UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

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

                For the quarterly period ended September 30, 2009
                                       or
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

              FOR THE TRANSITION FROM ____________ TO ____________

                         Commission File Number: 0-32323


                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
             (Exact name of registrant as specified in its charter)

               Nevada                                             20-1217659
    (State or other Jurisdiction of                           (I.R.S. Employer
     Incorporation or Organization)                          Identification No.)

   17800 Castleton Street, Suite 638
          City of Industry, CA                                      91748
(Address of principal executive offices)                         (Zip code)

                  Registrant's telephone number: (626) 581-8500

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated filer, a non-accelerated  filer, or a smaller reporting company. See
the definitions of "large accelerated  filer,"  "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ]                        Accelerated filer [ ]
Non-accelerated filer [ ]                          Smaller reporting company [X]

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

          APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                         DURING THE PRECEDING FIVE YEARS

Indicate by check mark whether the  registrant  filed all  documents and reports
required  to be filed by Section 12, 13 or 15(d) of the  Exchange  Act after the
distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity,  as of the latest  practicable date: As of November 12, 2009, there were
2,039,499,292  outstanding shares of the Registrant's Common Stock, $0.00001 par
value.
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                               REPORT ON FORM 10-Q

                    FOR THE QUARTER ENDED SEPTEMBER 30, 2009

                                      INDEX

                                                                            Page
                                                                            ----

PART I - FINANCIAL INFORMATION.............................................    3

Item 1.  Financial Statements..............................................    3

         Condensed Consolidated Balance Sheets.............................    3

         Condensed Consolidated Statements of Operations...................    5

         Condensed Consolidated Statements of Cash Flows...................    7

         Notes.............................................................    9

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations.........................................   27

Item 3.  Quantitative and Qualitative Disclosures about Market Risk........   31

Item 4.  Controls and Procedures...........................................   31

PART II - OTHER INFORMATION................................................   34

Item 1.  Legal Proceedings.................................................   34

Item 1A. Risk Factors......................................................   34

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.......   34

Item 3.  Defaults Upon Senior Securities...................................   34

Item 4.  Submission of Matters to a Vote of Security Holders...............   34

Item 5.  Other Information.................................................   34

Item 6.  Exhibits..........................................................   34

SIGNATURES.................................................................   38

                                       2
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                      CONDENSED CONSOLIDATED BALANCE SHEETS


                                                 September 30,      December 31,
                                                     2009              2008
                                                   --------          --------
                                                  (Unaudited)

                ASSETS

Cash                                               $    307          $  1,567
Deposit on Wuhan Wufeng Machinery Company            80,750           161,500
Other current assets                                  1,011             2,874
                                                   --------          --------
Total current assets                                 82,068           165,941
                                                   --------          --------

Other assets                                          2,000             2,000
                                                   --------          --------

Total assets                                       $ 84,068          $167,941
                                                   ========          ========


     See accompanying notes to condensed consolidated financial statements

                                       3
<PAGE>
                INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (CONTINUED)

<TABLE>
<CAPTION>
                                                                                       September 30,          December 31,
                                                                                           2009                  2008
                                                                                        -----------           -----------
                                                                                        (Unaudited)
<S>                                                                                     <C>                   <C>
                  LIABILITIES & STOCKHOLDERS' (DEFICIT) EQUITY

LIABILITIES
  Accounts payable and accrued expenses                                                 $   308,332           $   176,550
  Accrued expenses - related parties                                                        175,182                43,716
  Derivative liability                                                                    1,643,962             2,137,962
  Notes payable, net                                                                         99,549                71,335
  Notes payable to shareholders, net                                                        542,371               566,942
                                                                                        -----------           -----------
      Total current liabilities                                                           2,769,396             2,996,505
                                                                                        -----------           -----------

COMMITMENTS & CONTINGENCIES                                                                      --                    --

MINORITY INTEREST                                                                                --                    --

STOCKHOLDERS' (DEFICIT) EQUITY
  Preferred A stock, $250 par value, 10,000 shares authorized;
   96 shares issued and outstanding                                                          24,000                24,000
  Preferred C stock, no par value, 1,000,000 shares authorized;
   1,000,000 and 200,000 shares issued and outstanding                                        1,000                 1,000
  Preferred D stock,  $.001 par value, 10,000,000 shares authorized;
   207,500 and 35,000 shares issued and outstanding                                             208                    35
  Preferred E stock, $.001 par value, 50,000,000 shares authorized;
   28,000 shares issued and outstanding                                                          25                    25
  Preferred F stock, $.001 par value, 3,000,000 shares authorized;
   20,000 and 0 shares issued and outstanding                                                    20                    20
  Common stock; $.00001 par value, 3,950,000,000 shares authorized;
   1,954,499,293 and 747,853,494 issued and outstanding                                      19,545                 7,478
  Additional paid-in capital                                                              9,589,423             8,556,173
  Accumulated deficit - Prior to reentering development stage                            (5,534,336)           (5,534,336)
  Accumulated deficit - From inception of reentering development stage on 4/1/2007       (6,784,653)           (5,882,785)
  Other comprehensive income / (loss)                                                          (560)                 (174)
                                                                                        -----------           -----------
Total stockholders' (deficit) equity                                                     (2,685,328)           (2,828,564)
                                                                                        -----------           -----------

Total liabilities and stockholders' (deficit) equity                                    $    84,068           $   167,941
                                                                                        ===========           ===========
</TABLE>


      See accompanying notes to condensed consolidated financial statements

                                       4
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                    UNAUDITED

<TABLE>
<CAPTION>
                                                                                                                     Cumulative
                                                                                                                       Since
                                                                                                                     Reentering
                                                         Three Months Ended             Nine Months Ended           Deveplopment
                                                            September 30,                  September 30,                Stage
                                                   ----------------------------     ----------------------------      4/1/2007 -
                                                       2009             2008            2009             2008         9/30/2009
                                                   -----------      -----------     -----------      -----------      -----------
<S>                                                <C>              <C>             <C>              <C>              <C>
Retail sales                                       $        --      $        --     $        --      $        --      $        --
Cost of sales                                               --               --              --               --               --
                                                   -----------      -----------     -----------      -----------      -----------
Revenues                                                    --               --              --               --               --
                                                   -----------      -----------     -----------      -----------      -----------
Operating expenses:
  Selling, general and administrative                  175,571          162,906         399,526          560,785        1,667,483
  Depreciation and amortization                             --              154              --            1,043        1,306,935
                                                   -----------      -----------     -----------      -----------      -----------
Total operating expenses                               175,571          163,060         399,526          561,828        2,974,418
                                                   -----------      -----------     -----------      -----------      -----------
Operating loss                                        (175,571)        (163,060)       (399,526)        (561,828)      (2,974,418)
                                                   -----------      -----------     -----------      -----------      -----------
Other income (expense):
  Interest income                                           --                1              --               23              374
  Interest expense                                    (289,068)        (200,308)       (850,997)        (576,257)      (1,947,315)
  Loss on settlement                                        --               --              --          (23,500)         (23,500)
  Loss on investment                                   (80,750)              --         (80,750)         (35,000)        (115,750)
  Gain/(Loss) on extinguishment of debt                 (8,320)              --         (64,595)          50,000          (53,298)
  Gain on disposal of assets                                --               --              --               --            2,565
  Change in fair value of derivative liability        (915,932)        (928,372)        494,000         (928,372)      (1,643,962)
  Minority interest in net loss of subsidiary               --               --              --               --           15,000
  Other income (expense)                                    --               --              --              500            3,810
  Other expense                                             --               --              --               --               --
                                                   -----------      -----------     -----------      -----------      -----------
Total other income (expense)                        (1,294,070)      (1,128,679)       (502,342)      (1,512,606)      (3,762,076)
                                                   -----------      -----------     -----------      -----------      -----------
Income /(Loss) from continuing operations           (1,469,641)      (1,291,739)       (901,868)      (2,074,434)     $(6,736,494)
                                                   -----------      -----------     -----------      -----------      -----------
</TABLE>


      See accompanying notes to condensed consolidated financial statements

                                       5
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                    UNAUDITED
                                   (CONTINUED)

<TABLE>
<CAPTION>
                                                                                                                     Cumulative
                                                                                                                       Since
                                                                                                                     Reentering
                                                  Three Months Ended                   Nine Months Ended            Deveplopment
                                                     September 30,                       September 30,                  Stage
                                            -------------------------------    ---------------------------------      4/1/2007 -
                                                 2009             2008              2009              2008            9/30/2009
                                            -------------    --------------    --------------    ---------------    --------------
<S>                                         <C>               <C>                <C>                <C>               <C>

Income/(Loss) from continuing operations       (1,469,641)       (1,291,739)         (901,868)        (2,074,434)   $   (6,736,494)
                                            -------------    --------------    --------------    ---------------    --------------
Discontinued operations:
  Income (loss) from operations of
   discontinued business                               --                --                --                 --           (20,063)
  Income (loss) on disposal of assets                  --                --                --                 --            61,058
                                            -------------    --------------    --------------    ---------------    --------------
Income (loss) on discontinued operations               --                --                --                 --            40,995
                                            -------------    --------------    --------------    ---------------    --------------
Net income/(loss)                              (1,469,641)       (1,291,739)         (901,868)        (2,074,434)       (6,695,499)

Preferred dividend                                     --           (29,862)               --            (39,154)          (89,154)
                                            -------------    --------------    --------------    ---------------    --------------
Net loss attributable to common
 shareholders                                  (1,469,641)       (1,321,601)         (901,868)        (2,113,588)       (6,784,653)
                                            -------------    --------------    --------------    ---------------    --------------
Other comprehensive income
  Foreign Currency Translation                       (319)              (17)             (386)               (13)             (560)
                                            -------------    --------------    --------------    ---------------    --------------
Comprehensive loss                          $  (1,469,960)   $   (1,321,618)   $     (902,254)   $    (2,113,601)   $   (6,785,213)
                                            =============    ==============    ==============    ===============    ==============

Net income /(loss) per common share -
 basic and diluted
   Continuing operations                    $     (0.0030)   $      (0.0062)   $      (0.0007)   $       (0.0084)
                                            =============    ==============    ==============    ===============
   Discontinued operations                  $          --    $           --    $           --    $            --
                                            =============    ==============    ==============    ===============
   Net Income (loss) per common share       $     (0.0030)   $      (0.0063)   $      (0.0007)   $       (0.0085)
                                            =============    ==============    ==============    ===============

Weighted average common shares
outstanding:
  Basic                                       488,698,648       209,299,466     1,375,648,624        247,492,082
                                            =============    ==============    ==============    ===============
  Diluted                                              --                --                --                 --
                                            =============    ==============    ==============    ===============
</TABLE>


      See accompanying notes to condensed consolidated financial statements

                                       6
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    UNAUDITED

<TABLE>
<CAPTION>
                                                                                                            Cumulative
                                                                                                              Since
                                                                                                            Reentering
                                                                                Nine Months Ended          Deveplopment
                                                                                  September 30,                Stage
                                                                        -----------------------------        4/1/2007 -
                                                                           2009              2008            9/30/2009
                                                                        -----------       -----------       -----------
<S>                                                                     <C>               <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income/(loss) from continuing operations                        $  (901,868)       $(2,074,434)       $(6,736,494)
  Adjustments to reconcile net income to net cash
   provided by operating activities:
     Depreciation                                                              --              1,043              3,660
     Impairment of goodwill                                                    --                 --          1,303,277
     Note issued for services                                                  --                 --                 --
     Amortization of debt discounts                                            --             44,464            128,933
     Loss/(Gain) on extinguishment of debt                                 64,595             50,000             (6,248)
     Loss on Investment in Rosetop Project                                     --             35,000             35,000
     Loss on Investment in Wuhan Project                                   80,750                 --             80,750
     Gain on reversal of contingency accrual                                   --
     Interest expense associated with beneficial conversion feature       779,980            460,543          1,629,797
     Change in fair value of derivative liability                        (494,000)           928,372          1,643,962
     Loss on disposal of fixed assets                                          --                 --                 --
     Employee stock based compensation                                         --                 --                 --
     Officer stock based compensation                                          --                 --                 --
     Director stock based compensation                                     50,000                 --            100,000
     Common stock issued for services                                          --             67,892            394,519
     Common stock issued for settlement                                        --             13,500             13,500
     Common stock issued for interest payment on debt                          --                 --                 --
     Gain on disposal of equipment                                             --                 --             (2,565)
     Minority interest in net loss of subsidiary                               --                 --            (15,000)
  Changes in assets and liabilities:                                           --                 --                 --
     Accounts receivable                                                       --                 --                 --
     Inventory                                                                 --                 --                 --
     Prepaid expenses and other assets                                      1,863              5,320                529
     Deferred revenue                                                          --
     Accounts payable and accrued expenses                                295,305            (26,913)           561,896
                                                                      -----------        -----------        -----------
          Net cash used in continuing operations                         (123,375)          (495,213)          (864,484)
          Net income (loss) from discontinued operations                       --                 --             40,995
          Net cash provided by (used in) discontinued operations               --                 --            (83,796)
                                                                      -----------        -----------        -----------
          Net cash used in operating activities                          (123,375)          (495,213)          (907,285)
                                                                      -----------        -----------        -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Deposit on investment                                                        --           (161,500)          (161,500)
  Expenditures for intangible assets                                           --                 --                 --
  Proceeds from sale of fixed assets                                           --                 --                 --
  Purchases of fixed assets                                                    --                 --                 --
                                                                      -----------        -----------        -----------
          Net cash used in continuing operations                               --           (161,500)          (161,500)
                                                                      -----------        -----------        -----------
          Net cash provided by in investing activities                         --           (161,500)          (161,500)
                                                                      -----------        -----------        -----------
</TABLE>

