UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 WASHINGTON,
D.C. 20549
  FORM
10-KSB/A
 
 
 ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF
 THE
SECURITIES EXCHANGE ACT OF 1934
 
 For the
fiscal year ended June 30, 2007
 
 Commission
File Number 000-51503
 
 Scrap China
Corporation
 (Name of
Small business Issuer in its charter)
 
 Utah
              
              81 -
      0674073(State
      or other jurisdiction of incorporation or organization)
              
              (I.R.S.  Employer
      Identification No.)
 
 
 175 East 400 South
      Suite 900, Salt Lake City, Utah
              84111
              801-531-0404(Address
      of principal executive offices)
              (Zip
      Code)
              (Issuer's
      telephone number)
 
 www.scrapchina.com
 (Web
Address)
 Securities
registered pursuant to Section 12(g) of the Exchange Act:
 Common
Stock, $0.001 par value
 
 Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days.      Yes  [X]    No  [
]
 
 Check if
there is no disclosure of delinquent filers pursuant 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 any amendment to this Form
10-KSB.  (x)
 
 State
issuer's revenues for its most recent fiscal year: $0
 
 State the
aggregate market value of the voting stock held by non-affiliates computed by
reference to the price at which the stock was sold, or the average bid and asked
price of such stock, as of a specified date within the past 60 days. No Market
Exists
 
 Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes [ x ]    No [ ]
 
 State the
number of shares outstanding of the issuer’s classes of common equity, as of the
latest practicable date:  August 29, 2007 – 7,710,843
  
  SCRAP CHINA
CORPORATION
 INDEX
 
 Table of Contents
 
 Part
  OneExplanatory
      Note
              1Item
      1:
              Description
      of Business
              2Item
      2:
              Description
      of Property
              4Item
      3:
              Legal
      Proceedings
              4Item
      4:
              Submission
      of Matters to a Vote of Security Holders
              5Part
  TwoItem
      5:
              Market
      for Common Equity and Related Stockholder Matters
              5Item
      6:
              Managements
      Discussion and Analysis or Plan of Operation
              6Item
      7:
              Financial
      Statements
              7Item
      8:
              Changes
      In and Disagreements with Accountants on Accounting and Financial
      Disclosure
              8Item
      8A:
              Controls
      and Procedures
              8Item
      8B:
              Other
      Information
              8Part
    ThreeItem
      9:
              Directors
      and Executive Officers, Promoters and Control Persons: Compliance with
      Section 16(a) of the Exchange Act
              8Item
      10:
              Executive
      Compensation
              10Item
      11.
              Security
      Ownership of Certain Beneficial Owners and Management and Related
      Stockholder  Matters
              11Item
      12:
              Certain
      Relationships and related transactions
              11Item
      13:
              Description
      of Exhibits
              12Item
      14:
              Principal
      Accountant Fees and Services
              13
  
 Explanatory Note
  Report of
Independent Registered Public Accounting Firm and to correctly reflect the date
on such report.
  1
  FORWARD LOOKING
STATEMENTS
 
 Scrap
China Corporation (the "Company", "we" or "us") cautions readers that certain
important factors may affect our actual results and could cause such results to
differ materially from any forward-looking statements that may have been made in
this Form 10-KSB or that are otherwise made by or on behalf of us. For this
purpose, any statements contained in the Form 10-KSB that are not statements of
historical fact may be deemed to be forward-looking statements.
 
 Without
limiting the generality of the foregoing, words such as "may," "expect,"
"believe," "anticipate," "intend," "could," "estimate," "plan" or “continue" or
the negative other variations thereof or comparable terminology are intended to
identify forward-looking statements. Factors that may affect our results
include, but are not limited to, our limited history of non-profitability, our
dependence on a limited number of customers and key personnel, the need for
additional financing and our dependence on certain industries. We are also
subject to other risks detailed herein or detailed from time to time in our
filings with the Securities and Exchange Commission.
 
 PART ONE
 
 Item 1:  Description of
Business
 
 Company History
 
 In the
year 2000, RecycleNet Corporation recognized the need for specific geographic
web portals within its business and it established an online presence to
correspond with each continent.  The management of RecycleNet
Corporation believed that the growing potential for business in Asia demanded
separate attention and therefore, implemented a strategy to establish a
Secondary Commodity Clearinghouse service in China.
 
 On June
15, 2005, Scrap China Corporation (“the Company”) was organized under the laws
of the State of Utah as a wholly-owned subsidiary of RecycleNet
Corporation.  The Company is a development stage enterprise and is in
the process of raising capital to fund operations.  As such, the
Company has, since inception, spent most of its efforts in developing its
business plan and in raising capital to fund its operations. The Company has
relied upon cash flows from equity issuances and advances from RecycleNet
Corporation to sustain operations.
 
 The Company plans to specialize in
importing scrap materials into China.  These materials include, but
are not limited to, scrap metal, waste paper, scrap plastic, scrap glass,
etc.  The Company’s main focus will be on freight consolidation
resulting in better economics in the transactions.
 
