securities will not be
suitable for at least some customers. The Financial Industry Regulatory
Authority requirements make it more difficult for broker-dealers to recommend
that their customers buy our common stock, which may limit your ability to buy
and sell our stock.

Other Risks

Trends, Risks and Uncertainties

We have sought to identify what we believe to be the most
significant risks to our business, but we cannot predict whether, or to what
extent, any such risks may be realized nor can we guarantee that we have
identified all possible risks that might arise. Investors should carefully
consider all of the risk factors before making an investment decision with
respect to our common stock.

ITEM 2. DESCRIPTION OF PROPERTY.

Our executive and head offices are located at 1855 Talleyrand,
Suite 203A, Brossard, Quebec, Canada. The offices are provided to us at no
charge by Mr. Chenxi Shi. We believe our current premises are adequate for our
current operations and we do not anticipate that we will require any additional
premises in the foreseeable future.

---

- 11 -

ITEM 3. LEGAL PROCEEDINGS.

We know of no material, active or pending legal proceedings
against our company, nor are we involved as a plaintiff in any material
proceeding or pending litigation. There are no proceedings in which any of our
directors, officers or affiliates, or any registered or beneficial shareholder,
is an adverse party or has a material interest adverse to our interest.

ITEM 4. SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY
HOLDERS.

None.

PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information

Our Common stock was originally accepted for quotation on the
OTC Bulletin Board under the Symbol NWCH on February 22, 2007.

The following table reflects the high and low bid information
for our common stock obtained from the OTC Bulletin Board and reflects
inter-dealer prices, without retail mark-up, markdown or commission, and may not
necessarily represent actual transactions.

|Quarter Ended      | High  | Low  
|------------------ | ----- | -----
|June 30, 2008      | $0.07 | $0.07
|March 31, 2008     | $0.07 | $0.07
|December 31, 2007  | $0.07 | $0.07
|September 30, 2007 | $1.59 | $0.30
|June 30, 2007      | $1.48 | $0.00
|March 31, 2007     | $0.00 | $0.00
|December 31, 2006  | $0.00 | $0.00
|September 30, 2006 | $0.00 | $0.00

Holders of our Common Stock

As of September 17, 2008, there were 56 holders of record of
our common stock. As of such date, 15,900,000 shares of common stock were issued
and outstanding.

Our shares of common stock are issued in registered form.
Intercontinental Registrar & Transfer Agency Inc. of Boulder City, Nevada,
located at Suite 1, 900 Buchanan Blvd, Boulder City, Nevada 89005, telephone:
702.293.6717 is the registrar and transfer agent for our common shares.

Dividends

Since our inception, we have not declared nor paid any cash
dividends on our capital stock and we do not anticipate paying any cash
dividends in the foreseeable future. Our current policy is to retain any
earnings in order to finance the expansion of our operations. Our board of
directors will determine future declarations and payments of

---

- 12 -

dividends, if any, in light of the then-current conditions they
deem relevant and in accordance with applicable corporate law.

There are no restrictions in our articles of incorporation or
bylaws that prevent us from declaring dividends. The Nevada Revised Statutes,
however, do prohibit us from declaring dividends where, after giving effect to
the distribution of the dividend:

| | 1. | We would not be able to pay our debts as they become due
      in the usual course of business; or                                                                                                                                          
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                             
| | 2. | Our total assets would be less than the sum of our total
      liabilities plus the amount that would be needed to satisfy the rights of
      shareholders who have preferential rights superior to those receiving the
      distribution.

Recent Sales of Unregistered Securities

None.

Equity Compensation Plan Information

As at June 30, 2008, we do not have any compensation plans in
place.

Purchases of Equity Securities by the Issuer and
Affiliated Purchasers

We did not purchase any of our shares of common stock or other
securities during our fiscal year ended June 30, 2008.

ITEM 6. MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION.

The following is a discussion and analysis of our plan of
operation for the next year ended June 30, 2009 and the factors that could
affect our future financial condition and plan of operation.

This discussion and analysis should be read in conjunction with
our financial statements and the notes thereto included elsewhere in this annual
report. Our financial statements are prepared in accordance with United States
generally accepted accounting principles. All references to dollar amounts in
this section are in United States dollars unless expressly stated otherwise.
Please see our Note on Forward Looking Statements and Risk Factors for a
list of our risk factors.

Plan of Operation and Cash Requirements

You should read the following discussion of our financial
condition and results of operations together with the audited financial
statements and the notes to the audited financial statements included elsewhere
in this filing prepared in accordance with accounting principles generally
accepted in the United States. This discussion contains forward-looking
statements that reflect our plans, estimates and beliefs. Our actual results
could differ materially from those anticipated in these forward-looking
statements.

We are a development stage company incorporated in Delaware on
October 11, 2005. Our principal business until recently has been to provide an
online financial media outlet for researching China-related stocks. This media
outlet provides financial news and commentary, online video broadcasting, and
other information for researching China-related stocks. China-related stocks
refer to the stocks issued by companies whose main operations are located in
China.

---

- 13 -

We have been focused on construction and operations of our
online financial media outlet website since our inception. In our online
financial media outlet, we provided financial news and commentary, online video
broadcasting, and other information for researching China-related stocks listed
on the United States and Canadian stock markets. China-related stocks refer to
stock issued by companies whose main operations are located in China. Due to the
inefficiency of Chinas capital markets, more and more China-related companies
are seeking avenues to access the public markets in the United States and Canada
to raise capital needed to cope with Chinas fast growing economy. Stock
exchanges in the United States and Canada have also expressed interest in
attracting more Chinese companies.

We finished our online financial media outlet software
development in August, 2006, and our media outlet became operational online at
www.newsofchina.com in August 2006. Since the successful launch of our online
financial media outlet, we updated the contents of our online financial media
outlet with relevant news updates, editorials and market analyses relating to
public companies with business operations in China. In addition to Mr. Chenxi
Shi and Mr. Zibing Zhang, we also engaged additional part time staff members to
help us gather relevant financial information for the contents of our online
financial media outlet.

Furthermore, in December of 2006, Messrs. Zhang and Shi also
traveled to China to promote our business with the investment community there.
During this trip, Messrs. Zhang and Shi attended meetings with candidates who
can assist us to gather and collect relevant financial information in China on
Chinese reporting companies. Messrs. Zhang and Shi also met with individuals
from Beijing University to discuss the possibility of organizing an investor
relations forum at Beijing University. It was hoped that our company would then
be able to promote the benefits of its online media outlet to the attendees. Our
online financial media outlet has experienced software difficulty and is
currently not operational. We are working on fixing the software problem for our
online financial media outlet but we are unsure when we can have it operational
again.

In August 2007, we started incorporating a wholly owned
subsidiary in China called News of China (Beijing) Management Consultants Co.,
Ltd. and paid the initial capital registration fee of $30,000 as required under
Chinese company law. However, the further capital contribution in the amount of
$120,000 was too onerous for our company at this early development stage, so
subsequent to the advance of $30,000, we decided not to invest the remaining
$120,000 in order to complete the incorporation process. As a consequence
thereof, our agent in China repaid the $30,000 advance we made in full to our
company.

In our managements opinion, we have not been able to achieve
the milestones we set to fully implement our business operations. Because we
have not been able to generate revenues from our online financial media outlet
and we have little working capital remained, our management has decided to
suspend the implementation of our current business plan until such time when we
are able to obtain further financing. We anticipate that we will need to raise
$2-2.5 million additional financing through sales of our securities in
traditional private placement offerings or other types of private placement
transactions such as Private Investment in Public Equity (PIPE) before we can
continue implementing our current business plan. Alternatively, we may decide to
pursue a new business in a different direction other than our current business
plan.