      See accompanying notes to condensed consolidated financial statements

                                       7
<PAGE>
                INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    UNAUDITED
                                   (CONTINUED)


<TABLE>
<CAPTION>
                                                                                                            Cumulative
                                                                                                              Since
                                                                                                            Reentering
                                                                                Nine Months Ended          Deveplopment
                                                                                  September 30,                Stage
                                                                        -----------------------------        4/1/2007 -
                                                                           2009              2008            9/30/2009
                                                                        -----------       -----------       -----------
<S>                                                                     <C>               <C>               <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from related party notes payable                                      --           200,000            80,000
  Proceeds from notes payable                                                    --           240,711           628,876
  Proceeds from line of credit                                                   --                --                --
  Proceeds from investor deposit                                                 --                --                --
  Repayments of notes payable                                                    --           (13,194)          (34,448)
  Proceeds from issuance of preferred stock                                 122,501            20,800           143,301
  Proceeds from issuance of common stock                                         --           179,000           180,464
  Proceeds from issuance of common stock for asset purchase                      --                --             6,206
  Proceeds from exercise of stock options                                        --                --             4,375
                                                                        -----------       -----------       -----------
          Net cash provided by financing activities                         122,501           627,317         1,008,774
                                                                        -----------       -----------       -----------

Effect of exchange rate changes on cash                                        (386)              (13)             (560)

Cash and cash equivalents:
  Increase (decrease) in cash                                                (1,260)          (29,409)          (60,571)
  CASH, beginning of period                                                   1,567            32,970            60,878
                                                                        -----------       -----------       -----------
CASH, end of period                                                     $       307       $     3,561       $       307
                                                                        ===========       ===========       ===========
SUPPLEMENTAL DISCLOSURES:
  Cash paid for interest                                                $        --       $     2,629       $       923
                                                                        ===========       ===========       ===========

Non-cash discontinued operation activities:
  Employee stock based compensation                                     $        --       $        --       $    30,698
  Issuance of common stock for debt                                     $        --       $        --       $   389,360

Non-cash financing and investing activities:
  Issuance of note for accrued expenses                                 $        --       $    40,000       $   201,026
  Issuance of common stock for services                                 $        --       $    67,892       $    76,350
  Issuance of common stock for payment of debt                          $   162,354       $   292,131       $   607,182
  Issuance of common stock for settlement                               $        --       $    13,500       $    13,500
  Issuance of Preferred D Stock for deposit on the Rosetop Project      $    50,000       $        --       $    50,000
  Issuance of Preferred E Stock for director fees                       $        --       $        --       $   350,000
  Cancelation of Rosetop project and related Preferred E Stock          $        --       $  (315,000)      $  (315,000)
  Issuance of common stock for Purchase of Company                      $        --       $        --       $ 1,300,000

</TABLE>


      See accompanying notes to condensed consolidated financial statements

                                       8
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


NOTE 1: ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION

International  Building  Technologies Group, Inc. (OTCBB:  INBG) (the "Company")
has  four  total   subsidiaries,   two  active   subsidiaries  and  two  dormant
subsidiaries.

     Active Subsidiaries:

     *    International   Building   Technologies,   Inc.  ("IBT")  -  a  Nevada
          Corporation
     *    International  Building  Technologies  Co., Ltd. ("IBT Hong Kong") - a
          Hong Kong Corporation

     Dormant Subsidiaries:

     *    Scottsdale Diecast, Inc. - a Nevada Corporation
     *    Quadriga Motorsports, Inc. - a Nevada Corporation

Currently  the  Company is focusing  its  attention  on the rapidly  growing and
developing  China  market  through  its  subsidiaries.   The  Company  plans  to
manufacture and sell light weight building panels used in construction  all over
the  world.  The  building  panels  can be used in a  variety  of ways to  erect
buildings up to six stories tall without the need of a traditional wood or steel
frame  structure.  It is also  versatile  in its  use and can be used to  create
unique  architectural  design elements.  Management  believes that the Company's
panel  based  building   technology   allows  for  the  rapid,   cost  effective
construction  of  residential,  commercial,  and high-rise  buildings  utilizing
materials  that  are  greater  in  strength  and   appearance,   economical  and
eco-friendly.  Based  on  standard  building  codes  prescribed  by  authorities
worldwide,   the  Company's   technology   will  meet  and  exceed  the  minimum
requirements.  Based  on the  panel  technologies,  the  Company  also  provides
customers with architectural  design,  panel supply,  installation  supervision,
engineering,  training,  and  technical  support.  IBT  Hong  Kong  has  already
established  business  relationship in securing several contractual rights to do
business in China.

The  Company  had  offices in  Alameda,  CA,  and  Shanghai,  China in 2007.  In
December,  2008, the Company closed the office in Shanghai,  China.  In January,
2009,  the  Company  closed the office in  Alameda,  CA and has moved to City of
Industry, CA.

BASIS OF FINANCIAL STATEMENT PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been
prepared by the Company  pursuant to the rules and regulations of the Securities
and Exchange  Commission.  Certain information and footnote disclosures normally
included in financial  statements prepared in accordance with generally accepted
accounting  principles  have been  condensed or omitted in accordance  with such
rules and  regulations.  The  information  furnished  in the  interim  condensed
consolidated  financial  statements  includes normal  recurring  adjustments and
reflects all adjustments, which, in the opinion of management, are necessary for
a fair presentation of such financial  statements.  Although management believes
the disclosures  and information  presented are adequate to make the information
not misleading, these interim condensed consolidated financial statements should
be  read in  conjunction  with  the  Company's  most  recent  audited  financial
statements and notes thereto  included in its December 31, 2008 Annual Report on
Form 10-K.  Operating  results for the period ended  September  30, 2009 are not
necessarily  indicative  of the results that may be expected for the year ending
December 31, 2009.

                                       9
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


TRANSLATION OF NON-U.S. CURRENCY AMOUNTS

Assets and liabilities of non-U.S. subsidiaries that operate in a local currency
environment are translated to U.S.  dollars at year-end  exchange rates.  Income
and  expense  items  are  translated  at  weighted-average   rates  of  exchange
prevailing  during  the year.  Translation  adjustments  are  recorded  in Other
Comprehensive  Income  not  affecting  retained  earnings  within  Stockholders'
equity.

Inventories,   plant,  rental  machines  and  other   property-net,   and  other
non-monetary  assets and liabilities of non-U.S.  subsidiaries and branches that
operate in U.S. dollars, or whose economic  environment is highly  inflationary,
are  translated  at  approximate  exchange  rates  prevailing  when the  company
acquired  the  assets or  liabilities.  All other  assets  and  liabilities  are
translated  at  year-end  exchange  rates.  Cost of sales and  depreciation  are
translated at historical  exchange rates. All other income and expense items are
translated at the weighted-average rates of exchange prevailing during the year.

Current and historical exchange rates are not indicative of what future exchange
rates will be and should not be construed as such.

Relevant  exchange rates used in the preparation of the financial  statements of
the subsidiary  are as follows for the nine months ended  September 30, 2009 and
2008 (denoted in Hong Kong dollars per one U.S. dollar):

                                                      2009        2008
                                                     ------      ------
Current exchange rate at September 30, HKD           7.7504      7.7701
Weighted average exchange rate                       7.7524      7.7984

SIGNIFICANT ACCOUNTING POLICIES

Significant  accounting  policies  have not changed  from the  Company's  Annual
Report on Form 10-K for the year ended December 31, 2008.

NOTE 2: MATERIAL EVENTS

LOSS ON INVESTMENT DEPOSIT

On July 10,  2009,  the Company  made the decision to rescind the Stock Sale and
Purchase  Agreement that signed with Wuhan Interpower Co. Ltd on April 17, 2008.
The Company  believes  that the decision  was made for the best  interest of the
company and the investors.  The Company has requested that Wuhan Interpower Co.,
Ltd.  immediately refund the US$161,500.  According to the correspondence  being
exchanged recently,  as of July 31, 2009, Wuhan Interpower Co., Ltd. has neither
agreed to fully refund of US$161,500  nor refused to do so,  despite our several
requests in writings.

In November,  2009, Wuhan Interpower Co., Ltd agreed to pay 50%, $80,750, of the
investment  deposit back to the Company.  In  considering  the cost  involved in
lawsuit or arbitration in China, the Company is going to accept this settlement.
Accordingly,  the loss on investment  increased by $80,750 in the current period
and the  investment  deposit  decreased to $80,750.  Wuhan  Interpower  Co., Ltd
agreed to pay the Company back the deposit of $80,750 in approximately 30 days.

AMENDMENT ON THE ARTICLE OF INCORPORATION TO INCREASE THE AUTHORIZED SHARES

The Company has  authorized  capital stock of  2,000,000,000  shares,  including
1,950,000,000  shares of Common Stock and 50,000,000  shares of Preferred Stock.
On August  10,  2009,  our Board of  Directors  and the  shareholders  holding a

                                       10
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


majority  of the voting  rights in the  Company,  approved an  amendment  to the
Articles of  Incorporation  to increase the number of outstanding  shares of our
capital stock to 4,000,000,000,  including  3,950,000,000 shares of Common Stock
and 50,000,000 shares of Preferred Stock.

NOTE 3: GOING CONCERN

The Company's  financial  statements  are prepared using  accounting  principles
generally  accepted  in the  United  States  of  America  applicable  to a going
concern,  which  contemplates  the  realization  of assets and  satisfaction  of
liabilities in the normal course of business.  The Company's  continuation  as a
going  concern is dependent  upon its ability to generate  sufficient  cash flow
from  operations  to meet  its  obligations  on a  timely  basis  and/or  obtain
financing as may be required. As of September 30, 2009, the Company has incurred
net losses from operations  prior to reentering the development  stage and has a
stockholders'  deficit of  $5,534,336.  Since the  inception of  reentering  the
development  stage on April 1, 2007, the Company has a stockholders'  deficit of
$2,685,328 as of September 30, 2009. The Company has a working  capital  deficit
of $2,687,328 as of September 30, 2009.  These factors raise  substantial  doubt
about the Company's ability to continue as a going concern.

During the next 12 months,  the Company's  foreseeable  cash  requirements  will
relate to continual  development of the operations of its business,  maintaining
its good  standing  and making the  requisite  filings with the  Securities  and
Exchange  Commission,  and the payment of expenses  associated with reviewing or
investigating any potential business ventures. The Company may experience a cash
shortfall  and be required to raise  additional  capital.  Historically,  it has
relied  upon  internally  generated  funds and funds  from the sale of shares of
stock and loans from its  shareholders  and  private  investors  to finance  its
operations and growth.  Management may raise  additional  capital through future
public or private offerings of the Company's stock or through loans from private
investors,  although  there can be no  assurance  that it will be able to obtain
such financing. The Company's failure to do so could have a material and adverse
affect upon it and its shareholders.

Meanwhile,  the  Company is in  negotiations  of  entering  into  Memorandum  of
Understanding (MOUS) with a major steel structure contractor in China,  together
with two U.S.  companies  in the  business of light steel  structures  and steel
construction  material,  to form Joint Venture companies to manufacture,  supply
and install the steel structure products to the projects in China, including the
Suijiang New Town projects,  as well the projects in the  earthquake  regions of
Sichuan  and Yunnan  Provinces.  Other  than as a partner  and  investor  in the
possible  Joint Venture  companies,  the Company will also be directly  involved
with the management and coordination of the Joint Venture companies, as well the
projects in China.

The  Company  believes  that as a partner of the Joint  Venture  companies,  the
coming projects will not only bring in revenue to the Company but also add solid
assets from the  percentage  of share of the Joint  Venture  companies  that the
Company will own. The Company  believes that it will  maintain  stable income by
providing  management and  coordination  to the Joint Venture  companies and the
projects in China, as well the profit sharing from the Joint Ventures  companies
in accordance to the percentage that the Company will own.

In the  past  nine  months,  the  Company  funded  operations  through  debt and
securities issuances. For the rest of the fiscal year of 2009, the Company plans
to continue to fund the Company  through debt and  securities  until the Company
generates revenues through operations as stated above.

NOTE 4: NOTES PAYABLE & DEBT DISCOUNTS

The chart below  summarizes the Notes Payable & Debt Discounts of the Company as
of September  30,  2009.  This chart is to be reviewed in  conjunction  with the
details following the chart.