 On
November 30, 2005 RecycleNet Corporation announced the spin-off of Scrap China
Corporation effective January 20, 2006.  The spin-off was in the form
of a pro-rata share dividend to RecycleNet Corporation common
shareholders.  On January 20, 2006, the common shareholders of record
of RecycleNet Corporation received one share of Scrap China Corporation for
every ten shares of RecycleNet Corporation.   The remaining
undistributed share balance of 2,289,157 shares, was returned to the Scrap China
Corporation treasury at no cost from RecycleNet
Corporation.   The balance of issued and outstanding shares of
Scrap China Corporation as of June 30, 2007 was 7,710,843.
 
  2
  RecycleNet
Corporation trades publicly as OTC:  GARM and is a "Reporting Company"
under the Securities Exchange Act of 1934.
 
 The
Company is continuing to mature its business plan and is proceeding to raise
capital in order to execute the proof of concept phase for the company’s
operations. The Company has had no revenues from any source to
date.
 
 Business Condition— The Company
has limited operating history and has not yet been able to develop and execute
its business plan.  This situation raises substantial doubt about its
ability to continue as a going concern. The Company plans to fund its operations
by issuing equity securities or loans from related parties. Success in these
efforts is not assured.  The financial statements do not include any
adjustments relating to the recoverability and classification of asset carrying
amounts or the amount and classification of liabilities that might result should
the Company be unable to continue as a going concern
 
 Bankruptcy or Receivership or Similar
Proceedings
 
 None
 
 
 Outline of Business
Plan
 
 Scrap
China Corporation is a development stage company.  The Company plans
to specialize in importing scrap materials into China.  These
materials include, but are not limited to, scrap metal, waste paper, scrap
plastic, scrap glass, etc. The Company’s main focus will be on freight
consolidation resulting in better economics in the transactions.
 
 The
Company is continuing to mature its business plan and is proceeding to raise
capital in order to execute the proof of concept phase for the companies
operations.
 
 
 Effect of Government
Regulations
 
 The
Company is unaware of any existing or probable government regulations in the
United States or China that would have any material negative impact on our
business.
 
 The
Company has assessed which permits, registrations or licenses are required to
import goods into China and the costs associated with them.  There are
a number of permits, registrations and licenses that may be required by either
the Company, or by any buyer or seller that the Company deals with, in order to
be in compliance with any Chinese rules, regulations and environmental
laws.  The Company does not anticipate any difficulties in completing
this process or any difficulties in obtaining any necessary documentation that
may be required.
 
 
 
  3
  To date
the Company has determined that the following permits, registrations or licenses
may be required in China:
 
 1.
              General
      Administration for Quality Supervision, Inspection and
      Quarantine  - AQSIQ
 2.
              Compulsory
      Certificate – CCC
 
  Employees
 
 Scrap
China Corporation currently has no employees.
 
 
 Competition
 
 The
management of Scrap China Corporation is unaware of any direct competition in
the Secondary Commodity Clearinghouse market.  This service will
assist buyers and sellers of scrap or waste materials to exchange
goods.  These materials include, but are not limited to, scrap metal,
scrap paper, scrap plastic, scrap glass, etc.   Management has
identified hundreds of consumers and traders of scrap materials in China that
they believe to be potential customers.  The Company does not
anticipate having any one principal supplier or buyer that they would be
dependent on.
 
 Reports to Security
Holders
 
 The
Company is a "reporting company" under the Securities Exchange Act of 1934 and
is required to file annual, quarterly and periodic reports with the Securities
and Exchange Commission, such as Forms 10-KSB, 10-QSB, and 8-K. The reports are
available at the Commission's Public Reference Room at 450 Fifth Street, NW,
Washington, DC 20549, telephone 1-800-SEC-0330 and may be retrieved
electronically via the Internet at www.sec.gov.
 
 The
Company intends to prepare and deliver to its security holders an annual report
each year, which will include audited financial statements.
 
 
 Item 2:  Description of
Property
 
 Facilities
 
 Currently,
the company does not own, lease or occupy its own facilities.  All
operations are conducted from the offices occupied by RecycleNet Corporation,
the former parent company of Scrap China Corporation.
 
 
 Item 3:  Legal
Proceedings
 
 Neither
the Company nor any of its officers, directors or greater than 10% beneficial
shareholders are involved in any litigation or legal proceedings involving the
business of the Company.
 
  4
  Item 4: Submission of Matters to a
Vote of Security Holders
 
 No
matters were submitted to a vote of the Company's security holders during the
fourth quarter of fiscal year ended June 30, 2007.
 
 
 PART TWO
 
 
 Item 5: Market for Common Equity and
Related Stockholder Matters
 
 As of
June 30, 2007, the number of holders of record of the Company's common shares
was 708.  The Company has not declared or paid any cash
dividends.  It is not anticipated that any cash dividends will be
declared or paid in the near future. There are no contractual or other
restrictions that limit the ability of the Company to pay dividends on its
common shares and none are anticipated in the future.
 