Cash Requirements

Over the next 12 months ending June 30, 2009, we anticipate
that we will incur the following operating expenses:

|Expense                    |   | Cost   | 
|-------------------------- | - | ------ | 
|General and administrative | $ | 24,000 | 
|Professional fees          |   | 50,000 | 
|Foreign exchange           |   | 6,000  | 
|Interest                   |   | 5,000  | 
|Total                      | $ | 85,000 | 

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- 14 -

Results of Operations

Summary of Year End Results

|         | Year Ended    | Year Ended    | Inception (October 11, 2005) to
|-------- | ------------- | ------------- | -------------------------------
|         | June 30, 2008 | June 30, 2007 | June 30, 2008                  
|Revenue  | $0.00         | $0.00         | $0.00                          
|Expenses | $54,565       | $57,345       | $122,324                       
|Net Loss | $(54,565)     | $(57,345)     | $(122,324)                     

Revenue

We have not earned any revenues to date.

Expenses

|                           |   |               |   |   |                   |   |   | From Inception |  
|-------------------------- | - | ------------- | - | - | ----------------- | - | - | -------------- | -
|                           |   |               |   |   |                   |   |   | (October 11,   |  
|                           |   | Year Ended    |   |   | Year Ended        |   |   | 2005) to       |  
|                           |   | June 30, 2008 |   |   | **June 30, 2007** |   |   | June 30, 2008  |  
|                           |   |               |   |   |                   |   |   |                |  
|General and administrative |   | 7,508         |   |   | 19,559            |   |   | 32,565         |  
|Professional fees          |   | 52,287        |   |   | 40,050            |   |   | 99,057         |  
|Foreign exchange           |   | (4,446        | ) |   | (1,916            | ) |   | (8,166         | )
|Interest                   |   | (784          | ) |   | (348              | ) |   | (1,132         | )
|Total
      Expenses       | $ | 54,565        |   | $ | 57,345            |   | $ | 122,324        |  

Total operating expenses during fiscal 2008 increased as
compared to fiscal 2007 because we tried unsuccessfully to expand our business
into providing business consulting services in China.

Liquidity and Financial Condition

Working Capital

|                    |   | June 30, 2008 |  |   | June 30, 2007 | 
|------------------- | - | ------------- |  | - | ------------- | 
|                    |   |               |  |   |               | 
|Current Assets      | $ | 37,675        |  | $ | 72,393        | 
|Current Liabilities |   | 34,446        |  |   | 13,867        | 
|Working Capital     | $ | 3,229         |  | $ | 58,526        | 

Cash Flows

|                                                      |   | Year Ended    |   |   | Year Ended    |  
|----------------------------------------------------- | - | ------------- | - | - | ------------- | -
|                                                      |   | June 30, 2008 |   |   | June 30, 2007 |  
|Net cash used in Operating Activities                 | $ | (58,779       | ) | $ | (56,199       | )
|Net cash used in Investing Activities                 |   | 0.00          |   |   | 0.00          |  
|Net cash provided by Financing Activities             |   | 24,007        |   |   | 23,833        |  
|Change in Cash and Cash Equivalents During the Period | $ | (34,772       | ) | $ | (32,366       | )

Going Concern

The accompanying financial statements included in this annual
report have been prepared assuming our company will continue as a going concern.
We have not generated any revenue and have never paid any dividends. We are
unlikely to pay dividends or generate significant earnings in the immediate or
foreseeable future. The continuation of our company as a going concern and our
ability to emerge from the development stage is dependent upon the continued
financial support from our shareholders, our ability to obtain necessary equity
financing to continue operations and ability to generate sustainable significant
revenue. There is no guarantee that we will be able to raise

---

- 15 -

any equity financing or generate profitable operations. As at
June 30, 2008, we have accumulated losses of $122,324 since inception. These
factors raise substantial doubt regarding our ability to continue as a going
concern. Should we be unable to continue as going concern, we may be unable to
realize the carrying value of our assets and to meet our liabilities as they
become due.

Recently Issued Accounting Standards

Our recently issued accounting standards are included under
Note 3 of the financial statements starting on page F-7.

ITEM 7. FINANCIAL STATEMENTS.

Our financial statements are stated in United States dollars
(US$) and are prepared in accordance with United States Generally Accepted
Accounting Principles.

The following consolidated financial statements are filed as
part of this annual report:

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- 16 -

News of China Inc.(A Company in the Development Stage)

|Financial Statements                                          |           
|------------------------------------------------------------- | ----------
|June 30, 2008                                                 |           
|Expressed in U.S. Funds                                       |           
|                                                              |           
|Contents                                                      |           
|                                                              |           
|Report of Independent Registered
      Public Accounting Firm | F-1       
|Balance Sheet                                                 | F-2       
|Statement of Shareholders'
      Equity                       | F-3       
|Statement of Operations                                       | F-4       
|Statement of Cash Flows                                       | F-5       
|Notes to Financial Statements                                 | F-6 - F-11

---

| | RSM Richter S.E.N.C.R.L.                
| | ----------------------------------------
| | Comptables agréés                       
| | Chartered Accountants                   
| |                                         
| | 2, Place Alexis Nihon                   
| | Montréal, (Québec) H3Z 3C2              
| | Téléphone / Telephone : (514) 934-3400  
| | Télécopieur / Facsimile : (514) 934-3408
| | www.rsmrichter.com                      

Report of Independent Registered 
     Public Accounting Firm

To the Shareholders and Board of Directors ofNews of China Inc.(A Company in the Development Stage)

We have audited the accompanying balance sheets of News of
China Inc. (a company in the development stage) as at June 30, 2008 and 2007 and
the related statement of operations, shareholders' equity and cash flows for the
year then ended June 30, 2008 and for the period from inception (October 11,
2005) to June 30, 2008 and June 30, 2007. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the
Public Company Accounting Oversight Board (United States). These standards
require that we plan and perform an audit to obtain reasonable assurance whether
the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.

In our opinion, these financial statements present fairly, in
all material respects, the financial position of the Company as at June 30, 2008
and June 30, 2007 and the results of its operations and its cash flows for the
year ended June 30, 2008 and for the period from inception (October 11, 2005) to
June 30, 2008 and June 30, 2007 in accordance with accounting principles
generally accepted in the United States.

We were not engaged to examine management's assertion about the
effectiveness of the Company's internal control over financial reporting at
September 17, 2008 included in the accompanying Item 8A of Form 10-KSB and,
accordingly, we do not express an opinion thereon.

The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern. As described in note
2 to the financial statements, the Company has never generated any revenue and
this raises substantial doubt about its ability to continue as a going concern.
Management's plans in regard to these matters are also described in note 2. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.