                                       11
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


Terms                                                                     Amount
-----                                                                     ------
SHORT TERM NOTES PAYABLE TO SHAREHOLDERS:
     10%  Interest;  principal of $6,597;  convertible  to common
     stock based on 75% of average price; due on 9/3/2009, net of
     unamortized  discount  related  to the debt  discount  of $0          6,597
     10% Interest;  principal of $104,757;  convertible to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $30,430                                                              74,327
     10% Interest;  principal of $11,000;  convertible  to common
     stock based on 75% of average price;  due on 10/9/2009,  net
     of unamortized discount related to the debt discount of $459         10,541
     10% Interest;  principal of $31,925;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of unamortized discounted related to the debt discount of $0         31,925
     10% Interest;  principal of $10,269;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $780                                                                  9,489
     10% Interest;  principal of $12,500;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $4170                                                                 8,330
     10% Interest;  principal of $15,000;  convertible  to common
     stock based on 75% of average price; due on 8/1/2009, net of
     unamortized  discount  related  to the debt  discount  of $0         15,000
     10% Interest;  principal of $32,017;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $10,725                                                              21,292
     10% Interest;  principal of $40,542;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $15,715                                                              24,827
     10% Interest;  principal of $10,642;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $3,565                                                                7,077
     10%  Interest;  principal of $9,458;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $3,000                                                                6,458
     10% Interest;  principal of $37,133;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $10,576                                                              26,557
     10%  Interest;  principal of $5,000;  convertible  to common
     stock based on 75% of average price; due on 10/28/2009,  net
     of unamortized discount related to the debt discount of $595          4,405
     10% Interest;  principal of $10,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $3,271                                                                6,729
     10% Interest;  principal of $27,231;  convertible  to common
     stock based on 75% of average price;  due on 6/30/2009,  net
     of unamortized discounted related to the debt discount of $0         27,231
     10% Interest;  principal of $13,000;  convertible  to common
     stock based on 75% of average price; due on 8/1/2009, net of
     unamortized  discount  related  to the debt  discount  of $0         13,000
     10%  Interest;  principal of $7,209;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $2,257                                                                4,952

                                       12
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


     10% Interest;  principal of $23,847;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $7,375                                                               16,472
     10% Interest;  principal of $20,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $6,578                                                               13,422
     10% Interest;  principal of $25,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $8,181                                                               16,819
     10% Interest;  principal of $70,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $22,778                                                              47,222
     10% Interest;  principal of $36,867;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $10,619                                                              26,248
     5%  Interest;  principal of $73,975;  convertible  to common
     stock based on 75% of average price; due on 7/1/2009, net of
     unamortized  discount  related  to the debt  discount  of $0         73,975
     10%  Interest;  principal of $1,112;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $1,112                                                                    0
     10% Interest;  principal of $10,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $3,285                                                                6,715
     10% Interest;  principal of $15,000;  convertible  to common
     stock based on 75% of average price; due on 10/29/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $6,369                                                                8,631
     10% Interest;  principal of $50,240;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $16,110                                                              34,130
                                                                        --------
TOTAL SHORT TERM NOTES PAYABLE TO SHAREHOLDERS                          $542,371
                                                                        ========

SHORT TERM NOTES PAYABLE :
     10% Interest;  principal of $50,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $16,349                                                              33,651
     10% Interest;  principal of $50,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $16,349                                                              33,651
     10% Interest;  principal of $15,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $4,787                                                               10,213
     10% Interest;  principal of $10,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $3,595                                                                6,405
     10% Interest;  principal of $20,500;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $4,871                                                               15,629
                                                                        --------
  TOTAL SHORT TERM NOTES PAYABLE                                        $ 99,549
                                                                        ========

                                       13
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


SHORT TERM NOTE PAYABLE - SHAREHOLDERS

On September 3, 2008, the Company  entered into a Promissory Note for $10,000 to
be paid no later than  September  3, 2009 with an interest  rate of 10%.  Before
February 27, 2009, the Payee may convert all or part of the remaining  principal
balance and accrued  interest into shares of the Company's Common Stock based on
60% of the average of the lowest five  closing bid prices in the past 10 trading
days immediately preceding such conversion so long as such conversions shall not
exceed 4.99% of the then  outstanding  common stock of the Company.  On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 60%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $10,000 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest  expense and totaled $2,153 for the quarter ended September
30, 2009 and it was fully  amortized on  September  3, 2009.  The balance of the
note was $6,597 as of September 30, 2009.

On May 21, 2007 the Company entered into a $122,500  Secured  Promissory Note at
the rate of 11% per annum due March 20, 2008. On December 31, 2007,  the Company
and the Payee  amended  the note to change  the  interest  rate to 10%,  exclude
incentive  payments,  extend the due date to December 31, 2009,  and to insert a
conversion clause which allows the Payee to convert all or part of the remaining
principal  balance and accrued interest into the Company's Common Stock based on
50% of the  average  of the  lowest  three  closing  bid prices in the past five
trading days  immediately  preceding such conversion so long as such conversions
shall not exceed 4.99% of the then outstanding  Common Stock of the Company.  On
February  27,  2009,  the Company  and the Payee  amended the note to change the
conversion rate to 75% instead of 50%. At any time, the Payee may convert all or
part of the remaining  principal balance and accrued interest into shares of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the Company. Accrued interest was also rolled up into the amended note for a new
note balance of $130,735.  The Company has determined  that these modified terms
are not substantially different than the original terms as defined in accounting
standards,  and, therefore, this renegotiation did not result in the recognition
of a gain or loss. In relation to the  convertible  feature of this note, a debt
discount of $115,878 was calculated in accordance with accounting  standards and
is being  amortized  over the life of the  debenture.  Initially,  the Company's
President,  Kenneth Yeung, personally borrowed the money and invested the amount
into the Company.  Due to a change in the business,  the Company  decided on May
21, 2007 to assume the note and entered into a promissory  note with the lender.
The Note is secured with the Preferred Series C shares owned by the President.

In connection with this transaction,  490,000 warrants to purchase shares of the
common stock of the Company at $0.25 were issued with an expiration  date of May
20,  2012.  Utilizing  the  Black-Scholes  valuation  model  and  the  following
assumptions:  estimated volatility of 211.36%, a contractual life of five years,
a zero  dividend  rate,  4.71% risk free  interest  rate,  and the fair value of
common  stock of $0.10 per share at date of grant,  the Company  determined  the
allocated fair value of the warrant to be $47,759. The Company has recorded this
amount as a debt discount and is  amortizing  the debt discount over the term of
this Note. The  amortization  is being recorded as interest  expense and totaled
had been fully amortized as of March 31, 2009. The warrant  amortization totaled
$47,759 as of the quarter  ended March 31, 2009.  During the  quarter,  the note
Holder  converted a total of $9,000 of  principal  and  interest  payments.  The
amortization  is being recorded as interest  expense and totaled $42,521 for the
quarter ended  September 30, 2009. As of September 30, 2009,  the balance of the
note was $74,327.

                                       14
<PAGE>
On October 9, 2008, the Company entered into a Promissory Note for $11,000 to be
paid no later than  October 9, 2009 with an  interest  rate of 10%. At any time,
the Payee may convert all or part of the remaining principal balance and accrued
interest into shares of the  Company's  Common Stock based on 60% of the average
of the lowest five  closing bid prices in the past 10 trading  days  immediately
preceding such conversion so long as such conversions  shall not exceed 4.99% of
the then  outstanding  common  stock of the Company.  On February 27, 2009,  the
Company  and the Payee  amended  the note to change the  conversion  rate to 75%
instead of 60%. At any time,  the Payee may convert all or part of the remaining
principal balance and accrued interest into shares of the Company's Common Stock
based on 75% of the average of the twenty  closing prices in the past 20 trading
days immediately preceding such conversion so long as such conversions shall not
exceed 4.99% of the then outstanding common stock of the Company. In relation to
the convertible  feature of this note, a debt discount of $11,000 was calculated
in accordance with accounting  standards and is being amortized over the life of
the  debenture.  The  amortization  is being  recorded as  interest  expense and
totaled $4,692 for the quarter ended September 30, 2009. The balance of the note
is $10,541 as of September 30, 2009.

On May 22, 2007 the  Company  entered  into a  Convertible  Promissory  Note for
$50,000  to be paid no later  than  March 21,  2008 with 11%  interest  rate per
annum.  On December  31,  2007,  the  Company and the Payee  amended the note to
change  the  interest  rate to  10%,  exclude  incentive  payments,  change  the
conversion rate to 60% instead of 50%, and extended the due date to December 31,
2009.  The Company has determined  that these  modified terms are  substantially
different  than the  original  terms as defined in  accounting  standards,  and,
therefore, this renegotiation did result in the recognition of a $37,649 gain as
of the date of the amendment of the note. On February 27, 2009,  the Company and
the Payee amended the note to change the conversion  rate to 75% instead of 60%.
At any time,  the  Payee  may  convert  all or part of the  remaining  principal
balance and accrued  interest into shares of the Company's Common Stock based on
75% of the  average of the  twenty  closing  prices in the past 20 trading  days
immediately  preceding  such  conversion so long as such  conversions  shall not
exceed 4.99% of the then outstanding common stock of the Company. In relation to
this  convertible  feature,  a  debt  discount  of  $50,000  was  calculated  in
accordance with accounting standards and is being amortized over the life of the
debenture. The amortization is being recorded as interest expense and totaled $0
for the quarter ended September 30, 2009.

In connection  with this  transaction,  200,000  warrants to purchase the common
stock of the  Company at $.25 were  issued  with an  expiration  date of May 21,
2012. Utilizing the Black-Scholes valuation model and the following assumptions:
estimated  volatility  of 211.36%,  a  contractual  life of five  years,  a zero
dividend rate, 4.76% risk free interest rate, and the fair value of common stock
of $0.10 per share at date of grant,  the Company  determined the allocated fair
value of the warrant to be $19,494.  The Company has  recorded  this amount as a
debt discount and is amortizing it over the term of this Note. The  amortization
is being  recorded  as  interest  expense  and has been  fully  amortized  as of
September 30, 2009. The warrant  amortization  totaled $19,494 as of the quarter
ended  March 31,  2009.  The  balance of the note as of  September  30,  2009 is
$31,925.

On September 17, 2007, the Company  entered into a Convertible  Promissory  Note
for  $30,000 to be paid no later  than  August 28,  2008 with 11%  interest  per
annum.  On December  31,  2007,  the  Company and the Payee  amended the note to
change  the  interest  rate to  10%,  exclude  incentive  payments,  change  the
conversion rate to 60% instead of 50%, and extended the due date to December 31,
2009.  Accrued  interest was also rolled up into the amended note for a new note
balance of $30,629.  The Company has  determined  that these  modified terms are
substantially  different  than the  original  terms  as  defined  in  accounting
standards, and, therefore, this renegotiation did result in the recognition of a
$10,433 gain as of the date of the  amendment of the note. On February 27, 2009,
the Company and the Payee amended the note to change the conversion  rate to 75%
instead of 60%. At any time,  the Payee may convert all or part of the remaining
principal balance and accrued interest into shares of the Company's Common Stock
based on 75% of the average of the twenty  closing prices in the past 20 trading
days immediately preceding such conversion so long as such conversions shall not
exceed 4.99% of the then outstanding common stock of the Company. In relation to
this  convertible  feature,  a  debt  discount  of  $13,735  was  calculated  in

                                       15
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


accordance with accounting standards and is being amortized over the life of the
debenture.  The  amortization is being recorded as interest  expense and totaled
$144 for the quarter ended June 30, 2009. The debt discount of $765 was reversed
against  additional-paid-in  capital with beneficial conversion feature.  During
the first quarter,  the note holder converted a total of $4,000 in principal and
interest payments.

In connection  with this  transaction,  120,000  warrants to purchase the common
stock of the Company at $.25 were issued with an  expiration  date of  September
17,  2012.  Utilizing  the  Black-Scholes  valuation  model  and  the  following
assumptions:  estimated volatility of 299.55%, a contractual life of five years,
a zero  dividend  rate,  4.21% risk free  interest  rate,  and the fair value of
common  stock of $0.02 per share at date of grant,  the Company  determined  the
allocated fair value of the warrant to be $2,634.  The Company has recorded this
amount as a debt discount and is  amortizing  the debt discount over the term of
this Note. The  amortization  is being recorded as interest  expense and totaled
$4,246 for the quarter  ended  September  30,  2009.  The warrant has been fully
amortized as of March 31, 2009. The balance of the note as of September 30, 2009
is $9,489.

On January 16, 2008, the Company  entered into a Promissory  Note for $12,500 to
be paid no later  than  December  31,  2009  with an  interest  rate of 10%.  On
February  27,  2009,  the Company  and the Payee  amended the note to change the
conversion rate to 75% instead of 60%. At any time, the Payee may convert all or
part of the remaining  principal balance and accrued interest into shares of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $12,500 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest  expense and totaled $4,170 for the quarter ended September
30, 2009. The balance of the note is $8,330 as of September 30, 2009.

On August 1, 2008, the Company  entered into a Promissory Note for $15,000 to be
paid no later than August 1, 2009 with an interest  rate of 10%. On February 27,
2009, the Company and the Payee amended the note to change the  conversion  rate
to 75%  instead of 60%.  At any time,  the Payee may  convert all or part of the
remaining  principal  balance and accrued  interest into shares of the Company's
Common  Stock  based on 75% of the average of the twenty  closing  prices in the
past 20 trading  days  immediately  preceding  such  conversion  so long as such
conversions  shall not exceed 4.99% of the then outstanding  common stock of the
Company. In relation to the convertible feature of this note, a debt discount of
$15,000 was  calculated in  accordance  with  accounting  standards and is being
amortized over the life of the debenture.  The amortization is being recorded as
interest expense and totaled $3,277 for the year ended September 30, 2009 and it
was fully  amortized on August 1, 2009. The balance of the note is $15,000 as of
September 30, 2009.