 Description of
Securities
 
 The
Company has authorized 250,000,000 common shares. There are no provisions in the
Articles of Incorporation of the Company that would delay, defer, or prevent a
change in control of the Company. The Company has no debt securities
issued.
 
 Recent Sales of Unregistered
Securities
 
 On
November 30, 2005 RecycleNet Corporation, announced the spin-off of Scrap China
Corporation, a wholly owned subsidiary.  The spin-off was in the form
of a pro-rata share dividend to RecycleNet Corporation common
shareholders.  On January 20, 2006, the common shareholders of record
of RecycleNet Corporation received one share of Scrap China Corporation for
every ten shares of RecycleNet Corporation.   The remaining
undistributed share balance of 2,289,157 shares, was returned to the Scrap China
Corporation treasury at no cost from RecycleNet
Corporation.   The balance of issued and outstanding shares of
Scrap China Corporation as of June 30, 2007 was 7,710,843.
 
 No other
offers or sales have been made by the Company and none are intended at the
present time.
  
 Item 6:  Managements
Discussion and Analysis or Plan of Operation
 
 Plan of Operation
 
 Scrap
China Corporation is a development stage company.  The Company plans
to specialize in importing scrap materials into China.  These
materials include, but are not limited to, scrap metal, waste paper, scrap
plastic, scrap glass, etc.  The Company’s main focus will be on
freight consolidation resulting in better economics in the
transactions.
 
  5
  The
Company is continuing to mature its business plan and is proceeding to raise
capital in order to execute the proof of concept phase for the companies
operations.
 
 
 From
inception to the present, RecycleNet Corporation has provided all funding to the
Company.  The funds provided were used toward establishing a base of
operations in China.  Additional funds, if required, over the next
twelve months, will be provided by RecycleNet Corporation and will be treated as
an advance to a related party.  These advances are due on demand and
bear no interest.  The Company does not anticipate spending more than
$100,000 over the next twelve months.
 
 The
Company does not anticipate the purchase of any significant equipment or
buildings during the development stage.
 
 The
Company does not expect any significant change in employees.
 
 Off-Balance Sheet
Arrangements
 None
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  6
  Item 7:  Financial
Statements
 
 Scrap China
Corporation
 (A Development Stage
Enterprise)
 INDEX TO FINANCIAL
STATEMENTS
 
 
 TABLE OF CONTENTS
 
 
 PageReport
      of Independent Registered Public Accounting Firm
              F-1Balance
      Sheets – June 30, 2007 and 2006
              F-2Statements
      of Operations for the Years Ended June 30, 2007 and 2006 and for the
      Period from June 15, 2005 (Date of Inception) through June 30,
      2007
              F-2Statements
      of Stockholders’ Deficit for the Period from June 15, 2005 (Date of
      Inception) through June 30, 2005 and for the Years Ended June 30, 2007 and
      2006
              F-3Statements
      of Cash Flows for the Year Ended June 30, 2007 and 2006 and for the Period
      from June 15, 2005 (Date of Inception) through June 30,
    2007
              F-4Notes
      to Financial Statements
              F-5
 
 
 
 
 
 
 
 
 
 
 
 
 
  7
  
 HANSEN, BARNETT& MAXWELL,
      P.C.A
      Professional CorporationCERTIFIED
      PUBLIC ACCOUNTANTS
              
              Registered with the Public
      CompanyAND
              
              Accounting Oversight
      BoardBUSINESS
      CONSULTANTS5
      Triad Center, Suite 750
                Salt
      Lake City, UT 84180-1128Phone:
      (801) 532-2200Fax:
      (801) 532-7944www.hbmcpas.com
 
 
 
 
 REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
 
 
 
 To the
Board of Directors and Stockholder
 Scrap
China Corporation
 
 
 We have
audited the balance sheets of Scrap China Corporation (a development stage
enterprise) as of June 30, 2007 and 2006 and the related statements of
operations, stockholders’ deficit and cash flows for the years ended June 30,
2007 and 2006 and for the period from June 15, 2005 (date of inception) through
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 audits.
 
 We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require
that we plan and perform the audit to obtain reasonable assurance about 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, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits provides
a reasonable basis for our opinion.
 
 In our
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Scrap China Corporation as of June
30, 2007 and 2006 and the results of its operations and its cash flows for the
years ended June 30, 2007 and 2006 and for the period from June 15, 2005 (date
of inception) through June 30, 2007, in conformity with accounting principles
generally accepted in the United States of America.
 
 The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern. As discussed in Note 2 to the financial
statements, the Company’s lack of operating history raises substantial doubt
about its ability to continue as a going concern. Management’s plans regarding
those matters are also described in Note 2. The financial statements do not
include any adjustments that might result from the outcome of this
uncertainty.
 