[Signed]RSM Richter LLP

Chartered Accountants

Montreal, Quebec September 17, 2008

F - 1

---

|News of China Inc.                        
|------------------------------------------
|(A Company in the Development
      Stage)
|                                          
|Balance Sheet                             
|As At June 30, 2008                       
|Expressed in U.S. Funds                   

|                                             |   | 2008     |   |   | 2007    |  
|-------------------------------------------- | - | -------- | - | - | ------- | -
|                                             |   |          |   |   |         |  
|Assets                                       |   |          |   |   |         |  
|                                             |   |          |   |   |         |  
|Cash                                         | $ | 36,219   |   | $ | 70,991  |  
|Sales tax
      recoverable                  |   | 1,456    |   |   | 1,402   |  
|                                             | $ | 37,675   |   | $ | 72,393  |  
|                                             |   |          |   |   |         |  
|Liabilities                                  |   |          |   |   |         |  
|                                             |   |          |   |   |         |  
|Accrued liabilities                          |   | 5,840    |   |   | 9,268   |  
|Loan payable,
      shareholder (note 4)     |   | 28,606   |   |   | 4,599   |  
|                                             |   | 34,446   |   |   | 13,867  |  
|                                             |   |          |   |   |         |  
|                                             |   |          |   |   |         |  
|Shareholders' Equity                         |   |          |   |   |         |  
|                                             |   |          |   |   |         |  
|Capital Stock(note 5)                        |   | 1,590    |   |   | 1,590   |  
|Additional Paid-In Capital                   |   | 124,695  |   |   | 124,695 |  
|Accumulated Other Comprehensive Loss         |   | (732     | ) |   | -       |  
|Deficit Accumulated During Development Stage |   | (122,324 | ) |   | (67,759 | )
|                                             |   |          |   |   |         |  
|                                             |   | 3,229    |   |   | 58,526  |  
|                                             | $ | 37,675   |   | $ | 72,393  |  

See accompanying notes

F - 2

---

|News of China Inc.                                
|--------------------------------------------------
|(A Company in the Development
      Stage)        
|                                                  
|Statement of Shareholders' Equity                 
|From Inception (October 11, 2005) to June 30, 2008
|Expressed in U.S. Funds                           

|                                                                  |              |  |   |         |  |   |               |  |   |             |   |   | Deficit       |   |   |         |  
|----------------------------------------------------------------- | ------------ |  | - | ------- |  | - | ------------- |  | - | ----------- | - | - | ------------- | - | - | ------- | -
|                                                                  |              |  |   |         |  |   |               |  |   | Accumulated |   |   | Accumulated   |   |   |         |  
|                                                                  |              |  |   |         |  |   | Additional    |  |   | Other       |   |   | During        |   |   | Total   |  
|                                                                  | Common Stock |  |   | Paid-In |  |   | Comprehensive |  |   | Development |   |   | Shareholders' |  
|                                                                  | Shares       |  |   | Amount  |  |   | Capital       |  |   | Loss        |   |   | Stage         |   |   | Equity  |  
|Balance - October 11, 2005 (date of
      inception)              | -            |  | $ | -       |  | $ | -             |  | $ | -           |   | $ | -             |   | $ | -       |  
|Issue of common shares                                            | 13,900,000   |  |   | 1,390   |  |   | 104,895       |  |   | -           |   |   | -             |   |   | 106,285 |  
|Net loss from inception (October 11, 2005) to June 30,
      2006 | -            |  |   | -       |  |   | -             |  |   | -           |   |   | (10,414       | ) |   | (10,414 | )
|Balance - June 30, 2006                                           | 13,900,000   |  |   | 1,390   |  |   | 104,895       |  |   | -           |   |   | (10,414       | ) |   | 95,871  |  
|Issue of common shares                                            | 2,000,000    |  |   | 200     |  |   | 19,800        |  |   | -           |   |   | -             |   |   | 20,000  |  
|Net loss for the
      year ended June 30, 2007                   | -            |  |   | -       |  |   | -             |  |   | -           |   |   | (57,345       | ) |   | (57,345 | )
|Balance - June 30, 2007                                           | 15,900,000   |  |   | 1,590   |  |   | 124,695       |  |   | -           |   |   | (67,759       | ) |   | 58,526  |  
|Cumulative translation adjustment                                 | -            |  |   | -       |  |   | -             |  |   | (732        | ) |   | -             |   |   | (732    | )
|Net loss for the year ended June 30, 2008                         | -            |  |   | -       |  |   | -             |  |   | -           |   |   | (54,565       | ) |   | (54,565 | )
|Balance - June
      30, 2008                                     | 15,900,000   |  | $ | 1,590   |  | $ | 124,695       |  | $ | (732        | ) | $ | (122,324      | ) | $ | 3,229   |  

See accompanying notes

F - 3

---

|News of China Inc.                        
|------------------------------------------
|(A Company in the Development
      Stage)
|                                          
|Statement of Operations                   
|Expressed in U.S. Funds                   

|                                        |   |               |   |   |                     |   |   | From Inception         |  
|--------------------------------------- | - | ------------- | - | - | ------------------- | - | - | ---------------------- | -
|                                        |   |               |   |   |                     |   |   | **(October 11, 2005)** |  
|                                        |   | Year Ended    |   |   | Year Ended          |   |   | to                     |  
|                                        |   | June 30, 2008 |   |   | June
      30, 2007 |   |   | June 30, 2008          |  
|Revenue                                 | $ | NIL           |   | $ | NIL                 |   | $ | NIL                    |  
|Expenses                                |   |               |   |   |                     |   |   |                        |  
|                                        |   |               |   |   |                     |   |   |                        |  
|General and
      administrative        |   | 7,508         |   |   | 19,559              |   |   | 32,565                 |  
|Professional fees                       |   | 52,287        |   |   | 40,050              |   |   | 99,057                 |  
|Foreign exchange                        |   | (4,446        | ) |   | (1,916              | ) |   | (8,166                 | )
|Interest                                |   | (784          | ) |   | (348                | ) |   | (1,132                 | )
|                                        |   | 54,565        |   |   | 57,345              |   |   | 122,324                |  
|                                        |   |               |   |   |                     |   |   |                        |  
|Net Loss                                |   | (54,565       | ) |   | (57,345             | ) |   | (122,324               | )
|Other Comprehensive Loss                |   |               |   |   |                     |   |   |                        |  
|Cumulative translation adjustment       |   | (732          | ) |   | -                   |   |   | (732                   | )
|Comprehensive Loss                      | $ | (55,297       | ) | $ | (57,345             | ) | $ | (123,056               | )
|Basic Weighted Average Number of Shares |   |               |   |   |                     |   |   |                        |  
|Outstanding                             |   | 15,900,000    |   |   | 14,900,000          |   |   | 14,514,063             |  
|Basic and
      Diluted Loss Per Share  | $ | (0.01         | ) |   | (0.01               | ) |   | (0.01                  | )

See accompanying notes

F - 4

---

|News of China Inc.                        
|------------------------------------------
|(A Company in the Development
      Stage)
|                                          
|Statement of Cash Flows                   
|Expressed in U.S. Funds                   

|                                                          |   |               |   |   |                     |   |   | From Inception         |  
|--------------------------------------------------------- | - | ------------- | - | - | ------------------- | - | - | ---------------------- | -
|                                                          |   |               |   |   |                     |   |   | **(October 11, 2005)** |  
|                                                          |   | Year Ended    |   |   | Year Ended          |   |   | to                     |  
|                                                          |   | June 30, 2008 |   |   | June
      30, 2007 |   |   | June 30, 2008          |  
|Funds Provided (Used) -                                   |   |               |   |   |                     |   |   |                        |  
|Operating
      Activities                                |   |               |   |   |                     |   |   |                        |  
|Net loss                                                  | $ | (54,565       | ) | $ | (57,345             | ) | $ | (122,324               | )
|Cumulative translation adjustment                         |   | (732          | ) |   | -                   |   |   | (732                   | )
|                                                          |   | (55,297       | ) |   | (57,345             | ) |   | (123,056               | )
|Changes in non-cash operating elements of working capital |   | (3,482        | ) |   | 1,146               |   |   | 4,384                  |  
|                                                          |   | (58,779       | ) |   | (56,199             | ) |   | (118,672               | )
|Financing
      Activities                                |   |               |   |   |                     |   |   |                        |  
|Loan payable, shareholder                                 |   | 24,007        |   |   | 3,833               |   |   | 28,606                 |  
|Capital stock issuance                                    |   | -             |   |   | 20,000              |   |   | 126,285                |  
|                                                          |   | 24,007        |   |   | 23,833              |   |   | 154,891                |  
|                                                          |   |               |   |   |                     |   |   |                        |  
|Increase (Decrease) in Cash                               |   | (34,772       | ) |   | (32,366             | ) |   | 36,219                 |  
|Cash                                                      |   |               |   |   |                     |   |   |                        |  
|Beginning of
      Period                                 |   | 70,991        |   |   | 103,357             |   |   | -                      |  
|End of Period                                             | $ | 36,219        |   | $ | 70,991              |   | $ | 36,219                 |  