On May 21, 2007,  the Company  entered into a Promissory  Note for $30,000 to be
paid no later than March 20, 2008 with an interest  rate of 11%. On December 31,
2007,  the Company and the Payee amended the note to change the interest rate to
10%, exclude incentive  payments,  extend the due date to December 31, 2009, and
to insert a  conversion  clause which allows the Payee to convert all or part of
the remaining  principal  balance and accrued interest into the Company's Common
Stock based on 50% of the average of the lowest three  closing bid prices in the
past five trading days  immediately  preceding  such  conversion so long as such
conversions  shall not exceed 4.99% of the then outstanding  Common Stock of the
Company.  On February  27, 2009,  the Company and the Payee  amended the note to
change the  conversion  rate to 75% instead of 50%.  At any time,  the Payee may
convert all or part of the remaining principal balance and accrued interest into
shares of the  Company's  Common Stock based on 75% of the average of the twenty
closing prices in the past 20 trading days immediately preceding such conversion
so long as such  conversions  shall  not  exceed  4.99% of the then  outstanding
common  stock of the  Company.  Accrued  interest  was also  rolled  up into the
amended note for a new note balance of $32,017.  The Company has determined that
these modified terms are not substantially  different than the original terms as
defined in accounting  standards,  and,  therefore,  this  renegotiation did not

                                       16
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


result in the  recognition  of a gain or loss.  In relation  to the  convertible
feature of this note, a debt  discount of $32,017 was  calculated  in accordance
with accounting standards and is being amortized over the life of the debenture.
The  amortization  is being recorded as interest  expense and totaled $7,645 for
the quarter  ended June 30, 2009 and for the period from  inception  to June 30,
2009. Initially, the Company's President, Kenneth Yeung, personally borrowed the
money and invested the amount into the Company. Due to a change in the business,
the  Company  decided  on May 21,  2007 to assume  the note and  entered  into a
promissory note with the lender. The Note is secured with the Preferred Series C
shares owned by the President.

In connection  with this  transaction,  120,000  warrants to purchase the common
stock of the  Company at $.25 were  issued  with an  expiration  date of May 20,
2012. Utilizing the Black-Scholes valuation model and the following assumptions:
estimated  volatility  of 211.36%,  a  contractual  life of five  years,  a zero
dividend rate, 4.71% risk free interest rate, and the fair value of common stock
of $0.10 per share at date of grant,  the Company  determined the allocated fair
value of the warrant to be $11,696.  The Company has  recorded  this amount as a
debt  discount and is  amortizing  the debt discount over the term of this Note.
The warrant  amortization  totaled $10,725 as of the quarter ended September 30,
2009.The balance of the note is $21,292 as of September 30, 2009.

On May 21, 2007,  the Company  entered into a Promissory  Note for $97,500 to be
paid no later than May 20,  2008 with an interest  rate of 11%. On December  31,
2007,  the Company and the Payee amended the note to change the interest rate to
10%, exclude incentive  payments,  extend the due date to December 31, 2009, and
to insert a  conversion  clause which allows the Payee to convert all or part of
the remaining  principal  balance and accrued interest into the Company's Common
Stock based on 50% of the average of the lowest three  closing bid prices in the
past five trading days  immediately  preceding  such  conversion so long as such
conversions  shall not exceed 4.99% of the then outstanding  Common Stock of the
Company.  On February  27, 2009,  the Company and the Payee  amended the note to
change the  conversion  rate to 75% instead of 50%.  At any time,  the Payee may
convert all or part of the remaining principal balance and accrued interest into
shares of the  Company's  Common Stock based on 75% of the average of the twenty
closing prices in the past 20 trading days immediately preceding such conversion
so long as such  conversions  shall  not  exceed  4.99% of the then  outstanding
common  stock of the  Company.  Accrued  interest  was also  rolled  up into the
amended note for a new note balance of $104,054. The Company has determined that
these modified terms are not substantially  different than the original terms as
defined in accounting  standards,  and,  therefore,  this  renegotiation did not
result in the  recognition  of a gain or loss.  In relation  to the  convertible
feature of this note, a debt  discount of $62,003 was  calculated  in accordance
with accounting standards and is being amortized over the life of the debenture.
The  amortization is being recorded as interest  expense and totaled $19,591 for
the quarter ended September 30, 2009.

In connection  with this  transaction,  390,000  warrants to purchase the common
stock of the  Company at $0.25 were issued  with an  expiration  date of May 21,
2012. Utilizing the Black-Scholes valuation model and the following assumptions:
estimated  volatility  of 211.36%,  a  contractual  life of five  years,  a zero
dividend rate, 4.71% risk free interest rate, and the fair value of common stock
of $0.10 per share at date of grant,  the Company  determined the allocated fair
value of the warrant to be $38,012.  The Company has  recorded  this amount as a
debt  discount and is  amortizing  the debt discount over the term of this Note.
The  amortization is being recorded as interest  expense and was fully amortized
as of the second quarter 2008. The warrant  amortization  totaled  $38,012 as of
the quarter ended September 30, 2009. During the first quarter of 2009, the note
Holder converted a total of $21,905 of principal and interest payments. The note
Holder also converted a total of $11,850 to common stocks on August 18, 2009. As
of September 30, 2009, the balance of the note was $24,827.

On June 1, 2007,  the Company  entered into a Promissory  Note for $10,000 to be
paid no later than June 1, 2008 with an interest  rate of 11%.  On December  31,
2007,  the Company and the Payee amended the note to change the interest rate to
10%, exclude incentive  payments,  extend the due date to December 31, 2009, and
to insert a  conversion  clause which allows the Payee to convert all or part of
the remaining  principal  balance and accrued interest into the Company's Common
Stock based on 50% of the average of the lowest three  closing bid prices in the

                                       17
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


past five trading days  immediately  preceding  such  conversion so long as such
conversions  shall not exceed 4.99% of the then outstanding  Common Stock of the
Company.  On February  27, 2009,  the Company and the Payee  amended the note to
change the  conversion  rate to 75% instead of 50%.  At any time,  the Payee may
convert all or part of the remaining principal balance and accrued interest into
shares of the  Company's  Common Stock based on 75% of the average of the twenty
closing prices in the past 20 trading days immediately preceding such conversion
so long as such  conversions  shall  not  exceed  4.99% of the then  outstanding
common  stock of the  Company.  Accrued  interest  was also  rolled  up into the
amended note for a new note balance of $10,642.  The Company has determined that
these  modified  terms are  substantially  different  than the original terms as
defined in accounting  standards,  and, therefore,  this renegotiation result in
the recognition of a $4,511 loss as of the date of the amendment of the note. In
relation to the convertible feature of this note, a debt discount of $10,642 was
calculated in accordance with  accounting  standards and is being amortized over
the life of the  debenture.  The  amortization  is being  recorded  as  interest
expense and totaled $3,565 for the quarter ended September 30, 2009. The balance
of the note was $7,077 as of September 30, 2009.

On January 16, 2008, the Company  entered into a Promissory  Note for $17,500 to
be paid no later  than  December  31,  2009  with an  interest  rate of 10%.  On
February  28,  2009,  the Company  and the Payee  amended the note to change the
conversion rate to 75% instead of 60%. At any time, the Payee may convert all or
part of the remaining  principal balance and accrued interest into shares of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $9,458 was calculated in accordance with accounting standards and is
being  amortized  over  the life of the  debenture.  The  amortization  is being
recorded as interest  expense and totaled $3,000 for the quarter ended September
30, 2009. The balance of the note as of September 30, 2009 is $6,458.

On September 17, 2007, the Company  entered into a Convertible  Promissory  Note
for  $36,000 to be paid no later  than  August 28,  2008 with 11%  interest  per
annum.  On December  31,  2007,  the  Company and the Payee  amended the note to
change  the  interest  rate to  10%,  exclude  incentive  payments,  change  the
conversion rate to 60% instead of 50%, and extended the due date to December 31,
2009.  Accrued  interest was also rolled up into the amended note for a new note
balance of $37,133.  The Company has  determined  that these  modified terms are
substantially  different  than the  original  terms  as  defined  in  accounting
standards, and, therefore, this renegotiation did result in the recognition of a
$11,913 gain as of the date of the  amendment of the note. On February 27, 2009,
the Company and the Payee amended the note to change the conversion  rate to 75%
instead of 60%. At any time,  the Payee may convert all or part of the remaining
principal balance and accrued interest into shares of the Company's Common Stock
based on 75% of the average of the twenty  closing prices in the past 20 trading
days immediately preceding such conversion so long as such conversions shall not
exceed 4.99% of the then outstanding common stock of the Company. In relation to
this  convertible  feature,  a  debt  discount  of  $33,972  was  calculated  in
accordance with accounting standards and is being amortized over the life of the
debenture.  The  amortization is being recorded as interest  expense and totaled
$5,356 for the quarter ended September 30, 2009.

In connection  with this  transaction,  144,000  warrants to purchase the common
stock of the Company at $.25 were issued with an  expiration  date of  September
17,  2012.  Utilizing  the  Black-Scholes  valuation  model  and  the  following
assumptions:  estimated volatility of 299.55%, a contractual life of five years,
a zero  dividend  rate,  4.21% risk free  interest  rate,  and the fair value of
common  stock of $0.02 per share at date of grant,  the Company  determined  the
allocated fair value of the warrant to be $3,161.  The Company has recorded this
amount as a debt discount and is  amortizing  the debt discount over the term of
this note. The warrant has been fully amortized as of June 30, 2009.

The  amortization is being recorded as interest  expense and totaled $10,576 for
the quarter ended  September 30, 2009.  The debt discount of $9,606 was reversed
against  additional-paid-in  capital with  beneficial  conversion  feature.  The
balance of the note as of September 30, 2009 was $26,557.

                                       18
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


On October 28, 2008, the Company entered into a Promissory Note for $5,000 to be
paid no later than  December 31, 2009 with an interest  rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 65%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $5,000 was calculated in accordance with accounting standards and is
being  amortized  over  the life of the  debenture.  The  amortization  is being
recorded as interest  expense and totaled $1,956 for the quarter ended September
30, 2009. The balance of the note was $4,405 as of September 30, 2009.

On April 3, 2008, the Company  entered into a Promissory  Note for $10,000 to be
paid no later than  December 31, 2009 with an interest  rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 50%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $10,000 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest  expense and totaled $3,271 for the quarter ended September
30, 2009.  The debt discount of $1,953 was reversed  against  additional-paid-in
capital with beneficial  conversion feature.  The balance of the note was $6,729
as of September 30, 2009.

On August 21, 2006, the Company issued a $250,000  convertible note payable with
an interest rate of 10% to a shareholder and an entity owned by such shareholder
in exchange for the retirement of the shareholder's Series B preferred stock and
all related accrued  interest.  On March 14, 2007, the Note was amended with the
monthly  payments of $4,395 or more deferred until June 1, 2007 and the due date
extended from August 30, 2007 to May 30, 2008.  On March 26, 2007,  the Note was
bifurcated into two separate notes with all prior unpaid  principal and interest
rolled up into these two notes.  On April 26, 2008, the parties agreed to extend
the maturity of the note to June 30, 2009. At any time after giving notice,  the
Holder  has the option to convert  all or part of the  remaining  balance of the
note into common stock of the Company  based on 75% of the average of the lowest
five closing bid prices in the past 20 trading days  immediately  preceding such
conversion  so long as such  conversion  shall  not  exceed  4.99%  of the  then
outstanding  shares of common stock of the Company.  A debt discount of $239,556
was calculated in accordance  with  accounting  standards and is being amortized
over the life of the debenture.  The  amortization is being recorded as interest
expense  and  totaled $0 for the quarter  ended  September  30, 2009 and for the
period from  inception to September 30, 2009.  Since the  beneficial  conversion
feature  discount has been fully  amortization,  the loss of  extinguishment  of
$26,275 is recorded for the quarter ended September 30, 2009.  During the second
quarter of 2007,  one of the two notes was fully paid off. The balance of on the
remaining note is $27,231 as of September 30, 2009.

On August 1, 2008, the Company  entered into a Promissory Note for $13,000 to be
paid no later than August 1, 2009 with an interest  rate of 10%. On February 27,
2009, the Company and the Payee amended the note to change the  conversion  rate
to 75%  instead of 60%.  At any time,  the Payee may  convert all or part of the
remaining  principal  balance and accrued  interest into shares of the Company's
Common  Stock  based on 75% of the average of the twenty  closing  prices in the
past 20 trading  days  immediately  preceding  such  conversion  so long as such
conversions  shall not exceed 4.99% of the then outstanding  common stock of the
Company. In relation to the convertible feature of this note, a debt discount of
$13,000 was  calculated in  accordance  with  accounting  standards and is being
amortized over the life of the debenture.  The amortization is being recorded as
interest expense and totaled $2,840 for the quarter ended September 30, 2009 and
it has been fully  amortized  as of August 1, 2009.  The balance of the note was
$13,000 as of September 30, 2009.

                                       19
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


On February 27, 2008, the Company  entered into a Promissory Note for $10,000 to
be paid no later  than  December  31,  2009  with an  interest  rate of 10%.  On
February  27,  2009,  the Company  and the Payee  amended the note to change the
conversion rate to 75% instead of 60%. At any time, the Payee may convert all or
part of the remaining  principal balance and accrued interest into shares of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $7,209 was calculated in accordance with accounting standards and is
being  amortized  over  the life of the  debenture.  The  amortization  is being
recorded as interest  expense and totaled $2,257 for the quarter ended September
30, 2009. The balance of the note as of September 30, 2009 was $4,952.

On February 12, 2008, the Company  entered into a Promissory Note for $25,000 to
be paid no later  than  December  31,  2009  with an  interest  rate of 10%.  On
February  27,  2009,  the Company  and the Payee  amended the note to change the
conversion rate to 75% instead of 60%. At any time, the Payee may convert all or
part of the remaining  principal balance and accrued interest into shares of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $23,847 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest  expense and totaled $7,375 for the quarter ended September
30, 2009. The balance of the note was $16,472 as of September 30, 2009.