 /s/HANSEN, BARNETT & MAXWELL,
      P.C.HANSEN, BARNETT & MAXWELL,
      P.C.
 
 Salt Lake
City, Utah
 August
28, 2007
 
  F-1
  SCRAP CHINA
CORPORATION
 (A Development Stage
Enterprise)
 BALANCE SHEETS
 
 June 30,2007
              
              
              2006ASSETSCurrent
      AssetsCash
              
              $
              399
              
              
              $
              450Total
    Assets
              
              $
              399
              
              
              $
              450LIABILITIES AND STOCKHOLDERS'
      DEFICITCurrent
      LiabilitiesAccrued
      liabilities
              
              $
              5,750
              
              
              $
              5,000Payable
      to related party
              
              
              129,743
              
              
              
              87,116Total Current
      Liabilities
              
              
              135,493
              
              
              
              92,116Stockholders'
      DeficitCommon
      shares - par value $0.001 per share; 250,000,000 shares
      authorized;
                7,710,843
      shares issued and outstanding
              
              
              7,711
              
              
              
              7,711Additional
      paid-in capital
              
              
              2,289
              
              
              
              2,289Deficit
      accumulated during development stage
              
              
              (145,094
              )
              
              
              (101,666
              )Total Stockholders'
      Deficit
              
              
              (135,094
              )
              
              
              (91,666
              )Total Liabilities and
      Stockholders' Deficit
              
              $
              399
              
              
              $
              450
 
 
 SCRAP CHINA
CORPORATION
 (A Development Stage
Enterprise)
 STATEMENTS OF
OPERATIONS
 
 For the Year
      Ended
                June 30,
              
              
              For the period
      from
                June 15,
      2005
                (date of
      inception)
                through
                June 30,2007
              
              
              2006
              
              
              2007Sales
              
              $
              -
              
              
              $
              -
              
              
              $
              -Operating
      ExpensesSelling,
      general and adminstrative expenses
              
              
              43,428
              
              
              
              92,334
              
              
              
              145,094Total Operating
      Expenses
              
              
              43,428
              
              
              
              92,334
              
              
              
              (145,094
              )Net Loss
              
              $
              (43,428
              )
              
              $
              (92,334
              )
              
              $
              (145,094
              )Basic and Diluted Net Loss per
      Share
              
              $
              (0.01
              )
              
              $
              (0.01
              )Weighted-Average Common Shares
      Outstanding
              
              
              7,710,843
              
              
              
              9,153,325
 
  The
accompanying notes are an integral part of these financial
statements.
 
  F-2
  SCRAP CHINA
CORPORATION
 (A Development Stage
Enterprise)
 STATEMENTS OF STOCKHOLDERS’
DEFICIT
 
 Common
      Shares
              
              
              Additional
                Paid-in
              
              
              Accumulated
              
              
              Total
                Stockholders'
                EquityShares
              
              
              Amount
              
              
              Capital
              
              
              Deficit
              
              
              (Deficit)Issuance
      of Common Shares to RecycleNet Corporation - June 15, 2005; $0.001 per
      share
              
              
              10,000,000
              
              
              $
              10,000
              
              
              $
              -
              
              
              $
              -
              
              
              $
              10,000Net
      loss for the period ended June 30, 2005
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (9,332
              )
              
              
              (9,332
              )Balance - June 30,
      2005
              
              
              10,000,000
              
              
              
              10,000
              
              
              
              -
              
              
              
              (9,332
              )
              
              
              668Return
      of Shares from Spin-off of Corporation February 15, 2006; no
      cost
              
              
              (2,289,157
              )
              
              
              (2,289
              )
              
              
              2,289
              
              
              
              -
              
              
              
              -Net
      loss for the year ended June 30, 2006
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (92,334
              )
              
              
              (92,334
              )Balance - June 30,
      2006
              
              
              7,710,843
              
              
              
              7,711
              
              
              
              2,289
              
              
              
              (101,666
              )
              
              
              (91,666
              )Net
      loss for the year ended June 30, 2007
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (43,428
              )
              
              
              (43,428
              )Balance - June 30,
      2007
              
              
              7,710,843
              
              
              
              7,711
              
              
              
              2,289
              
              
              
              (145,094
              )
              
              
              (135,094
              )
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 The
accompanying notes are an integral part of these financial
statements.
 