See accompanying notes

F - 5

---

|News of China Inc.                                
|--------------------------------------------------
|(A Company in the Development
      Stage)        
|                                                  
|Notes to Financial Statements                     
|From Inception (October 11, 2005) to June 30, 2008
|Expressed in U.S. Funds                           

|1. | Organization and Basis of Presentation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company was incorporated in the State of Delaware on
      October 11, 2005 and is based in Montreal, Quebec, Canada. Its principal
      business is the development of a financial website focused on researching
      companies whose main operations are in China and are listed on American
      and Canadian stock exchanges.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company is a development stage enterprise as defined
      by Financial Accounting Standards Board (FASB) Statements of Financial
      Accounting Standards (SFAS) No.7, "Accounting and Reporting by Development
      Stage Enterprises". The Company's main activities to date have been
      developing a market for its services. Because the Company is in the
      development stage, the accompanying financial statements should not be
      regarded as typical for normal operating periods.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company prepares its financial statements in
      accordance with accounting principles generally accepted in the United
      States. This basis of accounting involves the application of accrual
      accounting and consequently, revenues and gains are recognized when
      earned, and expenses and losses are recognized when incurred.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The financial statements are expressed in U.S.
    funds.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|2. | Going Concern                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The accompanying financial statements have been prepared
      assuming the Company will continue as a going concern. The Company has not
      generated any revenue and has never paid any dividends. The Company is
      unlikely to pay dividends or generate significant earnings in the
      immediate or foreseeable future. The continuation of the Company as a
      going concern and the ability of the Company to emerge from the
      development stage is dependent upon the continued financial support from
      its shareholders, the ability of the Company to obtain necessary equity
      financing to continue operations and ability to generate sustainable
      significant revenue. There is no guarantee that the Company will be able
      to raise any equity financing or generate profitable operations. As at
      June 30, 2008, the Company has accumulated losses of $123,273 since
      inception. These factors raise substantial doubt regarding the Company's
      ability to continue as a going concern. Should the Company be unable to
      continue as going concern, it may be unable to realize the carrying value
      of its assets and to meet its liabilities as they become
  due.

F - 6

---

|News of China Inc.                                
|--------------------------------------------------
|(A Company in the Development
      Stage)        
|                                                  
|Notes to Financial Statements                     
|From Inception (October 11, 2005) to June 30, 2008
|Expressed in U.S. Funds                           

|3. | Summary of Significant Accounting
  Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | Use of Estimates                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | The preparation of financial statements in conformity
      with accounting principles generally accepted in the United States
      requires management to make estimates and assumptions that affect the
      reported amounts of assets and liabilities, disclosure of contingent
      assets and liabilities at the date of the financial statements, and the
      reported amounts of revenues and expenses during the reporting period.
      Actual results could differ from those estimates.                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | The Company estimates the fair value of its financial
      instruments based on current interest rates, market value and pricing of
      financial instruments with comparable terms. Cash and loan payable,
      shareholder are all short-term in nature and as such, their carrying
      values approximate fair values.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | Foreign Currency Translation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | The Company's functional currency for its operations is
      the Canadian dollar. However, the Company's reporting currency is the U.S.
      dollar. Therefore, the financial statements for all periods presented have
      been translated into the U.S. dollar using the current rate method. Under
      this method, the income statement and the cash flows statement items for
      each period have been translated into U.S. dollar using the rates in
      effect at the date of the transactions, and assets and liabilities have
      been translated using the exchange rate at the end of the period. All
      resulting exchange differences are reported in the cumulative translation
      adjustment account as a separate component of shareholder's
  equity.                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | The Company accounts for income taxes in accordance with
      SFAS No. 109, "Accounting for Income Taxes". Deferred taxes are provided
      on the liability method whereby deferred tax assets are recognized for
      deductible temporary differences, and deferred tax liabilities are
      recognized for taxable temporary differences. Temporary differences are
      the differences between the reported amounts of assets and liabilities and
      their tax bases. Deferred tax assets are reduced by a valuation allowance
      when, in the opinion of management, it is more likely than not that some
      portion or all of the deferred tax assets will be realized. Deferred tax
      assets and liabilities are adjusted for the effects of changes in tax
      assets and rates on the date of enactment.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | In July 2006, the FASB released FIN 48 "Uncertainty in
      Income Taxes", which defines accounting for uncertain tax positions and
      includes amendments to SFAS No. 109. We adopted FIN 48 on June 30, 2007
      (our first fiscal year after December 15, 2006). See note 6 for additional
      information.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

F - 7

---

|News of China Inc.                                
|--------------------------------------------------
|(A Company in the Development
      Stage)        
|                                                  
|Notes to Financial Statements                     
|From Inception (October 11, 2005) to June 30, 2008
|Expressed in U.S. Funds                           

|3. | Summary of Significant Accounting Policies
      (Cont'd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | Loss Per Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | Basic loss per share is calculated based on the weighted
      average number of shares outstanding during the year.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | Newly Issued Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | The Financial Accounting Standards Board issued SFAS
      Statement No. 161, "Disclosures about Derivative Instruments and Hedging
      Activities" ("SFAS 161"). This standard is intended to improve financial
      reporting about derivative instruments and hedging activities by requiring
      enhanced disclosures to enable investors to better understand their
      effects on an entity's financial position, financial performance and cash
      flows. It is effective for financial statements issued for fiscal years
      and interim periods beginning after November 15, 2008, with early
      application encouraged. The adoption of SFAS 161 is not expected to have a
      material effect on the Company's financial position or results of
      operations.                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | The FASB issued SFAS 162, "The Hierarchy of Generally
      Accepted Accounting Principles". The new standards is intended to improve
      financial reporting by identifying a consistent framework, or hierarchy,
      for selecting accounting principles to be used in preparing financial
      statements that are presented in conformity with U.S. generally accepted
      accounting principles (GAAP) for nongovernmental entities. Statement 162
      is effective 60 days following the Securities and Exchanges Commission's
      approval of the Public Company Accounting Oversight Board Auditing
      amendments to AU Section 411, The Meaning of Present Fairly in Conformity
      with Generally Accepted Accounting Principles. The adoption of SFAS 162 is
      not expected to have a material effect on the Company's financial position
      or results of operations.                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | The FASB issued FSP APB-14-1, Accounting for
      Convertible Debt Instruments That May Be Settled in Cash upon Conversion
      (Including Partial Cash Settlement).FSP APB 14-1 clarifies that
      convertible debt instruments that may be settled in cash upon conversion
      (including partial cash settlement) are not addressed by paragraph 12 of
      APB Opinion No. 14, Accounting for Convertible Debt and Debt Issued
      with Stock Purchase Warrants. Additionally, this FSP specifies that
      issuers of such instruments should separately account for the liability
      and equity components in a manner that will reflect the entity's
      nonconvertible debt borrowing rate when interest cost is recognized in
      subsequent periods. This FSP is effective for financial statements issued
      for fiscal years beginning after December 15, 2008, and interim periods
      within those fiscal years. Early adoption is not permitted. The adoption
      of FSP APB-14-1 is not expected to have a material effect on the Company's
      financial position or results of operations.