On March 13, 2008, the Company  entered into a Promissory Note for $20,000 to be
paid no later than  December 31, 2009 with an interest  rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 60%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $20,000 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest  expense and totaled $6,578 for the quarter ended September
30, 2009. The balance of the note was $13,422 as of September 30, 2009.

On April 2, 2008, the Company  entered into a Promissory  Note for $25,000 to be
paid no later than  December 31, 2009 with an interest  rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 50%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $25,000 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest  expense and totaled $8,181 for the quarter ended September
30, 2009. The balance of the note was $16,819 as of September 30, 2009.

On April 24, 2008, the Company  entered into a Promissory Note for $70,000 to be
paid no later than  December 31, 2009 with an interest  rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 60%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $70,000 was calculated in accordance with  accounting  standards and

                                       20
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest expense and totaled $22,778 for the quarter ended September
30, 2009. The balance of the note was $47,222 as of September 30, 2009.

On November 21, 2007, the Company entered into a Convertible Promissory Note for
$50,000 to be paid no later than  November 21, 2008 with 11% interest per annum.
On December 31, 2007,  the Company and the Payee  amended the note to change the
interest rate to 10%, exclude incentive payments,  change the conversion rate to
60% instead of 50%, and  extended  the due date to December  31,  2009.  Accrued
interest  was also  rolled up into the  amended  note for a new note  balance of
$50,603.  The Company has determined that these modified terms are substantially
different  than the  original  terms as defined in  accounting  standards,  and,
therefore, this renegotiation did result in the recognition of a $18,083 gain as
of the date of the amendment of the note. On February 27, 2009,  the Company and
the Payee amended the note to change the conversion  rate to 75% instead of 60%.
At any time,  the  Payee  may  convert  all or part of the  remaining  principal
balance and accrued  interest into shares of the Company's Common Stock based on
75% of the  average of the  twenty  closing  prices in the past 20 trading  days
immediately  preceding  such  conversion so long as such  conversions  shall not
exceed 4.99% of the then outstanding common stock of the Company. In relation to
this  convertible  feature,  a  debt  discount  of  $36,867  was  calculated  in
accordance with accounting standards and is being amortized over the life of the
debenture. During the first quarter, the note holder converted a total of $4,000
in principal and interest payments.

In connection  with this  transaction,  200,000  warrants to purchase the common
stock of the Company at $.25 were issued with an expiration date of November 21,
2012. Utilizing the Black-Scholes valuation model and the following assumptions:
estimated  volatility  of 332.74%,  a  contractual  life of five  years,  a zero
dividend rate,  3.4% risk free interest rate, and the fair value of common stock
of $0.0021 per share at date of grant, the Company determined the allocated fair
value of the warrant to be $419.  The Company has recorded this amount as a debt
discount and is amortizing  the debt  discount  over the term of this Note.  The
amortization  is being  recorded as interest  expense of $12,164 for the quarter
ended  September 30, 2009.  The balance of the note as of September 30, 2009 was
$26,248.

On May 8, 2007 the  Company  amended an  earlier  Promissory  Note for  $129,240
($121,920 in principal and $7,320 accrued interest). Furthermore, on May 8, 2007
the Company bifurcated the Note and entered into two separate Notes: (i) one for
$100,000 with 5% interest  pursuant to which the Company is obligated to make 24
monthly  principal and interest  payments of $4,387 commencing July 1, 2007 with
final  payment  July 1, 2009 and (ii) a second Note for $29,240 with 5% interest
pursuant  to which the Company is  obligated  to make 24 monthly  principal  and
interest  payments of $1,283  commencing July 1, 2007 with final payment July 1,
2009 (this  second Note is payable to a  shareholder).  At any time after giving
notice, the Holder has the option to convert all or part of the accrued interest
and remaining principal of either note based on 70% of the average of the lowest
5 closing  bid prices in the past 20 trading  days  immediately  preceding  such
conversion  so long as the total number of shares  issued to Holder will be such
that the number of shares  beneficially  owned by Holder will be less than 4.99%
of the  outstanding  common  shares of the Company.  On February  27, 2009,  the
Company  and the Payee  amended  the note to change the  conversion  rate to 75%
instead of 60%. At any time,  the Payee may convert all or part of the remaining
principal balance and accrued interest into shares of the Company's Common Stock
based on 75% of the average of the twenty  closing prices in the past 20 trading
days immediately preceding such conversion so long as such conversions shall not
exceed 4.99% of the then  outstanding  common stock of the Company.  The Company
has determined  that these modified terms are  substantially  different than the
original terms as defined in accounting  standards,  "Debtor's  Accounting for a
Modification   or  Exchange  of  Debt   Instruments",   and,   therefore,   this
renegotiation result in the recognition of a $129,240 loss as of the date of the
amendment of the note. A debt  discount of $73,975 was  calculated in accordance
with  accounting  standards,  and  is  being  amortized  over  the  life  of the
debenture.  The  amortization is being recorded as interest  expense and totaled
$606 for the quarter ended  September 30, 2009 and for the period from inception
to September  30, 2009.  During the fiscal  year,  the note Holders  converted a
total of $0 of principal and interest  payments.  As of September 30, 2009,  the
second note in the amount of $22,302  has been paid in full.  The balance of the
remaining note was $73,975 as of September 30, 2009.

                                       21
<PAGE>
On October 5, 2007, the Company entered into a Promissory Note for $60,000 to be
paid no later than  August 5, 2008 with an interest  rate of 13.2%.  On December
31, 2007, the Company and the Payee amended the note to change the interest rate
to 10%, exclude  incentive  payments,  extend the due date to December 31, 2009,
and to insert a conversion  clause which allows the Payee to convert all or part
of the  remaining  principal  balance and accrued  interest  into the  Company's
Common Stock based on 50% of the average of the lowest three  closing bid prices
in the past five trading days  immediately  preceding such conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  Common Stock of
the Company. On February 27, 2009, the Company and the Payee amended the note to
change the  conversion  rate to 75% instead of 50%.  At any time,  the Payee may
convert all or part of the remaining principal balance and accrued interest into
shares of the  Company's  Common Stock based on 75% of the average of the twenty
closing prices in the past 20 trading days immediately preceding such conversion
so long as such  conversions  shall  not  exceed  4.99% of the then  outstanding
common  stock of the  Company.  Accrued  interest  was also  rolled  up into the
amended note for a new note balance of $61,870.  The Company has determined that
these  modified  terms are  substantially  different  than the original terms as
defined in accounting  standards,  and, therefore,  this renegotiation result in
the  recognition  of a $25,524 loss as of the date of the amendment of the note.
In relation to the convertible  feature of this note, a debt discount of $32,828
was calculated in accordance  with  accounting  standards and is being amortized
over the life of the debenture.

In connection  with this  transaction,  240,000  warrants to purchase the common
stock of the Company at $.25 were issued  with an  expiration  date of August 5,
2012. Utilizing the Black-Scholes valuation model and the following assumptions:
estimated  volatility  of 332.74%,  a  contractual  life of five  years,  a zero
dividend rate, 4.33% risk free interest rate, and the fair value of common stock
of $0.014 per share at date of grant, the Company  determined the allocated fair
value of the warrant to be $3,358.  The Company  has  recorded  this amount as a
debt  discount and is  amortizing  the debt discount over the term of this note.
The amortization is being recorded as interest expense of $16,215 as of the year
ended  September 30, 2009. The warrant has been fully  amortized as of September
30, 2009. During the first quarter of 2009, the note holder converted a total of
$7,478 in principal  and  interest  payments.  The note holder also  converted a
total of  $11,459  in the  second  quarter  and a total of  $21,897 in the third
quarter of 2009. The balance of the note was $0 as of September 30, 2009.

On March 18, 2008, the Company  entered into a Promissory Note for $10,000 to be
paid no later than  December 31, 2009 with an interest  rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 60%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $10,000 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest  expense and totaled $3,285 for the quarter ended September
30, 2009. The balance of the note was $6,715 as of September 30, 2009.

On October 29, 2008, the Company  entered into a Promissory  Note for $15,000 to
be paid no later than October 29, 2009 with an interest rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 65%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $15,000 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest  expense and totaled $3,906 for the quarter ended September
30, 2009. The balance of the note was $8,631 as of September 30, 2009.

                                       22
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


On November 30, 2007, the Company entered into a Convertible Promissory Note for
$50,000 to be paid no later than  November 30, 2008 with 11% interest per annum.
On December 31, 2007,  the Company and the Payee  amended the note to change the
interest rate to 10%, exclude incentive payments,  change the conversion rate to
60% instead of 50%, and  extended  the due date to December  31,  2009.  Accrued
interest  was also  rolled up into the  amended  note for a new note  balance of
$50,240.   The  Company  has  determined  that  these  modified  terms  are  not
substantially  different  than the  original  terms  as  defined  in  accounting
standards,  and, therefore, this renegotiation did not result in the recognition
of a gain or loss.  On February 27, 2009,  the Company and the Payee amended the
note to change the conversion rate to 75% instead of 60%. At any time, the Payee
may convert all or part of the remaining  principal balance and accrued interest
into  shares of the  Company's  Common  Stock based on 75% of the average of the
twenty  closing  prices in the past 20 trading days  immediately  preceding such
conversion  so long as such  conversions  shall  not  exceed  4.99%  of the then
outstanding  common  stock  of the  Company.  In  relation  to this  convertible
feature, a debt discount of $47,842 was calculated in accordance with accounting
standards and is being amortized over the life of the debenture.

In connection  with this  transaction,  200,000  warrants to purchase the common
stock of the Company at $.25 were issued with an expiration date of November 30,
2012. Utilizing the Black-Scholes valuation model and the following assumptions:
estimated  volatility  of 332.74%,  a  contractual  life of five  years,  a zero
dividend rate, 3.41% risk free interest rate, and the fair value of common stock
of $0.012 per share at date of grant, the Company  determined the allocated fair
value of the warrant to be $2,398.  The Company  has  recorded  this amount as a
debt  discount and is  amortizing  the debt discount over the term of this Note.
The  amortization is being recorded as interest  expense and totaled $16,110 for
the quarter from  inception to September  30, 2009.  The balance of the note was
$34,130 as of September 30, 2009.

SHORT TERM NOTES PAYABLE

On April 5, 2008, the Company  entered into a Promissory  Note for $50,000 to be
paid no later than  December 31, 2009 with an interest  rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 60%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $50,000 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest expense and totaled $16,349 for the quarter ended September
30, 2009. The balance of the note was $33,651 as of September 30, 2009.

On April 5, 2008, the Company  entered into a Promissory  Note for $50,000 to be
paid no later than  December 31, 2009 with an interest  rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 60%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $50,000 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest expense and totaled $16,349 for the quarter ended September
30, 2009 and for the period from inception to September 30, 2009. The balance of
the note was $33,651 as of September 30, 2009.

On July 8, 2008,  the Company  entered into a Promissory  Note for $15,000 to be
paid no later than  December 31, 2009 with an interest  rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion

                                       23
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


rate to 75%  instead of 60%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $15,000 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest  expense and totaled $4,787 for the quarter ended September
30, 2009. The balance of the note was $10,213 as of September 30, 2009.

On April 5, 2008, the Company  entered into a Promissory  Note for $10,000 to be
paid no later than  December 31, 2009 with an interest  rate of 10%. On February
27, 2009,  the Company and the Payee  amended the note to change the  conversion
rate to 75%  instead of 60%.  At any time,  the Payee may convert all or part of
the  remaining  principal  balance  and  accrued  interest  into  shares  of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $10,000 was calculated in accordance with  accounting  standards and
is being  amortized over the life of the debenture.  The  amortization  is being
recorded as interest  expense and totaled $3,270 for the quarter ended September
30, 2009. The balance of the note was $6,405 as of September 30, 2009.

On December 4, 2008, the Company  entered into a Promissory  Note for $20,500 to
be paid no later  than  December  31,  2009  with an  interest  rate of 10%.  On
February  27,  2009,  the Company  and the Payee  amended the note to change the
conversion rate to 75% instead of 65%. At any time, the Payee may convert all or
part of the remaining  principal balance and accrued interest into shares of the
Company's  Common Stock based on 75% of the average of the twenty closing prices
in the past 20 trading days  immediately  preceding  such  conversion so long as
such conversions shall not exceed 4.99% of the then outstanding  common stock of
the  Company.  In  relation  to the  convertible  feature of this  note,  a debt
discount of $882 was calculated in accordance with  accounting  standards and is
being  amortized  over  the life of the  debenture.  The  amortization  is being
recorded as interest  expense and totaled $6,895 for the quarter ended September
30, 2009 and for the period from inception to September 30, 2009. The balance of
the note was $15,629 as of September 30, 2009.

LINE OF CREDIT

The Company has a revolving line of credit from a bank,  with 18% Interest.  The
interest payment was $0 for the quarter ended September 30, 2009. The balance of
the line was $0 as of September 30, 2009.

NOTE 5: STOCKHOLDERS' EQUITY

PREFERRED STOCK

AMENDMENTS TO SERIES D, E, AND F PREFERRED STOCK

On April 20, 2009,  amendments were made to the market price for series D, E and
F preferred stock. The market price shall be computed as the arithmetic  average
of the 20  closing  prices  for such  security  during  the last 20  consecutive
trading  days  immediately  preceding  such  date  of  determination.  All  such
determinations to be appropriately adjusted for any stock dividend,  stock split
or other similar transaction during such period.