  F-3
  SCRAP CHINA
CORPORATION
 (A Development Stage
Enterprise)
 STATEMENTS OF CASH
FLOWS
 
 
 For the Year
      Ended
                June 30,
              
              
              For the period
      from
                June 15,
      2005
                (date of
      inception)
                through
                June 30,2007
              
              
              2006
              
              
              2007Cash Flows from Operating
      Activities:Net
      loss
              
              $
              (43,428
              )
              
              $
              (92,334
              )
              
              $
              (145,094
              )Changes
      in assets and liabilities:Prepaid
      expenses
              
              
              -
              
              
              
              4,000
              
              
              
              -Accrued
      liabilities
              
              
              750
              
              
              
              1,500
              
              
              
              5,750Payable
      to related party
              
              
              42,627
              
              
              
              87,116
              
              
              
              129,743Net Cash (Used in) Provided by
      Operating Activities
              
              
              (51
              )
              
              
              282
              
              
              
              (9,601
              )Cash Flows from Investing
      Activities:
              
              
              -
              
              
              
              -
              
              
              
              -Cash Flows from Financing
      Activities:Proceeds
      from sale of common stock
              
              
              -
              
              
              
              -
              
              
              
              10,000Net Cash Provided by Financing
      Activities
              
              
              -
              
              
              
              -
              
              
              
              10,000Net Change in
      Cash
              
              
              (51
              )
              
              
              282
              
              
              
              399Cash at Beginning of
      Period
              
              
              450
              
              
              
              168
              
              
              
              -Cash at End of
      Period
              
              $
              399
              
              
              $
              450
              
              
              $
              399
 
 
 
 
 
 
 
 
 
 
 The
accompanying notes are an integral part of these financial
statements.
 
  F-4
  SCRAP CHINA
CORPORATION
 (A Development Stage
Enterprise)
 NOTES TO FINANCIAL
STATEMENTS
 
 
 Note 1 – Nature of
Business
 
 Organization and Nature of
Operations— On June 15, 2005,
Scrap China Corporation (“the Company”) was organized under the laws of the
State of Utah.  The Company is considered a development stage
enterprise and is in the process of raising capital to fund
operations.  As such, the Company has, since inception, spent most of
its efforts in developing its business plan and in raising capital to fund its
operations. The Company has relied upon cash flows from equity issuances and
advances from RecycleNet Corporation to sustain operations.
 
 The
Company plans to specialize in importing scrap materials into
China.  These materials include, but are not limited to, scrap metal,
waste paper, scrap plastic, scrap glass, etc.  The Company’s main
focus will be on freight consolidation resulting in better economics in the
transactions.
 
 On
November 30, 2005 RecycleNet Corporation, of which Scrap China Corporation was a
wholly-owned subsidiary, announced the spin-off of Scrap China Corporation
effective January 20, 2006.  The spin-off was in the form of a
pro-rata share dividend to RecycleNet Corporation common
shareholders.  On January 20, 2006, the common shareholders of record
of RecycleNet Corporation received one share of Scrap China Corporation for
every ten shares of RecycleNet Corporation.   The remaining
undistributed share balance of 2,289,157 shares, was returned to the Scrap China
Corporation treasury at no cost from RecycleNet Corporation.  From the
date of the spin-off, Scrap China Corporation now functions as its own fully
reporting entity.
 
 The
Company is continuing to mature its business plan and is proceeding to raise
capital in order to execute the proof of concept phase for the company’s
operations.
 
 Note 2 – Summary of Significant
Accounting Policies
 
 Use of Estimates—The preparation of
financial statements in conformity with accounting principles generally accepted
in the United States of America requires management to make estimates and
assumptions that affect certain reported amounts of assets and liabilities and
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.
 
 
 
  F-5
  Fair Value of Financial
Instruments— The carrying amounts reported in the accompanying financial
statements for current assets and current liabilities approximate fair values
because of the immediate or short-term maturities of these financial
instruments.
  Business Condition— The Company is
a new company with minimal operating history.  It has not yet been
able to develop and execute its business plan.  This situation raises
substantial doubt about its ability to continue as a going concern. The Company
plans to fund its operations by issuing equity securities or loans from related
parties. Success in these efforts is not assured.  The financial
statements do not include any adjustments relating to the recoverability and
classification of asset carrying amounts or the amount and classification of
liabilities that might result should the Company be unable to continue as a
going concern.
 
 Income Taxes— The Company
recognizes an asset or liability for the deferred tax consequences of all
temporary differences between the tax basis of assets or liabilities and their
reported amounts in the financial statements that will result in taxable or
deductible amounts in future years when the reported amounts of the asset or
liabilities are recovered or settled.  Deferred tax assets or
liabilities are measured using the enacted tax rates that will be in effect when
the differences are expected to reverse.  Deferred tax assets are
reviewed periodically for recoverability and valuation allowances are provided
as necessary.
 
 Net Loss Per Share— Basic and
diluted loss per common share is computed on the basis of the weighted-average
number of common shares outstanding during the period.  There were no
potentially-issuable common stock equivalents outstanding at June 30, 2007 or
2006.
 
 
 Note 3 – Stockholders’
Equity
 
 The
Company is authorized to issue 250,000,000 common shares with a par value of
$0.001 per share. The board of directors is authorized to designate one or more
series within the class of common shares and to designate relative preferences,
limitations and rights.
 