F - 8

---

|News of China Inc.                                
|--------------------------------------------------
|(A Company in the Development
      Stage)        
|                                                  
|Notes to Financial Statements                     
|From Inception (October 11, 2005) to June 30, 2008
|Expressed in U.S. Funds                           

|3. | Summary of Significant Accounting Policies
      (Cont'd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The FASB issued SFAS 163, Accounting for Financial
      Guarantee Insurance Contracts. Statement 163 clarifies how FASB Statement
      No. 60, Accounting and Reporting by Insurance Enterprises, applies to
      financial guarantee insurance contracts issued by insurance enterprises,
      including the recognition and measurement of premium revenue and claim
      liabilities. It also requires expanded disclosures abut financial
      guarantee insurance contracts. Statement 163 is effective for financial
      statements issued for fiscal years beginning after December 15, 2008, and
      all interim periods within those fiscal years, except for disclosures
      about the insurance enterprise's risk-management activities, which are
      effective the first period beginning after May 23, 2008. The adoption of
      SFAS 163 is not expected to have a material effect on the Company's
      financial position or results of operations.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The FASB issued FSP FAS 142-3, Determination of the
      Useful Life of Intangible Assets. This FSP amends the factors that should
      be considered in developing renewal or extension assumptions used to
      determine the useful life of a recognized intangible asset under FASB
      Statement No. 142, Goodwill and Other Intangible Assets. This FSP is
      effective for financial statements issued for fiscal years beginning after
      December 15, 2008, and interim periods within those fiscal years. The
      adoption of FSP FAS 142-3 is not expected to have a material effect on the
      Company's financial position or results of operations.                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The FASB issued FSP SOP 90-7-a, An Amendment of AICPA
      Statement of Position 90-7 Financial Reporting by Entities in
      Reorganization under the Bankruptcy Code. This FSP states that an entity
      emerging from bankruptcy that uses fresh-start reporting would only follow
      the accounting standards in effect at the date of emergence as opposed to
      within the 12 months following the adoption of fresh-start reporting. This
      FSP is effective for financial statements issued subsequent to April 24,
      2008. The adoption of FSP SOP 90-7-a is not expected to have a material
      effect on the Company's financial position or results of
  operations.                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The FASB issued FSP EITF 03-6-1, Determining Whether
      Instruments Granted in Share-Based Payment Transactions Are Participating
      Securities. This FSP states that unvested share-based payment awards that
      contain nonforefeitable rights to dividends or dividend equivalents
      (whether paid or unpaid) are participating securities and financial
      statements issued for fiscal years beginning after December 15, 2008, and
      interim periods within those years. The adoption of FSP EITF 03-6-1 is not
      expected to have a material effect on the Company's financial position or
      results of operations.                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | EITF 07-5, Determining Whether an Instrument (or Embedded
      Feature) Is Indexed to an Entity's Own Stock was ratified by the FASB.
      This EITF addresses the determination of whether an instrument (or an
      embedded feature) is indexed to an entity's own stock. This EITF is
      effective for financial statements issued for fiscal years beginning after
      December 15, 2008, and interim periods within those fiscal years. The
      adoption of EITF 07-5 is not expected to have a material effect on the
      Company's financial position or results of
operations.                                                                                                                                                                                                                                                                                                                                                                                  

F - 9

---

|News of China Inc.                                
|--------------------------------------------------
|(A Company in the Development
      Stage)        
|                                                  
|Notes to Financial Statements                     
|From Inception (October 11, 2005) to June 30, 2008
|Expressed in U.S. Funds                           

|3. | Summary of Significant Accounting Policies
      (Cont'd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | EITF 08-3, Accounting by Lessees for Nonrefundable
      Maintenance Deposits was ratified by the FASB. This EITF prescribes the
      accounting for all nonrefundable maintenance deposits. This EITF is
      effective for financial statements issued for fiscal years beginning after
      December 15, 2008, and interim periods within those fiscal years. The
      adoption of EITF 08-3 is not expected to have a material effect on the
      Company's financial position or results of operations.                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | EIT 08-4, Transition Guidance for Conforming Changes to
      Issue No. 98-5, "Accounting for Convertible Securities with Beneficial
      Conversion Features of Contingently Adjustable Conversion Ratios' was
      ratified by the FASB. This EITF integrates the requirements of EITF 00-21
      into EITF 98-5. This EITF is effective for financial statements issued for
      fiscal years ending after December 15, 2008. The adoption of EIT 08-4 is
      not expected to have a material effect on the Company's financial position
      or results of operations.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|4. | Loan Payable, Shareholder                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The loan payable, shareholder is payable on demand and is
      non-interest bearing.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|5. | Capital Stock                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    

| | Authorized without limit as to number - |   |       | 
| | --------------------------------------- | - | ----- | 
| | Issued -                                |   |       | 
| | 15,900,000 common shares                | $ | 1,590 | 

|6. | Income Taxes                                                                                                                                                                  
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                               
|   | As at June 30, 2008, there were Canadian Federal and
      Provincial income tax losses that may be applied against earnings of
      future years, not later than as follows:

| | 2016 | $ | 9,648  | 
| | ---- | - | ------ | 
| | 2017 |   | 57,000 | 
| | 2018 |   | 55,000 | 

A valuation allowance has been applied
against the entire deferred tax assets balance.

F - 10

---

|News of China Inc.                                
|--------------------------------------------------
|(A Company in the Development
      Stage)        
|                                                  
|Notes to Financial Statements                     
|From Inception (October 11, 2005) to June 30, 2008
|Expressed in U.S. Funds                           

|6. | Income Taxes (Cont'd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Unrecognized Tax Benefits                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | On July 1, 2007, the Company adopted the provisions for
      FIN 48, which is an interpretation of SFAS No. 109. FIN 48 prescribes a
      recognition threshold that a tax position is required to meet before being
      recognized in the financial statements and provides guidance on
      de-recognition, measurement, classification, interest and penalties,
      accounting in interim periods, disclosure and transition issues. FIN 48
      contains a two-step approach to recognizing and measuring uncertain tax
      positions accounted for in accordance with SFAS No. 109. The first step is
      to evaluate the tax position for recognition by determining if the weight
      of available evidence indicates that it is more likely than not that the
      position will be sustained upon ultimate settlement with a taxing
      authority, including resolution of related appeals or litigation
      processes, if any. The second step is to measure the tax benefit as the
      largest amount that is more than 50% likely of being realized upon
      ultimate settlement. Prior to July 1, 2007 and the implementation of FIN
      48, the Company recorded tax contingencies when the exposure item became
      probable and reasonably estimable, in accordance with SFAS No. 5,
      Accounting for Contingencies.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The adoption of FIN 48 has not had a material effect on
      our financial position or results of operations for 2008. We do not expect
      our unrecognized tax benefits to change significantly over the next twelve
      months.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Classification of Interest and Penalties                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Our policy to include interest and penalties related to
      unrecognized tax benefits within interest expense did not change as a
      result of adopting FIN 48.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|7. | Related Party Transactions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Included in professional fees are approximately $24,000
      (2007 - $5,500) paid to a major shareholder for management consulting
      services rendered to the Company. Included in general and administrative
      are approximately $700 (2007 - $11,000) paid to a shareholder for
      technical support services rendered for the Company and approximately
      $1,000 (2007 - $780) paid to a shareholder for accounting services
      rendered for the Company. The related party transactions have been
      measured at the exchange amount which is the amount of the consideration
      established and agreed to by the related parties.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    

F - 11

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- 17 -

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 8A. CONTROLS AND PROCEDURES.

Disclosure Controls and Procedures

Our management is responsible for establishing and maintaining
adequate internal control over financial reporting as defined in Rules 13a-15(f)
and 15d-15(f) under the Exchange Act. Our management, with the participation of
the issuer's principal executive and principal financial officers, has employed
a framework consistent with Exchange Act Rule 13a-15(c), to evaluate our
internal control over financial reporting described below. Our internal control
over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation and fair
presentation of financial statements for external purposes in accordance with
generally accepted accounting principals.

Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements. Projections of any
evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.

Our management, with the participation of the issuer's
principal executive and principal financial officers, conducted an evaluation of
the design and operation of our internal control over financial reporting as of
June 30, 2008 based on the criteria set forth in Internal Control  Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission. This evaluation included review of the documentation of controls,
evaluation of the design effectiveness of controls, testing of the operating
effectiveness of controls and a conclusion on this evaluation.

Based upon the evaluation, our management concluded that as of
June 30, 2008, our disclosure controls and procedures were not effective due to
the existence of several material weaknesses in our internal control over
financial reporting. These weaknesses included inadequate security, inadequate
restricted access to systems and insufficient disaster recovery plans.
Management has also identified material weaknesses in our internal control
processes over procurement and disbursements, primarily related to lack of
segregations of duties.

More specifically, management has identified the following
weaknesses:

- There are inadequate security, inadequate restricted access to systems and
  insufficient disaster recovery plans for our information technology system.
- There is no whistleblower policy.
- There is no audit committee.
- The small number of staff does not permit segregation of duties.

We have currently no employees. Our only business is to seek
potential merger target or raise necessary capital for further business
development. Our management takes charge of all these current business duties.
Despite these material weaknesses, however, our management believes that as of
June 30, 2008, our companys internal controls over financial reporting is
suitable for a company in its startup stage with limited resources. Regarding
these weaknesses identified above, we are addressing these weaknesses as
described below under the section heading Managements Report on Internal
Control Over Financial Reporting.

---

- 18 -

This report does not include an attestation report of our
registered public accounting firm regarding internal control over financial
reporting. Managements report was not subject to attestation by our companys
registered public accounting firm pursuant to temporary rules of the SEC that
permit our company to provide only management's report in this annual report on
Form 10-KSB.

Managements Report on Internal Control over Financial
Reporting.

During the period covered by this annual report on Form 10-KSB,
we have not been able to remediate the material weaknesses identified above. We
plan to implement changes in internal control over financial reporting during
our fiscal year ending June 30, 2009 in order to mitigate existing weaknesses.

Our management, including our Chief Executive Officer (who is
also our principal executive officer) and our Chief Financial Officer (who is
also our principal financial officer and our principal accounting officer), does
not expect that our disclosure controls and procedures or internal controls and
procedures will prevent all error and all fraud. A control system, no matter how
well conceived and operated, can provide only reasonable, not absolute,
assurances that the objectives of the control system are met. Further, the
design of a control system must reflect the fact that there are resource
constraints and that the benefits of controls must be considered relative to
their costs. Because of the inherent limitations in all control systems, no
evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, within our company have been detected. These
inherent limitations include the realities that judgments in decision-making can
be faulty, and that breakdowns can occur because of simple error or mistake.
Additionally, controls can be circumvented by the individual acts of some
persons, by collusion of two or more people, or by management override of the
control. The design of any system of controls also is based in part upon certain
assumptions about the likelihood of future events, and there can be no
assurances that any design will succeed in achieving its stated goals under all
potential future conditions; over time, control may become inadequate because of
changes in conditions, or the degree of compliance with the policies or
procedures may deteriorate. Because of the inherent limitations in a
cost-effective control system, misstatements due to error or fraud may occur and
not be detected.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial
reporting during the fiscal year ended June 30, 2008 that have materially
affected, or are reasonably likely to materially affect our internal control
over financial reporting.

Certificates.

Certificates with respect to disclosure controls and procedures
and internal control over financial reporting under Rules 13a-14(a) or 15d-14(a)
of the Exchange Act are attached to this Annual Report on Form 10-KSB.

ITEM 8B. OTHER INFORMATION

None.

PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL
PERSONS AND CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE
ACT.

Directors and Officers

As at June 30, 2008, our directors and executive officers,
their ages, positions held, and duration of such, are as follows:

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- 19 -

|Name         | Position Held with our Company                                                            | Age | Date First Elected or
      Appointed
|------------ | ----------------------------------------------------------------------------------------- | --- | -------------------------------------
|Chenxi Shi   | President, Treasurer, Chief Executive Officer,
      Chief Financial Officer and Director | 42  | October 2005                         
|Zibing Zhang | Vice President                                                                            | 38  | October 2005                         
|Zhenyu Chen  | Vice President                                                                            | 38  | May 2006                             

Business Experience

The following is a brief account of the education and business
experience of each director and executive officer during at least the past five
years, indicating each person's principal occupation during the period, and the
name and principal business of the organization by which he was employed.

Chenxi Shi

Mr. Shi is our founding director and has served as the Chairman
of the Board of the Directors since the founding of our company in October 11,
2005 (Date of Inception). He has over 10 years of work experience in computer
technology and business management. Mr. Shi has held various technical and
managerial positions from entry level to the corporate senior. Mr. Shi has
worked in Northern Jiaotong University, Beijing Jiada Technologies Company,
Legend Computer Group Co. (Lenovo) and Investors Group of Canada. Mr. Shi
received his Bachelor of Science degree in computer sciences from Northern
Jiaotong University and his Master of Business Administration degree from Peking
University.

Mr. Shi provides his services on a full time basis to our
company. Mr. Shi is also the President and CEO and a director of Royaltech
Corp., a Delaware corporation currently registering its securities under the
1933 Securities Act for resale.

Zibing Zhang

Mr. Zhang is a founder of our company and has served as Vice
President since founding our company in October 11, 2005 (Date of Inception). He
has over 12 years of work experience in computer technology, financial services
and business management. Mr. Zhang has held various technical and managerial
positions from entry level to the corporate senior. Mr. Zhang has worked in
Liaoning Chengda Group, Holyworks Corp, ZTE Telecom and Investors Group of
Canada. Mr. Zhang received a Bachelor of Engineering degree in industrial
engineering management from Dalian University of Technology and a Master of
Business Administration degree from McGill University. Mr. Zhang provides his
services on a full time basis to our company.

Zhenyu Chen

Mr. Chen joined our company in May 1, 2006 and has served as
Vice President since then. He has over 10 years of work experience in computer
technology and project management. Mr. Chen has held various technical and
managerial positions in Mitsui Group, DTK Computer Co., Ltd, and Nova
Technology. Mr. Chen received his B.S. degree in mathematics from Shanghai Fudan
University and a Mater of Business Administration degree from HEC Montreal. Mr.
Chen provides his services on a full time basis to our company since he joined
our company on May 1, 2006.

Involvement in certain Legal Proceedings

None of our directors, executive officers, promoters or control
persons have been involved in any of the following events during the past five
years:

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- 20 -

| | 1. | any bankruptcy petition filed by or against any business
      of which such person was a general partner or executive officer either at
      the time of the bankruptcy or within two years prior to that
  time;                                                                                                            
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                
| | 2. | any conviction in a criminal proceeding or being subject
      to a pending criminal proceeding (excluding traffic violations and other
      minor offences);                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                
| | 3. | being subject to any order, judgment, or decree, not
      subsequently reversed, suspended or vacated, of any court of competent
      jurisdiction, permanently or temporarily enjoining, barring, suspending or
      otherwise limiting his involvement in any type of business, securities or
      banking activities; or
| |    |                                                                                                                                                                                                                                                                                                                                
| | 4. | being found by a court of competent jurisdiction (in a
      civil action), the Commission or the Commodity Futures Trading Commission
      to have violated a federal or state securities or commodities law, and the
      judgment has not been reversed, suspended, or
vacated.                                           

Compliance with Section 16(a) of the Exchange
Act

Section 16(a) of the Exchange Act requires our executive
officers and directors and persons who own more than 10% of a registered class
of our equity securities to file with the Securities and Exchange Commission
initial statements of beneficial ownership, reports of changes in ownership and
annual reports concerning their ownership of our common stock and other equity
securities, on Forms 3, 4 and 5 respectively. Executive officers, directors and
greater than 10% stockholders are required by the Securities and Exchange
Commission regulations to furnish us with copies of all Section 16(a) reports
that they file.