On August 6, 2009, the Company issued 50,000 shares of Series D Preferred  Stock
at $50,000.  On September 21, 2009, the Company issued 22,500 shares of Series D
Preferred  Stock at $22,500.  On September 30, 2009,  the Company  issued 50,000
shares of Series D Preferred Stock at $50,000.

                                       24
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


COMMON STOCK

During the quarter  ended  September  30,  2009,  the Company  issued a total of
445,931,372  shares of common  stock  valued at $64,427  for  repayment  of debt
detailed in the following chart:

                  Number of        Aggregate
Date of Issue   Shares Issued     Sales Price          Nature of Transaction
-------------   -------------     -----------          ---------------------

  7/20/2009       67,500,000        $11,897       In exchange for debt repayment

  8/05/2009       68,000,000        $10,200       In exchange for debt repayment

  8/18/2009       75,000,000        $11,850       In exchange for debt repayment

  9/11/2009       82,000,000        $11,480       In exchange for debt repayment

  9/18/2009       78,431,372        $10,000       In exchange for debt repayment

  9/30/2009       75,000,000        $ 9,000       In exchange for debt repayment

    TOTAL        445,931,372        $64,427

NOTE 6: ACQUISITIONS AND INVESTMENTS

INTERNATIONAL BUILDING TECHNOLOGIES, INC.

On May 2, 2007,  the Company  entered into a Stock Sale and  Purchase  Agreement
with Axia Group, Inc. ("Axia"),  IBT and its Hong Kong subsidiary IBT Hong Kong,
pursuant to which the Company acquired  50,000,000  shares of IBT's common stock
(or  approximately  80% of IBT's issued and outstanding  common stock) from Axia
for consideration of $2,300,000 consisting of a (i) $1,000,000  Convertible Note
and  (ii)  20,000,000  common  shares  of  the  Company  valued  at  $1,300,000.
Subsequently, on September 27, 2007, the Company and Axia Group renegotiated the
terms and agreed to rescind the $1,000,000 Convertible Promissory Note, changing
the purchase  price to  $1,300,000.  The value of the  20,000,000  common shares
issued was determined  based on the average market price of the Company's common
shares over the 2-day period before the terms of the acquisition  were agreed to
and announced.

IBT  plans  to  manufacture  and  sell  light  weight  building  panels  used in
construction all over the world. The building panels can be used in a variety of
ways to erect buildings up to six stories tall without the need of a traditional
wood or steel frame  structure.  It is also versatile in its use and can be used
to create unique  architectural  design elements.  Management  believes that the
Company's panel based building  technology  allows for the rapid, cost effective
construction  of  residential,  commercial,  and high-rise  buildings  utilizing
materials  that  are  greater  in  strength  and   appearance,   economical  and
eco-friendly.  Based  on  standard  building  codes  prescribed  by  authorities
worldwide,   the  Company's   technology   will  meet  and  exceed  the  minimum
requirements.  Based  on the  panel  technologies,  the  Company  also  provides
customers with architectural  design,  panel supply,  installation  supervision,
engineering,  training,  and  technical  support.  IBT  Hong  Kong  has  already
established  business  relationship in securing several contractual rights to do
business in China.

                                       25
<PAGE>
                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)
            Notes to the Condensed Consolidated Financial Statements
                               September 30, 2009


WUHAN WUFENG MACHINERY MANUFACTURING COMPANY, LTD.

On April 16, 2008, the Company entered into a definitive  agreement to acquire a
92% stake in Wuhan Wufeng  Machinery  Manufacturing  Company,  Ltd.  ("Machinery
Co.")  from  Wuhan  Intepower  Company,  Ltd.,  a China  Corporation  ("Seller")
pursuant  to a Stock  Sale and  Purchase  Agreement.  The  Company  has paid the
deposit of $161,500 for the consideration of the purchase.

However,  on July 10,  2009,  the Company made the decision to rescind the Stock
Sale and Purchase Agreement. The Company believes that the decision was made for
the best  interest of the company and the  investors.  The Company has requested
that Wuhan Intepower Co., Ltd. immediately refund the US$161,500.

In November,  2009, Wuhan Interpower Co., Ltd agreed to pay 50%, $80,750, of the
investment  deposit back to the Company.  In  considering  the cost  involved in
lawsuit or arbitration in China, the Company is going to accept this settlement.
Accordingly,  the loss on investment  increased by $80,750 in the current period
and the  investment  deposit  decreased to $80,750.  Wuhan  Interpower  Co., Ltd
agreed to pay the Company back the deposit of $80,750 in approximately 30 days.

NOTE 7: DERIVATIVE LIABILITY

As of September  30, 2009,  the common stock  equivalents  of the Company on all
convertible  debentures  and  preferred  stock  exceeded  the total common stock
available for issuance by approximately by 10,843,063,121  shares. The Company's
Chief  Executive  Officer,  Kenneth Yeung,  holds  1,000,000  shares of Series C
Preferred Stock that are  convertible  into  3,333,333,333  common shares of the
Company.

Unless and until there is enough  authorized common stock available to cover all
common  stock  equivalents,  Mr.  Yeung will not  convert  any of his  preferred
shares. Furthermore, the stock is only convertible upon management's discretion.
Management  currently does not intend on converting  such stock.  Also,  warrant
options are not included in common stock equivalents although the exercise price
of $0.25 for the warrant is less than the fair value of common  stock of $0.0003
per share on September  30, 2009.  The  remaining  common  stock  equivalent  of
7,509,729,788  shares  has  been  accounted  for  as  a  derivative   liability.
Accordingly,  the excess  common stock  equivalents  exceeding  the total common
stock  available  for issue is marked to market  through  earnings at the end of
each  reporting  period.  Utilizing the  Black-Scholes  valuation  model and the
following  assumptions:  estimated  volatility of 340.42% a contractual  life of
approximately  two and half  months,  a zero  dividend  rate,  0.18%  risk  free
interest rate,  exercise price of $0.00013 and the fair value of common stock of
$0.0003 per share as of September 30, 2009, the Company determined the allocated
fair value of the derivative liability. The Company reflected a loss of $915,932
in the quarter ended September 30, 2009 to adjust the derivative liability as of
September 30, 2009,  representing  the initial fair value of excess common stock
equivalents exceeding the total common stock available for issuance.

NOTE 8: SUBSEQUENT EVENTS

STOCK ISSUANCES

Management has reviewed material  subsequent events through November 13, 2009 in
accordance with FASB ASC 855 "Subsequent Events".

The Company  issued the  following  Common  Stocks  after the end of the quarter
ended September 30, 2009 and prior to the filing of these financial statements.

     [X]  The Company issued  85,000,000 shares of common stock valued at $9,563
          for repayment of debt in October, 2009.

                                       26
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS.

                     CAUTIONARY FORWARD - LOOKING STATEMENT

The  following  discussion  should  be read in  conjunction  with our  financial
statements and related notes.

Certain matters discussed herein may contain forward-looking statements that are
subject to risks and uncertainties.  Such risks and uncertainties  include,  but
are not limited to, the following:

     *    the volatile and competitive nature of our industry,
     *    the uncertainties surrounding the rapidly evolving markets in which we
          compete,
     *    the uncertainties surrounding technological change of the industry,
     *    our dependence on its intellectual property rights,
     *    the success of marketing efforts by third parties,
     *    the changing demands of customers and
     *    the arrangements with present and future customers and third parties.

Should one or more of these risks or uncertainties  materialize or should any of
the underlying assumptions prove incorrect, actual results of current and future
operations may vary materially from those anticipated.

RESULTS OF OPERATIONS - THREE MONTHS ENDED  SEPTEMBER 30, 2009 COMPARED TO THREE
MONTHS ENDED SEPTEMBER 30, 2008

Since  discontinuing the prior business and re-entering the development stage as
of April 1, 2007 the Company's  results of operations has changed.  There are no
revenues  during  the  current  development  stage as we are in the  process  of
starting our manufacturing process.

For the  period  ended  September  30,  2009,  Operating  Expenses  for  current
operations  totaled $175,571 is $12,511 more than the period ended September 30,
2008's  Operating  Expenses of  $163,060.  The  increase of $12,511 in Operating
Expenses  between  periods  ended 2009 and 2008 is mainly due to the increase in
director fees and professional fees.

The most  significant  changes in our  results of  operations  are the  Interest
Expense and Loss on  Settlement.  As of  September  30, 2009,  interest  expense
resulted  in a  $285,469  balance  compared  with a balance  of  $200,308  as of
September 30, 2008 and the difference  amounted to $85,161.  In addition,  as of
September 30, 2009,  loss on investment  recorded a balance of $80,750  compared
with a $0 balance as of September 30, 2008. There was no other income or expense
in the  quarter  ended  September  30, 2009 and 2008.  During the quarter  ended
September  30,  2009,  the  common  stock  equivalents  of  the  Company  on all
convertible  debentures  and  preferred  stock  exceeded  the total common stock
available for issuance by  approximately  10,843,063,121  shares.  The Company's
Chief  Executive  Officer,  Kenneth Yeung,  holds  1,000,000  shares of Series C
Preferred  Stocks that are convertible into  3,333,333,333  common shares of the
Company.  Unless and until there is enough  authorized common stock available to
cover all  common  stock  equivalents,  Mr.  Yeung will not  convert  any of his
preferred shares.  Furthermore,  the stock is only convertible upon management's
discretion. Management currently does not intend on converting such stock. Also,
warrant options are not included in common stock  equivalents since the exercise
price of $0.25 for the  warrant is less than the fair  value of common  stock of
$0.0003 per share on September 30, 2009. The remaining  common stock  equivalent
of 7,509,729,788  shares has been accounted for as a derivative  liability.  The
fair value of the  derivative  of  $1,643,962  was  determined  by utilizing the
Black-Scholes valuation model.

                                       27
<PAGE>
RESULTS OF OPERATIONS - THREE MONTHS ENDED  SEPTEMBER 30, 2009 COMPARED TO THREE
MONTHS ENDED SEPTEMBER 30, 2008

Since  discontinuing the prior business and re-entering the development stage as
of April 1, 2007 the Company's  results of operations has changed.  There are no
revenues  during  the  current  development  stage as we are in the  process  of
starting our manufacturing process.

For the  period  ended  September  30,  2009,  Operating  Expenses  for  current
operations  totaled $175,571 is $12,511 more than the period ended September 30,
2008's  Operating  Expenses of  $163,060.  The  increase of $12,511 in Operating
Expenses  between  periods  ended 2009 and 2008 is mainly due to the increase in
director fees and professional fees.

The most  significant  changes in our  results of  operations  are the  Interest
Expense and Loss on  Investment.  As of  September  30, 2009,  interest  expense
resulted  in a  $289,068  balance  compared  with a balance  of  $200,308  as of
September 30, 2008 and the difference  amounted to $88,760.  In addition,  as of
September 30, 2009,  loss on investment  recorded a balance of $80,750  compared
with a $0 balance as of September 30, 2008. There was no other income or expense
in the  quarter  ended  September  30, 2009 and 2008.  During the quarter  ended
September  30,  2009,  the  common  stock  equivalents  of  the  Company  on all
convertible  debentures  and  preferred  stock  exceeded  the total common stock
available for issuance by  approximately  10,843,063,121  shares.  The Company's
Chief  Executive  Officer,  Kenneth Yeung,  holds  1,000,000  shares of Series C
Preferred  Stocks that are convertible into  3,333,333,333  common shares of the
Company.  Unless and until there is enough  authorized common stock available to
cover all  common  stock  equivalents,  Mr.  Yeung will not  convert  any of his
preferred shares.  Furthermore,  the stock is only convertible upon management's
discretion. Management currently does not intend on converting such stock. Also,
warrant options are not included in common stock  equivalents since the exercise
price of $0.25 for the  warrant is less than the fair  value of common  stock of
$0.0003 per share on September 30, 2009. The remaining  common stock  equivalent
of 7,509,729,788  shares has been accounted for as a derivative  liability.  The
fair value of the  derivative  of  $1,643,962  was  determined  by utilizing the
Black-Scholes valuation model.

LIQUIDITY AND CAPITAL RESOURCES

Our future  success and  viability  is primarily  dependent  upon our ability to
increase operating cash flows and develop new business opportunities.

During the next 12 months,  the Company's  foreseeable  cash  requirements  will
relate to continual  development of the operations of its business,  maintaining
its good  standing  and making the  requisite  filings with the  Securities  and
Exchange  Commission,  and the payment of expenses  associated with reviewing or
investigating any potential business ventures. The Company may experience a cash
shortfall  and be required to raise  additional  capital.  Historically,  it has
relied  upon  internally  generated  funds and funds  from the sale of shares of
stock and loans from its  shareholders  and  private  investors  to finance  its
operations and growth.  Management may raise  additional  capital through future
public or private offerings of the Company's stock or through loans from private
investors,  although  there can be no  assurance  that it will be able to obtain
such financing. The Company's failure to do so could have a material and adverse
affect upon it and its shareholders.

Additionally,  we may  experience  a cash  shortfall  and be  required  to raise
additional  capital.  In the  quarter  ended  September  30, 2009 and year ended
December 31, 2008 we relied on funds from the sale of shares of stocks and loans
from our  shareholders  and  private  investors  to finance our  operations  and
growth. Management may raise additional capital through future public or private
offerings of our stock or through loans from private  investors,  although there
can be no assurance that we will be able to obtain such  financing.  Our failure
to do so could have a material and adverse affect upon us and our shareholders.