 In June
2005, the Company issued 10,000,000 shares of common stock to RecycleNet
Corporation for cash proceeds of $10,000 or $0.001 per share, making the Company
a wholly owned subsidiary of RecycleNet Corporation.
 
 On
November 30, 2005 RecycleNet Corporation announced the spin-off of Scrap China
Corporation effective January 20, 2006.  The spin-off was in the form
of a pro-rata share dividend to RecycleNet Corporation
shareholders.  On January 20, 2006, the shareholders of record
of
 
 
 
 
  F-6
  RecycleNet
Corporation received one share of Scrap China Corporation for every ten shares
of RecycleNet Corporation.   The remaining undistributed share
balance of 2,289,157 shares, was returned to the Scrap China Corporation
treasury at no cost from RecycleNet Corporation.
 
 
 Note 4 – Related Party
Transactions
 
 As of
June 30, 2007 and 2006, the Company had a $129,743 and $87,116 payable to a
related party, respectively.  During the years ended June 30, 2007 and
2006, RecycleNet Corporation paid certain expenses for travel, management and
legal and accounting expenses on behalf of Scrap China Corporation. The Company
anticipates that additional funds, if required, would be provided by RecycleNet
Corporation; however, there is no assurance that future advances will be
made.  Terms for repayment have not been established and the advances
are due on demand and bear no interest.
 
 
 Note 5 –Income
Taxes
 
 The
components of the net deferred tax asset as of June 30, 2007 and 2006, are as
follows:
 
 As of June
      30,
              
              2007
              
              
              2006Operating
      loss carryforwards
              
              $
              54,120
              
              
              $
              37,921Total
      Deferred Tax Assets
              
              
              54,120
              
              
              
              37,921Valuation
      allowance
              
              
              (54,120
              )
              
              
              (37,921
              )Net Deferred Tax
      Asset
              
              $
              -
              
              
              $
              -
 
 
 As of
June 30, 2007, the Company had net operating loss carryforwards of $145,094 that
begin to expire in 2025.  The following is a reconciliation of the
amount of benefit that would result from applying the federal statutory rate to
pretax loss with the provision for income taxes for the fiscal years ended June
30, 2007 and 2006:
 
 For the years ended June
      30,
              
              2007
              
              
              2006Tax
      at statutory rate (34%)
              
              $
              (14,765
              )
              
              $
              (31,394
              )Change
      in valuation allowance
              
              
              16,199
              
              
              
              34,440State
      tax benefit, net of federal tax effect
              
              
              (1,434
              )
              
              
              (3,046
              )Provision for Income
      Taxes
              
              $
              -
              
              
              $
              -
 
 
 
  F-7
  Item 8:  Changes In and
Disagreements with Accountants on Accounting and Financial
Disclosure
 
 There are
currently no disagreements or changes pending with the Company’s Registered
Public Accounting Firm.
 
 Item 8A. Controls and
Procedures
 
 As of the
end of the period covered by this report, the Company conducted an evaluation,
under the supervision and with the participation of the principal executive
officer and principal financial officer, of the Company’s disclosure controls
and procedures (as defined in Rules 13a-15(e) and 15d015(e) under the Securities
Exchange Act of 1934 (the “Exchange Act”)). Based on this evaluation, the
principal executive officer and principal financial officer concluded that the
Company’s disclosure controls and procedures are effective to ensure that
information required to be disclosed by the Company in reports that it files or
submits under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in Securities and Exchange Commission rules
and forms.
 
 There was
no change in the Company’s internal control over financial reporting during the
Company’s most recently completed fiscal quarter that has materially affected,
or is reasonably likely to materially affect, the Company’s internal control
over financial reporting.
 
 Item 8B:  Other
Information
 
 None
 
 
  PART THREE
  Item 9:  Directors and
Executive Officers, Promoters and Control Persons:  Compliance with
Section 16(a) of the Exchange Act.
 
 Directors and Officers of the
Company
  Name
              
              Age
              
              Position
              
              Term of
      OfficePaul Roszel
              
              50
              
              Chairman of the Board, President,
      Director
              
              Inception toPresentRichard R. IvanovickC.A.
              
              66
              
              Chief Financial Officer,
      Director
              
              Inception to
      PresentKeith A.
    Deck
              
              70
              
              Director
              
              Inception to
      Present
 
 
  8
  For the
past five years Mr. Roszel has been responsible for the ongoing development and
promotion of the former parent company, RecycleNet Corporation.Mr. Roszel is the founding
director, Chairman of the Board and President, of RecycleNet
Corporation.  Mr. Roszel has over 26 years of hands on experience in
the recycling industry. He has been actively involved in the development and
implementation of collection, processing, transportation and sales/marketing
programs for secondary commodities.
 