To the best of our knowledge all executive officers, directors
and greater than 10% stockholders filed the required reports in a timely
manner.

Code of Ethics

On September 10, 2007, our board of directors confirmed the
adoption of our Code of Ethics and Business Conduct that applies to, among other
persons, our company's chief executive officer, president and chief financial
officer (being our principal executive officer, principal financial officer and
principal accounting officer), as well as persons performing similar functions.
As adopted, our Code of Ethics and Business Conduct sets forth written standards
that are designed to deter wrongdoing and to promote:

| | 1. | honest and ethical conduct, including the ethical
      handling of actual or apparent conflicts of interest between personal and
      professional relationships;                                                          
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                              
| | 2. | full, fair, accurate, timely, and understandable
      disclosure in reports and documents that we file with, or submit to, the
      Securities and Exchange Commission and in other public communications made
      by us;
| |    |                                                                                                                                                                                                                              
| | 3. | compliance with applicable governmental laws, rules and
      regulations;                                                                                                                                                   
| |    |                                                                                                                                                                                                                              
| | 4. | the prompt internal reporting of violations of the Code
      of Ethics and Business Conduct to an appropriate person or persons
      identified in the Code of Ethics and Business Conduct; and                            
| |    |                                                                                                                                                                                                                              
| | 5. | accountability for adherence to the Code of Ethics and
      Business Conduct.                                                                                                                                               

Our Code of Ethics and Business Conduct requires, among other
things, that all of our company's senior officers commit to timely, accurate and
consistent disclosure of information; that they maintain confidential
information; and that they act with honesty and integrity.

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- 21 -

In addition, our Code of Ethics and Business Conduct emphasizes
that all employees have a responsibility for maintaining financial integrity
within our company, consistent with generally accepted accounting principles,
and federal and state securities laws. Any employee who becomes aware of any
incidents involving financial or accounting manipulation or other
irregularities, whether by witnessing the incident or being told of it, must
report it to our company. Any failure to report such inappropriate or irregular
conduct of others is to be treated as a severe disciplinary matter. It is
against our company policy to retaliate against any individual who reports in
good faith the violation or potential violation of our company's Code of Ethics
and Business Conduct by another.

Our Code of Ethics and Business Conduct is being filed with the
Securities and Exchange Commission as Exhibit 14.1 to this annual report on Form
10-KSB. We will provide a copy of the Code of Ethics and Business Conduct to any
person without charge, upon request. Requests can be sent to: News of China
Inc., Suite 203A, 1855 Talleyrand, Brossard, Quebec, Canada, J4W 2Y9.

Corporate Governance

Board Meetings and Committees

Our board of directors held no formal meetings during the year
ended June 30, 2008. All proceedings of the board of directors were conducted by
resolutions consented to in writing by all the directors and filed with the
minutes of the proceedings of the directors. Such resolutions consented to in
writing by the directors entitled to vote on that resolution at a meeting of the
directors are, according to the Delaware Corporation Law and the bylaws of our
company, as valid and effective as if they had been passed at a meeting of the
directors duly called and held.

We do not have standing audit, nominating or compensation
committees, or committees performing similar functions. Our board of directors
believe that it is not necessary to have a standing audit or compensation
committees at this time because the functions of such committees are adequately
performed by our board of directors.

Our board of directors also is of the view that it is
appropriate for us not to have a standing nominating committee because the
current size of our board of directors does not facilitate the establishment of
a separate committee. Our board of directors have performed and will perform
adequately the functions of a nominating committee. The directors who perform
the functions of a nominating committee are not independent because they are
also officers of our company. The determination of independence of directors has
been made using the definition of independent director contained under Rule
4200(a)(15) of the Rules of the Financial Industry Regulatory Authority. Our
board of directors has not adopted a charter for the nomination committee. There
has not been any defined policy or procedure requirements for stockholders to
submit recommendations or nomination for directors. Our board of directors does
not believe that a defined policy with regard to the consideration of candidates
recommended by stockholders is necessary at this time because we believe that,
given the early stages of our development, a specific nominating policy would be
premature and of little assistance until our business operations are at a more
advanced level. There are no specific, minimum qualifications that our board of
directors believes must be met by a candidate recommended by our board of
directors. The process of identifying and evaluating nominees for director
typically begins with our board of directors soliciting professional firms with
whom we have an existing business relationship, such as law firms, accounting
firms or financial advisory firms, for suitable candidates to serve as
directors. It is followed by our board of directors review of the candidates
resumes and interview of candidates. Based on the information gathered, our
board of directors then makes a decision on whether to recommend the candidates
as nominees for director. We do not pay any fee to any third party or parties to
identify or evaluate or assist in identifying or evaluating potential nominee.

Family Relationships

There are no family relationships between any director or
executive officer.

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- 22 -

ITEM 10. EXECUTIVE COMPENSATION.

Executive Compensation

The particulars of compensation paid to the following
persons:

- our principal executive officer;
- each of our two most highly compensated executive officers who were
  serving as executive officers at the end of the year ended June 30, 2008; and
- up to two additional individuals for whom disclosure would have been
  provided under (b) but for the fact that the individual was not serving as our
  executive officer at the end of the most recently completed financial year,

who we will collectively refer to as the named executive
officers, of our company for the years ended June 30, 2008 and 2007, are set out
in the following summary compensation tables:

|SUMMARY COMPENSATION
      TABLE                            
|------------------------------------------------------------
|Name and Principal
      Position                           
|Chenxi Shi President, Treasurer, CEO,
      CFO and Director
|Zibing Zhang Vice President                                 
|Zhenyu Chen Vice President                                  

Outstanding Equity Awards at Fiscal Year-End

As at June 30, 2008, we had not adopted any equity compensation
plan and no stock, options, or other equity securities were awarded to our
executive officers.

Aggregated Options Exercised in the Year Ended June 30, 2008
and Year End Option Values

There were no stock options exercised during the year ended
June 30, 2008.

Repricing of Options/SARS

We did not reprice any options previously granted during the
year ended June 30, 2008.

Director Compensation

The particulars of compensation paid to our directors for our
year ended June 30, 2008, is set out in the following director compensation
table:

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- 23 -

|Name       | Fees Earned or
      Paid in Cash ($) | Stock
      Awards ($) | Option
      Awards ($) | Non-Equity
      Incentive Plan Compensation($) | Change in Pension Value
      and Nonqualified Deferred
      **Compensation** Earnings | All Other
      **Compensation**($) | Total
      ($)
|---------- | ------------------------------------- | ---------------------- | ----------------------- | ----------------------------------------------- | --------------------------------------------------------------------------------------- | ----------------------------------- | ---------------
|(a)        | (b)                                   | (c)                    | (d)                     | (e)                                             | (f)                                                                                     | (g)                                 | (h)            
|Chenxi Shi | $24,263                               | Nil                    | Nil                     | Nil                                             | Nil                                                                                     | Nil                                 | Nil            

We reimburse our directors for expenses incurred in connection
with attending board meetings. We did not pay director's fees or other cash
compensation for services rendered as a director in the year ended June 30,
2008.

We have no formal plan for compensating our directors for their
service in their capacity as directors, although such directors are expected in
the future to receive stock options to purchase common shares as awarded by our
board of directors or (as to future stock options) a compensation committee
which may be established. Directors are entitled to reimbursement for reasonable
travel and other out-of-pocket expenses incurred in connection with attendance
at meetings of our board of directors. Our board of directors may award special
remuneration to any director undertaking any special services on our behalf
other than services ordinarily required of a director. No director received
and/or accrued any compensation for their services as a director, including
committee participation and/or special assignments.