The chart below summarizes our debt (see Note 4 - Notes Payable & Debt Discounts
of  the  Consolidated  Financial  Statements  -  Notes  Payable  and  Beneficial
Conversions):

                                       28
<PAGE>
Terms                                                                     Amount
-----                                                                     ------
SHORT TERM NOTES PAYABLE TO SHAREHOLDERS:
     10%  Interest;  principal of $6,597;  convertible  to common
     stock based on 75% of average price; due on 9/3/2009, net of
     unamortized  discount  related  to the debt  discount  of $0          6,597
     10% Interest;  principal of $104,757;  convertible to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $30,430                                                              74,327
     10% Interest;  principal of $11,000;  convertible  to common
     stock based on 75% of average price;  due on 10/9/2009,  net
     of unamortized discount related to the debt discount of $459         10,541
     10% Interest;  principal of $31,925;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of unamortized discounted related to the debt discount of $0         31,925
     10% Interest;  principal of $10,269;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $780                                                                  9,489
     10% Interest;  principal of $12,500;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $4170                                                                 8,330
     10% Interest;  principal of $15,000;  convertible  to common
     stock based on 75% of average price; due on 8/1/2009, net of
     unamortized  discount  related  to the debt  discount  of $0         15,000
     10% Interest;  principal of $32,017;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $10,725                                                              21,292
     10% Interest;  principal of $40,542;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $15,715                                                              24,827
     10% Interest;  principal of $10,642;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $3,565                                                                7,077
     10%  Interest;  principal of $9,458;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $3,000                                                                6,458
     10% Interest;  principal of $37,133;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $10,576                                                              26,557
     10%  Interest;  principal of $5,000;  convertible  to common
     stock based on 75% of average price; due on 10/28/2009,  net
     of unamortized discount related to the debt discount of $595          4,405
     10% Interest;  principal of $10,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $3,271                                                                6,729
     10% Interest;  principal of $27,231;  convertible  to common
     stock based on 75% of average price;  due on 6/30/2009,  net
     of unamortized discounted related to the debt discount of $0         27,231
     10% Interest;  principal of $13,000;  convertible  to common
     stock based on 75% of average price; due on 8/1/2009, net of
     unamortized  discount  related  to the debt  discount  of $0         13,000
     10%  Interest;  principal of $7,209;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $2,257                                                                4,952
     10% Interest;  principal of $23,847;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $7,375                                                               16,472

                                       29
<PAGE>
     10% Interest;  principal of $20,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $6,578                                                               13,422
     10% Interest;  principal of $25,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $8,181                                                               16,819
     10% Interest;  principal of $70,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $22,778                                                              47,222
     10% Interest;  principal of $36,867;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $10,619                                                              26,248
     5%  Interest;  principal of $73,975;  convertible  to common
     stock based on 75% of average price; due on 7/1/2009, net of
     unamortized  discount  related  to the debt  discount  of $0         73,975
     10%  Interest;  principal of $1,112;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discounted  related to the debt discount of
     $1,112                                                                    0
     10% Interest;  principal of $10,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $3,285                                                                6,715
     10% Interest;  principal of $15,000;  convertible  to common
     stock based on 75% of average price; due on 10/29/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $6,369                                                                8,631
     10% Interest;  principal of $50,240;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $16,110                                                              34,130
                                                                        --------
TOTAL SHORT TERM NOTES PAYABLE TO SHAREHOLDERS                          $542,371
                                                                        ========

SHORT TERM NOTES PAYABLE :
     10% Interest;  principal of $50,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $16,349                                                              33,651
     10% Interest;  principal of $50,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $16,349                                                              33,651
     10% Interest;  principal of $15,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $4,787                                                               10,213
     10% Interest;  principal of $10,000;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $3,595                                                                6,405
     10% Interest;  principal of $20,500;  convertible  to common
     stock based on 75% of average price; due on 12/31/2009,  net
     of  unamortized  discount  related to the debt  discount  of
     $4,871                                                               15,629
                                                                        --------
  TOTAL SHORT TERM NOTES PAYABLE                                        $ 99,549
                                                                        ========

PERIOD ENDED SEPTEMBER 30, 2009

As of September  30, 2009,  the  Company's  current  assets were $82,068 and its
current  liabilities were $2,769,396,  resulting in a working capital deficit of
$2,687,328.  As of September 30, 2009, current assets were comprised of (i) $307
in cash; (ii) $80,750 deposit for Wuhan Wufeng Machinery  Company;  (iii) $1,011
in other current assets.

                                       30
<PAGE>
As of September 30, 2009,  current  liabilities were comprised of (i) $1,643,962
in derivative  liability;  (ii) $542,371 in notes  payable to  stockholders  and
$99,549 in notes  payable;  (iii)  $308,332  in  accounts  payable  and  accrued
expenses, $175,182 of accrued expenses for related parties.

As of September 30, 2009, the Company's  total assets were $84,068 and its total
liabilities were $2,769,396 with a net stockholder's deficit of $2,685,328.

For the nine months ended  September 30, 2009,  net cash flows used in operating
activities  were  ($123,375)  compared  to net  cash  flows  used  in  operating
activities  of  ($495,213),  before  the  net  cash  used  in  and  provided  by
discontinued  operations,  for the nine months ended  September  30,  2008.  The
decrease of $371,838 during the twelve-month  period ended September 30 2009 was
primarily due to the decrease of net loss and the non-cash  change in fair value
of derivative liability.

For the nine months ended  September 30, 2009,  net cash flows used in investing
activities  were $0 compared to net cash flows used in investing  activities  of
($161,500), before the net cash used in and provided by discontinued operations,
for the nine months ended  September 30, 2008.  The increase of $161,500  during
the twelve-month  period ended September 30 2009 was because the company did not
make any new investments during the year.

For the twelve-month period ended September 30, 2009, net cash flows provided by
financing  activities  was  $122,501  compared  to net cash  flows  provided  by
financing activities of $627,317 for the twelve-month period ended September 30,
2008. Cash inflows in 2009 consisted primarily of proceeds from the note payable
and investor deposit. The decrease of $504,816 was primarily due to the decrease
of the additional loan proceeds from creditors.

Our financial  statements have been prepared assuming that we will continue as a
going  concern  and,  accordingly,  do not include  adjustments  relating to the
recoverability and realization of assets and classifications of liabilities that
might be necessary should we be unable to continue our operations.

As of the date of this Quarterly  Report,  the Company has generated no revenues
from  operations  since it  entered  the  development  stage  on April 1,  2007.
Therefore,  the Company's  auditors have expressed  substantial  doubt about the
Company's  ability to continue as a going concern.  Management  believes that it
can maintain its status as a going  concern  based on its ability to raise funds
pursuant  to future  public and private  offerings  and to obtain  advances  and
minimize operating expenses by not duplicating or incurring needless expenses.

Meanwhile,  the  Company is in  negotiations  of  entering  into  Memorandum  of
Understanding (MOUS) with a major steel structure contractor in China,  together
with two U.S.  companies  in the  business of light steel  structures  and steel
construction  material,  to form Joint Venture companies to manufacture,  supply
and install the steel structure products to the projects in China, including the
Suijiang New Town projects,  as well the projects in the  earthquake  regions of
Sichuan  and Yunnan  Provinces.  Other  than as a partner  and  investor  in the
possible  Joint Venture  companies,  the Company will also be directly  involved
with the management and coordination of the Joint Venture companies, as well the
projects in China.

The  Company  believes  that as a partner of the Joint  Venture  companies,  the
coming projects will not only bring in revenue to the Company but also add solid
assets from the  percentage  of share of the Joint  Venture  companies  that the
Company will own. The Company  believes that it will  maintain  stable income by
providing  management and  coordination  to the Joint Venture  companies and the
projects in China, as well the profit sharing from the Joint Ventures  companies
in accordance to the percentage that the Company will own.

In the  past  nine  months,  the  Company  funded  operations  through  debt and
securities issuances. For the rest of the fiscal year of 2009, the Company plans
to continue to fund the Company  through debt and  securities  until the Company
generates revenues through operations as stated above.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK.

Not applicable.

                                       31
<PAGE>
ITEM 4. CONTROLS AND PROCEDURES.

(a) Evaluation of disclosure controls and procedures.

We conducted an evaluation  under the supervision and with the  participation of
our management,  including  Kenneth Yeung, our Chief Executive Officer and Chief
Financial  Officer,  of the  effectiveness  of the design and  operation  of our
disclosure   controls  and  procedures.   The  term  "disclosure   controls  and
procedures,"  as defined in Rules  13a-15(e) and 15d-15(e)  under the Securities
and Exchange Act of 1934, as amended  ("Exchange Act"), means controls and other
procedures of a company that are designed to ensure that information required to
be  disclosed  by the  company  in the  reports  it files or  submits  under the
Exchange Act is recorded,  processed,  summarized and reported,  within the time
periods specified in the Securities and Exchange  Commission's  rules and forms.
Disclosure controls and procedures also include,  without  limitation,  controls
and procedures designed to ensure that information required to be disclosed by a
company  in the  reports  that it files or  submits  under the  Exchange  Act is
accumulated  and  communicated  to  the  company's  management,   including  its
principal  executive and principal  financial  officers,  or persons  performing
similar functions, as appropriate,  to allow timely decisions regarding required
disclosure.  Based on this  evaluation,  our Chief  Executive  Officer and Chief
Financial  Officer  concluded as of December 31, 2008, and again as of September
30, 2009,  that our disclosure  controls and  procedures  have been improved and
were effective at the reasonable  assurance level in our internal  controls over
financial reporting discussed immediately below.

MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

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  internal  control  over  financial  reporting is
designed to provide reasonable  assurance regarding the reliability of financial
reporting and the preparation of financial  statements for external  purposes in
accordance with generally accepted accounting  principles.  Our internal control
over financial reporting includes those policies and procedures that:

     (1)  pertain  to the  maintenance  of  records  that in  reasonable  detail
          accurately and fairly reflect the transactions and dispositions of our
          assets;
     (2)  provide  reasonable   assurance  that  transactions  are  recorded  as
          necessary to permit preparation of financial  statements in accordance
          with U.S. GAAP, and that our receipts and  expenditures are being made
          only in  accordance  with  the  authorization  of our  management  and
          directors; and
     (3)  provide reasonable  assurance regarding prevention or timely detection
          of  unauthorized  acquisition,  use or  disposition of our assets that
          could have a material effect on the financial statements.

Because of its inherent  limitations,  internal control over financial reporting
may not prevent or detect misstatements.  Also, 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.

Management  assessed the  effectiveness  of our internal  control over financial
reporting as of December 31, 2008 and again as of September  30, 2009. In making
this assessment,  management used the framework set forth in the report entitled
Internal  Control--Integrated  Framework  issued by the  Committee of Sponsoring
Organizations of the Treadway Commission, or COSO. The COSO framework summarizes
each of the components of a company's internal control system, including (i) the
control  environment,  (ii) risk  assessment,  (iii)  control  activities,  (iv)
information and communication,  and (v) monitoring.  This annual 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 registered  public  accounting  firm pursuant to temporary
rules of the Securities and Exchange  Commission that permits us to provide only
management's report in this annual report.

                                       32
<PAGE>
IDENTIFIED MATERIAL WEAKNESSES AND SIGNIFICANT DEFICIENCIES

A  material  weakness  is  a  control  deficiency,  or  combination  of  control
deficiencies,  that  results  in more than a remote  likelihood  that a material
misstatement  of the  financial  statements  will not be  prevented or detected.
Management  identified the following  internal control  improvement which we had
assessed as material weaknesses as of December 31, 2007 during its assessment of
our internal control over financial reporting as follows:

     a.   We  did  not  have  formal  policies   governing  certain   accounting
          transactions  and  financial  reporting  procedures  finalized  as  of
          December 31, 2007; and
     b.   We did not have  adequate  segregation  of duties that were  mitigated
          over certain areas of our financial  reporting process due to the size
          of the Company that we were on December 31, 2007.

During  2008,  we  corrected  the  deficiency   described  in   subparagraph  a,
immediately above.  However, we did not have adequate segregation of duties (see
the  deficiency  described  in  subparagraph  b,  immediately  above)  that were
mitigated over certain areas of our financial  reporting  process as of December
31, 2008, and as of September 30, 2009,  due to the lack of a sufficient  number
of employees to achieve proper segregation of duties.

Management  believes  that  some of the  internal  control  deficiency  has been
corrected in the year of 2008.  However,  the second internal control deficiency
will only be completely corrected if the company expands and has the capacity to
adequately  segregate  the  duties  to  mitigate  risk in  financial  reporting.
Expansion  will depend mostly on the ability of  management to begin  operations
and generate enough income to warrant growth in personnel.

We did not have effective comprehensive  entity-level internal controls specific
to the  structure  of our  board  of  directors  and  organization  of  critical
committees.  Due to our expected expansion, as disclosed in this report, without
correcting this significant  deficiency and ensuring that our board of directors
has the proper  oversight and committees are properly  established,  the control
environment in subsequent years may not be effective.

We have engaged a  regionally-recognized  independent  consulting firm to assist
management with its assessment of the effectiveness of our internal control over
financial  reporting,   including  scope  determination,   planning,   staffing,
documentation, testing, remediation and retesting and overall program management
of the assessment project. In conclusion,  our Chief Executive Officer and Chief
Financial Officer surmised that the Company has improved the effective  internal
control over financial reporting as of December 31, 2008 and as of September 30,
2009.

MANAGEMENT'S REMEDIATION INITIATIVES

We are in the  further  process  of  evaluating  our  material  and  significant
deficiencies.  We have  already  begun to  remediate  many of the  deficiencies.
However, others will require additional people, including adding to our board of
directors, which will take longer to remediate.