 Over the
past five years Mr. Ivanovick, as Chief Financial Officer and a Director of
RecycleNet Corporation, a position he has held since 1999, has been directly
responsible for the preparation offinancial reporting,
documents and compliance under the Sarbanes Oxley Act of 2002 and the Securities
Exchange Act of 1934.   Mr. Ivanovick, is a registered Chartered
Accountant.  He has also been President of Marsh Tire Service Ltd.
since 1977, a company involved in automobile service, sales and leasing in the
Guelph, Ontario Canada area.
 
 For the
past five years Keith A. Deck, has been a Director of RecycleNet
Corporation.  Mr. Deck is a retired executive with experience in the
Automotive and Electrical Manufacturing areas of business. From 1989 to 1999 Mr.
Deck was the General Manager of the Rocktell and Autocom plant operations of
Linamar Corporation in Guelph, Ontario Canada. Limamar Corporation is a publicly
traded company on the Toronto Stock Exchange in Canada.
 
 Involvement in Certain Legal
Proceedings
 None
 
 Audit Committee
 The
Company is a development stage enterprise and currently does not have an audit
committee or an independent audit committee financial expert.
 
 Beneficial Ownership Reporting
Compliance
 Based on
a review of Forms 3 and 4 submitted to the registrant during and with respect to
the fiscal year ending June 30, 2006, Mr. Keith Deck, a director of the Company
had not filed the Form 3 on a timely basis.  The number of late reports was
one (the Form 3) and the number of transactions was one - the amount of Scrap
China Corporation securities beneficially owned by Mr. Deck is 81,200 common
shares.
 
 Code of Ethics
 The
Company is a development stage enterprise and has not yet adopted a written code
of ethics.
 
 Indemnification of Directors and
Officers
 
 Section
16-10a-901 through 909 of the Utah Revised Business Corporation Act authorizes a
corporation's board of directors or a court to award indemnification to
directors and officers in terms sufficiently broad to permit such
indemnification under certain circumstances for liabilities (including
reimbursement for expenses incurred, including counsel fees) arising under the
Securities Act of 1933. A director of a corporation may only be indemnified if:
(1) the conduct was in good faith; and (2) the director reasonably believed that
the conduct was in or not opposed to the corporation's best interest; and (3) in
the case of any criminal proceeding, the director had no reasonable cause to
believe the conduct was unlawful. A corporation may not indemnify a person under
the Utah Act unless and until the corporation's board of directors has
determined that the applicable standard of conduct set forth above has been
met.
 
  9
  The
Company's Articles of Incorporation do not provide for any additional or
different indemnification procedures other than those provided by the Utah Act,
nor has the Company entered into any indemnity agreements with its current
directors and officers regarding the granting of other or additional or
contractual assurances regarding the scope of the indemnification allowed by the
Utah Act. At present, there is no pending litigation or proceeding involving a
director, officer or employee of the Company regarding which indemnification is
sought, nor is the Company aware of any threatened litigation that may result in
claims of indemnification. The Company has not obtained director's and officer's
liability insurance, although the board of directors of the Company may
determine to investigate and, possibly, acquire such insurance in the
future.
 
 Promoters of the
Company
 
 The
promoter of the Company is Mr. Paul Roszel. Mr. Roszel is the founding Director
and CEO of RecycleNet Corporation, the former parent company of Scrap China
Corporation.
 
 
 Item 10:  Executive
Compensation
 
 The
following table shows compensation earned during the period from June 15, 2005
(date of inception) through June 30, 2007 by the Officers and Directors of the
Company.   No other miscellaneous compensation was paid or stock options
granted during this period.
 
 
 Summary
Compensation Table
 
 Name & Principal
      Positions
              
              Fiscal
      Year
              
              SalaryPaul Roszel, President &
      Chairman
              
              2007
              
              $
              02006
              
              $
              02005
              
              $
              0Richard
      R. Ivanovick, CFO
              
              2007
              
              $
              02006
              
              $
              02005
              
              $
              0Keith
      A. Deck, Director
              
              2007
              
              $
              02006
              
              $
              02005
              
              $
              0
 
 
  10
  Item 11:  Security
Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
 
 At this
time there is no public trading market.
 
 The
following tables sets forth, as of the date herein, the share ownership of each
person known by the Company to be the beneficial owner of 5% or more of the
Company's shares, each officer and director individually and all directors and
officers of the Company as a group.
 
 Title
      of Class
              Name
      & Address of Beneficial Owner
              Amount&
      Nature
                of
      Beneficial Ownership
              Percent
      of ClassCommon
              Inter-Continental
      Recycling, Inc. (Note 1)
                7
      Darren Place
                Guelph,
      Ontario Canada
              3,858,785
              50.04%Common
              Paul
      Roszel (Note 2)
                7
      Darren Place
                Guelph,
      Ontario Canada
              266,812
              3.46%Common
              Richard
      R. Ivanovick
                23
      Cottontail Place
                Cambridge,
      Ontario Canada
              410,562
              5.32%Common
              Keith
      A. Deck
                46
      Sherwood Dr.
                Guelph,
      Ontario Canada
              81,200
              1.05%
 
 Note
      (1)
              Inter-Continental
      Recycling Inc. is owned and beneficially held by Mr. Paul Roszel, a
      director of the Company, and his immediate
  family.
 Note
      (2)
              Mr.
      Roszel owns and beneficially holds 266,812 shares.  In addition,
      he may be deemed to be a beneficial owner of the 3,858,785 common shares
      held by Inter-Continental Recycling,
Inc.
  