Employment Contracts

Other than as set out below, we have not entered into any
employment agreement or consulting agreement with our directors and executive
officers.

There are no arrangements or plans in which we provide pension,
retirement or similar benefits for directors or executive officers. Our
directors and executive officers may receive stock options at the discretion of
our board of directors in the future. We do not have any material bonus or
profit sharing plans pursuant to which cash or non-cash compensation is or may
be paid to our directors or executive officers, except that stock options may be
granted at the discretion of our board of directors.

We have no plans or arrangements in respect of remuneration
received or that may be received by our executive officers to compensate such
officers in the event of termination of employment (as a result of resignation,
retirement, change of control) or a change of responsibilities following a
change of control, where the value of such compensation exceeds $60,000 per
executive officer.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

We have set forth in the following table certain information
regarding our shares of common stock beneficially owned as of September 17, 2008
for: (i) each shareholder we know to be the beneficial owner of 5% or more of
our shares of common stock; (ii) each of our executive officers and directors;
and (iii) all executive officers and directors as a group. Beneficial ownership
is determined in accordance with the rules of the Securities and Exchange
Commission. In computing the number of shares beneficially owned by a person, we
have included shares for which the named person has sole or shared power over
voting or investment decisions. Except as otherwise noted below, the number of
shares beneficially owned includes common stock which the named person has the
right to acquire, through conversion or option exercise, or otherwise, within 60
days after April 8, 2008. Beneficial ownership calculations for 5% stockholders
are based solely on publicly filed Schedule 13Ds or 13Gs, which 5% stockholders
are required to file with the Securities and Exchange Commission.

---

- 24 -

|Name and Address of Beneficial Owner                                      | Amount and Nature of Beneficial Ownership | Percentage of Class(1)
|------------------------------------------------------------------------- | ----------------------------------------- | ----------------------
|Aventech Capital Inc.(2)1855
      Talleyrand, #203A Brossard, QC J4W 2Y9 | 9,500,000                                 | Direct                
|Zhenyu Chen 3-5557 Cote Des Neiges Montreal,
      QC, Canada             | 300,000                                   | Direct                
|Chenxi Shi 1855 Talleyrand, #203A Brossard,
      QC J4W 2Y9              | 1,000,000                                 | Direct                
|Zibing Zhang 3-5557 Cote Des Neiges
      Montreal, QC, Canada            | 1,000,000                                 | Direct                
|Directors and Executive Officers as a Group (4
      people)              | 11,800,000                                |                       

(1) Based on 15,900,000 shares outstanding as of
September 17, 2008.

(2) Aventech Capital Inc. is a company owned
and controlled by Mr. Shi

Change in Control

We are not aware of any arrangement that might result in a
change in control of our company in the future.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE.

Except as described below, none of the following persons has
any direct or indirect material interest in any transaction to which our company
was or is a party during the past two fiscal years, or in any proposed
transaction to which our company proposes to be a party:

| | 1. | any director or officer of our company;                                                                                                                                                               
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                       
| | 2. | any proposed director of officer of our
company;                                                                                                                                                      
| |    |                                                                                                                                                                                                       
| | 3. | any person who beneficially owns, directly or indirectly,
      shares carrying more than 5% of the voting rights attached to our
      companys common stock; or                                    
| |    |                                                                                                                                                                                                       
| | 4. | any relative or spouse of any of the foregoing persons,
      or any relative of such spouse, who has the same house as such person or
      who is a director or officer of any parent or
subsidiary.

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- 25 -

ITEM 13. EXHIBITS.

|(3)   | Articles of Incorporation and
      By-laws                                                                                                             
|----- | --------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1   | Articles of Incorporation (attached as an exhibit
      to our registration statement on Form SB-2 filed September 25, 2006)                            
|3.2   | By-Laws (attached as an exhibit
      to our registration statement on Form SB-2 filed September 25, 2006)                                              
|(10)  | Material Contracts                                                                                                                                      
|      | Form of Subscription Agreement
      between News of China Inc. and each of the following persons:                                                      
|10.1  | (attached as an exhibit to our registration statement
      on Form SB-2 filed September 25, 2006)                                                      
|(14)  | Code of Ethics                                                                                                                                          
|14.1  | Code of Ethics adopted September 10, 2007 (attached
      as an exhibit to our annual report on Form 10-KSB filed September 28, 2007)                   
|(31)  | Section 302 Certification                                                                                                                               
|31.1* | Certification Statement
      of the Chief Executive Officer and Chief Financial Officer pursuant to Section
      302 of the Sarbanes-Oxley Act of 2002
|(32)  | Section 906 Certification                                                                                                                               
|32.1* | Certification Statement
      of the Chief Executive Officer and Chief Financial Officer pursuant to Section
      906 of the Sarbanes-Oxley Act of 2002

*filed herewith

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit and Accounting Fees

The following table sets forth the fees billed to the Company
for professional services rendered by the Company's principal accountant, for
the year ended June 30, 2008 and June 30, 2007:

|Services       |   | 2008   |  |   | 2007   | 
|-------------- | - | ------ |  | - | ------ | 
|Audit fees     | $ | 12,996 |  | $ | 13,500 | 
|Tax fees       | $ | 0      |  | $ | 0      | 
|All other fees | $ | 41,569 |  | $ | 43,845 | 
|               |   |        |  |   |        | 
|Total fees     | $ | 54,565 |  | $ | 57,345 | 

Audit Fees.

Consist of fees billed for professional services rendered for
the audits of our financial statements, reviews of our interim financial
statements included in quarterly reports, services performed in connection with
filings with the Securities and Exchange Commission and related comfort letters
and other services that are normally provided by RSM Richter, Chartered
Accountants for the fiscal years ended June 2008 and 2007 in connection with
statutory and regulatory filings or engagements.

Tax Fees.

Consist of fees billed for professional services for tax
compliance, tax advice and tax planning. These services include assistance
regarding federal, state and local tax compliance and consultation in connection
with various transactions and acquisitions.

We do not use RSM Richter for financial information system
design and implementation. These services, which include designing or
implementing a system that aggregates source data underlying the financial
statements or generates information that is significant to our financial
statements, are provided internally or by other service providers. We do not
engage RSM Richter to provide compliance outsourcing services.

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- 26 -

Effective May 6, 2003, the Securities and Exchange Commission
adopted rules that require that before RSM Richter is engaged by us to render
any auditing or permitted non-audit related service, the engagement be:

- approved by our audit committee (the functions of which are performed by
  our entire board of directors); or
- entered into pursuant to pre-approval policies and procedures established
  by the board of directors, provided the policies and procedures are detailed
  as to the particular service, the board of directors is informed of each
  service, and such policies and procedures do not include delegation of the
  board of directors' responsibilities to management.

Our board of directors has considered the nature and amount of
fees billed by RSM Richter and believe that the provision of services for
activities unrelated to the audit is compatible with maintaining RSM Richters
independence.

However, all of the above services and fees were reviewed and
approved by our board of directors either before or after the respective
services were rendered.

---

- 27 -

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

NEWS OF CHINA INC.

/s/ Chenxi ShiBy: Chenxi Shi, President, Treasurer
and Director (Principal Executive Officer, Principal Financial Officer
and Principal Accounting Officer) 
Dated: October 6, 2008

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.

/s/ Chenxi ShiBy: Chenxi Shi, President, Treasurer
and Director (Principal Executive Officer, Principal Financial Officer
and Principal Accounting Officer) 
Dated: October 6, 2008

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