 Item 12:  Certain
Relationships and Related transactions
  All
Directors of Scrap China Corporation (the Company) are Directors in the former
parent company, RecycleNet Corporation. RecycleNet Corporation trades publicly
as OTC:  GARM and is a
"Reporting Company" under the Securities Exchange Act of 1934 and files annual,
quarterly and periodic reports with the Securities and Exchange Commission, such
as Forms 10-KSB, 10-QSB, and 8-K. The reports are available at the Commission's
Public Reference Room at450 Fifth Street, NW,Washington,DC20549, telephone 1-800-SEC-0330 and may be
retrieved electronically via the Internet atwww.sec.gov.
 
 The
Company has an agreement with RecycleNet Corporation to provide various services
for the Company.
 
 All
management and staff are retained on an unwritten contract basis under a related
party transaction with RecycleNet Corporation.  Because of the
affiliation between RecycleNet Corporation and the Company, the agreement
between them has no definite duration and will continue as necessary for the
conduct of business by the Company.
 
  11
  RecycleNet
Corporation will assign and provide employees to Scrap China Corporation as long
as the Company requires them and can pay the associated costs. Scrap China is
charged the actual costs of the expenses with no mark up component.
 
 The
management/staff charges for the years ended June 30, 2007 and 2006 were $0. and
$35,245. respectively.
 
 As at
June 30, 2007, the Company had a $129,743 payable to RecycleNet
Corporation.  This resulted from expenses incurred for travel,
management and legal and accounting expenses paid on behalf of Scrap China
Corporation.  Additional funds, if required, will be provided by
RecycleNet Corporation and will be treated as a payable to a related
party.  These advances are due on demand and bear no
interest.
 
 Inter-Continental
Recycling Inc. owns 3,858,785 common shares of Scrap China
Corporation.  Inter-Continental Recycling, Inc. is controlled 100% by
Mr. Paul Roszel, a director of the company and his immediate
family.
 
 Item 13:  Index to
Exhibits
 
 Exhibit
3.1 – Articles of Incorporation(1)
 
 Exhibit
20 – Resolution of Board of directors re Acquisition of Shares(1)
 
 Exhibit
31.1 - Certification of the Chief Executive Officer pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002
 
 Exhibit
31.2 - Certification of the Chief Financial Officer pursuant to Section 302 of
the Sarbanes-Oxley Act  of 2002
 
 Exhibit
32.1 - Certification of Chief Executive Officer pursuant to U.S.C Section 1350
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002
 
 Exhibit
32.2 - Certification of Chief Financial Officer pursuant to U.S.C Section 1350
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002
 ___________________
 (1)
              Incorporated
      by reference herein filed as exhibits to the Company’s Registration
      Statement on Form 10SB previously filed with the SEC on August 18, 2005
      and subsequent amendments thereto.
 
 
 
 
 
 
 
 
 
  12
  Item 14:  Principal
Accountant Fees and Services
 
 Hansen,
Barnett & Maxwell served as the Company’s Independent Registered Public
Accounting Firm for the year ended June 30, 2007 and 2006 and for the period
from June 15, 2005 (date of inception) through June 30, 2005, and is expected to
serve in that capacity for the current year. Principal accounting fees for
professional services rendered for the Company by Hansen, Barnett & Maxwell
for the years ended June 30, 2007 and 2006 are summarized as
follows:
 
 2007
              
              
              2006Audit
              
              $
              12,750
              
              
              $
              11,000Audit
      related
              
              
              –
              
              
              
              –Tax
              
              
              126
              
              
              
              -All
      other
              
              
              –
              
              
              
              –Total
              
              $
              12,876
              
              
              $
              11,000
  
 Audit Fees.Audit fees were
for professional services rendered in connection with the Company’s annual
financial statement audits and quarterly reviews of financial statements and
review of and preparation of consents for registration statements for filing
with the Securities and Exchange Commission.
 
 Tax
Fees.  Tax fees related to services for tax compliance
and consulting.
 
 Audit
Committee.  The Company is a development stage
enterprise and currently does not have an audit committee or an independent
audit committee financial expert.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  13
 
 SIGNATURES
  Pursuant
to the requirements of the Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
 
 
 Scrap
China Corporation
 
 
 /s/ Paul
Roszel
 Paul
Roszel, President /Chairman of the Board of Directors
 April 18,
2008
 
 
 /s/ Richard
Ivanovick
 Richard
Ivanovick, C.A., Chief Financial and Accounting Officer
 April 18,
2008
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 14