In  an  effort  to  remediate  the  identified  material  weaknesses  and  other
deficiencies and enhance our internal  controls,  we have initiated,  or plan to
initiate, the following series of measures:

     1.   Identify  and  retain  a new  director  for  our  board  of  directors
          including a member who is  appropriately  credentialed  as a financial
          expert with a goal of having sufficient independent board of directors
          oversight;
     2.   Ensure  all entity  level  controls  are  applied at all levels of the
          organization and are scalable for acquisition targets;
     3.   Establish   comprehensive   formal  general  accounting  policies  and
          procedures  and  require  employees  to sign  off  such  policies  and
          procedures as documentation  of their  understanding of and compliance
          with company policies;
     4.   Make all  employees  subject  to our Code of Ethics  (including  those
          employees  in  acquisition  targets)  and  require all  employees  and
          directors to sign our Code of Ethics on an annual basis and retain the
          related documentation; and,
     5.   Implement better segregation of duties given the size of our company.

                                       33
<PAGE>
We believe that Remediation  Initiatives Nos. 1-4,  immediately above, have been
at least partially,  if not fully,  implemented by the end of 2008.  However, we
will not be able to  implement  better  segregation  of duties,  as described in
Remediation Initiative No. 5, immediately above.  Additionally,  we plan to test
our updated controls and remediate our deficiencies by December 31, 2009.

POTENTIAL ISSUES

Our  subsidiaries  currently  operating  in China  also have to comply  with the
provisions of Section 404 of the  Sarbanes-Oxley  Act of 2002.  However,  due to
time  differences,  cultural  differences,  and  differences in common  business
practices, documentation and testing of our internal controls overseas will be a
longer and more difficult  process.  And as the Company  continues to expand its
foreign operations, compliance with SOX will pose as an even greater challenge.

CONCLUSION

The above  identified  improvement,  material  weaknesses and deficiency did not
result in material audit adjustments to our 2008 financial  statements or to the
financial  statements  for the  quarter  ended  June 30,  2009.  However,  it is
reasonably  possible  that,  if not  remediated,  one or more of the  identified
material  weaknesses noted above could result in a material  misstatement in our
reported financial statements that might result in a material  misstatement in a
future annual or interim period.

In  light of the  identified  material  weaknesses,  management,  performed  (1)
significant  additional  substantive  review of those areas described above, and
(2)  performed  additional  analyses,  including  but not  limited to a detailed
balance  sheet and  statement  of  operations  analytical  review that  compared
changes  from  the  prior  period's   financial   statements  and  analyzed  all
significant  differences.  These  procedures were completed so management  could
gain assurance that the financial statements and schedules included in this Form
10-Q fairly present in all material respects the Company's  financial  position,
results of operations and cash flows for the periods presented.

(b) Changes in Internal Control over Financial Reporting

During  the  quarter  ended  March  31,  2009,  Mr.  Sam Kan,  Certified  Public
Accountant,  replaced Mr. Clayton Lee as the accounting consultant acting as our
accounting  controller.  Mr. Micky Lo,  Certified  Public  Accountant,  was also
retained to assist the Company with certain  accounting  functions.  The changes
noted above,  are the only changes  during our most  recently  completed  fiscal
quarter that have  materially  affected or are  reasonably  likely to materially
affect,  our internal  control  over  financial  reporting,  as defined in Rules
13a-15(f) and 15d-15(f) under the Exchange Act.

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

The Company is not aware of any  threatened  or pending  litigation  against the
Company.

ITEM 1A. RISK FACTORS.

Not applicable.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

Since June 30, 2009,  the Company has issued the  following  securities  without
registration under the Securities Act of 1933:

                      Number of          Aggregate
Date of Issue       Shares Issued        Sales Price      Nature of Transaction
-------------       -------------        -----------      ---------------------
  7/20/2009           67,500,000           $11,897          Debt cancellation
  8/05/2009           68,000,000           $10,200          Debt cancellation
  8/18/2009           75,000,000           $11,850          Debt cancellation
  9/11/2009           82,000,000           $11,480          Debt cancellation
  9/18/2009           78,431,372           $10,000          Debt cancellation
  9/30/2009           75,000,000           $ 9,000          Debt cancellation
  10/13/2009          85,000,000           $ 9,563          Debt cancellation

                                       34
<PAGE>
Management believes the above shares of common stock were issued pursuant to the
exemption from registration under Section 4(2) of the Securities Act of 1933, as
amended.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

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

None.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

See Exhibit Index below for exhibits required by Item 601 of regulation S-K.

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

2(i)*          Agreement  and  Plan  of  Merger  (Appendix  D of  the  Company's
               Definitive  Proxy  Statement  on Form  DEF  14A  filed  with  the
               Commission on June 25, 2004).

3(i)(1)*       Restated  Articles of  Incorporation  filed with the Secretary of
               State of Colorado on August 10, 2004 (Appendix A of the Company's
               Definitive  Proxy  Statement  on Form  DEF  14A  filed  with  the
               Commission on June 25, 2004).

3(i)(2)*       Articles  of  Incorporation  of Ten  Stix,  Inc.  filed  with the
               Secretary  of State of Nevada on May 28, 2004  (Appendix F of the
               Company's  Definitive  Proxy Statement on Form DEF 14A filed with
               the Commission on June 25, 2004).

3(i)(3)*       Certificate  of  Amendment  to Articles of  Incorporation  of Ten
               Stix,  Inc.  filed  with the  Secretary  of State  of  Nevada  on
               December 1, 2004 (Exhibit 3.1 to the Company's  Current Report on
               Form 8-K filed with the Commission on December 6, 2004).

3(i)(4)*       Certificate of Amendment to the Articles of  Incorporation of the
               Company  filed with the  Secretary  of State of Nevada on October
               12, 2006 (Exhibit 3 (1) to the Company's Quarterly report on Form
               10-QSB filed with the Commission on November 14, 2006).

3(i)(5)*       Certificate of Amendment to the Articles of  Incorporation of the
               Company  filed with the  Secretary of State of Nevada on July 17,
               2007  (Exhibit  3 (i) (5) to the  Company's  form  10-KSB  Annual
               Report for the Fiscal Year Ended  December 31,  2007,  filed with
               the Commission on April 3, 2008).

3(i)(6)*       Certificate of Amendment to the Articles of  Incorporation of the
               Company  filed with the  Secretary  of State of Nevada on May 22,
               2008,  changing par value of common stock to $.00001 (Exhibit 3.1
               to the Company's  Quarterly  Report for the Period Ended June 30,
               2008, filed with the Commission on August 13, 2008).

3(i)(7)*       Certificate of Amendment to Articles of  Incorporation  to change
               the total authorized shares and conversion terms of the Company's
               Series E  Preferred  Stock filed with the  Secretary  of State of
               Nevada on July 28, 2008 (Exhibit 4.2 to the  Company's  Quarterly
               Report on Form 10-Q for the  Period  Ended June 30,  2008,  filed
               with the Commission on August 13, 2008).

3(i)(8)*       Certificate of Amendment to Articles of  Incorporation  to change
               the total authorized  capital stock of the Company filed with the
               Secretary  of State of Nevada on August 11, 2008  (Exhibit 4.3 to
               the Company's  Quarterly Report on Form 10-Q for the Period Ended
               June 30, 2008, filed with the Commission on August 13, 2008).

                                       35
<PAGE>
3(i)(9)**      Certificate of Amendment to Articles of  Incorporation  to change
               the total authorized  capital stock of the Company filed with the
               Secretary of State of Nevada on October 13, 2009.

3(ii)*         By-laws  of  the  Company   (Exhibit  3.  II  to  the   Company's
               Registration  Statement on Form 10SB filed with the Commission on
               February 8, 2001).

4(i)*          Certificate  of  Designation  of Series A Preferred  Stock of Ten
               Stix,  Inc.  (Appendix  G  of  the  Company's   Definitive  Proxy
               Statement on Form DEF 14A filed with the  Commission  on June 25,
               2004).

4(ii)*         Certificate  of  Designation  of Series C Preferred  Stock of the
               Company (Exhibit 99.1 to the Company's Current report on Form 8-K
               filed with the Commission on September 14, 2006).

4(iii)*        Certificate  of Amendment to Certificate of Designation of Series
               B Preferred  Stock of the  Company  filed with the  Secretary  of
               State of Nevada on May 30, 2007 (Exhibit 4 (iii) to the Company's
               Annual  Report on Form 10-KSB for the Fiscal Year Ended  December
               31, 2007, filed with the Commission on April 3, 2008).

4(iv)*         Certificate  of Amendment to Certificate of Designation of Series
               C Preferred Stock of Company filed with the Secretary of State of
               Nevada on May 30, 2007  (Exhibit 4 (iv) to the  Company's  Annual
               Report on Form  10-KSB for the Fiscal  Year  Ended  December  31,
               2007, filed with the Commission on April 3, 2008).

4(v)*          Certificate  of Amendment to Certificate of Designation of Series
               D Preferred  Stock of the  Company  filed with the  Secretary  of
               State of  Nevada  on  December  10,  2007  (Exhibit  4 (v) to the
               Company's  Annual Report on Form 10-KSB for the Fiscal Year Ended
               December 31, 2007, filed with the Commission on April 3, 2008).

4(vi)*         Certificate  of  Designation  of Series E Preferred  Stock of the
               Company  filed with the  Secretary of State of Nevada on December
               10, 2007 (Exhibit 4 (vi) to the  Company's  Annual Report on Form
               10-KSB for the Fiscal Year Ended  December 31,  2007,  filed with
               the Commission on April 3, 2008).

4(vii)*        Certificate  of  Designation  of Series F Preferred  Stock of the
               Company  filed with the Secretary of State of Nevada on April 23,
               2008 (Exhibit 4.1 to the Company's  Quarterly Report on Form 10-Q
               for the Period Ended June 30, 2008,  filed with the Commission on
               August 13, 2008).

4(viii)*       Amendment to Certificate  of Designation  After Issuance of Class
               or Series to change the total  authorized  shares and  conversion
               terms of the  Company's  Series E Preferred  Stock filed with the
               Secretary  of State of Nevada on August 28, 2008  (Exhibit 4.4 to
               the Company's  Quarterly Report on Form 10-Q for the Period Ended
               June 30, 2008, filed with the Commission on August 13, 2008).

10.1*          Stock Sale and  Purchase  Agreement  dated  March 14,  2007,  by,
               between David  Keaveney,  Kenneth Yeung and the Company  (Exhibit
               10.1 to the Company's  Current  Report on Form 8-K filed with the
               Commission on March 27, 2007).

10.2*          Stock Sale and Purchase  Agreement dated May 2, 2007, by, between
               and among Axia Group, Inc,  International  Building Technologies,
               Inc.  and the  Company  (Exhibit  10.1 to the  Company's  Current
               Report on Form 8-K filed with the Commission on May 9, 2007).

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<PAGE>
10.3*          Convertible Note dated May 2, 2007, issued by the Company to Axia
               Group, Inc. (Exhibit 10.2 to the Company's Current report on form
               8-K filed with the Commission on May 9, 2007).

10.4*          Exclusive  License  Agreement  dated May 2, 2007,  by and between
               Axia Group,  Inc. and the Company  (Exhibit 10.3 to the Company's
               Current  Report on Form 8-K filed with the  Commission  on May 9,
               2007).

10.5*          Asset Sale and  Purchase  Agreement  dated  July 8, 2007,  by and
               between International Building Technologies Co., Ltd. and Suining
               Yinfa  Construction & Engineering Co., Ltd.  (Exhibit 10.1 to the
               Company's Current Report on Form 8-K filed with the Commission on
               July 23, 2007).

10.6*          Amendment to Asset Sale and Purchase Agreement by and between the
               Company and Suining Yinfa  Construction  and  Engineering,  Ltd.,
               executed  on  December  5, 2007  (Exhibit  10.2 to the  Company's
               Current  Report on Form 8-K,  filed with the  Commission on April
               29, 2008).

10.7*          Rescission  to the  Asset  Sale  and  Purchase  Agreement  by and
               between  the  Company  and   Suining   Yinfa   Construction   and
               Engineering,  Ltd.,  executed on April 23, 2008  (Exhibit 10.1 to
               the  Company's  Current  Report  on  Form  8-K,  filed  with  the
               Commission on April 29, 2008).

10.8*          Amendment  dated  September  25,  2007,  to the  Stock  Sale  and
               Purchase  Agreement  by and  between  Axia  Group,  Inc.  and the
               Company (Exhibit 10.1 to the Company's Current Report on Form 8-K
               filed with the Commission on September 28, 2007).

10.9*          Twelve  Month  Convertible  Note  Amendment  dated March 14, 2007
               (Exhibit 10.2 to the Company's  Current  Report on Form 8-K filed
               with the Commission on March 27, 2007).

10.10*         Employment  Agreement between the Company and Kenneth Yeung dated
               May  21,  2007,  effective  May  1,  2007  (Exhibit  10.8  to the
               Company's  Annual Report on Form 10-KSB for the Fiscal Year Ended
               December 31, 2007, filed with the Commission on April 3, 2008).

10.11*         The Company's 2007 Consultants Retainer Stock Plan No. 3 (Exhibit
               4.1  to  Registration  Statement  on  Form  S-8  filed  with  the
               Commission on December 13, 2007).

10.12*         Stock Sale and Purchase  Agreement by and between the Company and
               Wuhan  Intepower Co.,  Ltd.,  executed on April 17, 2008 (Exhibit
               10.1 to the Company's  Current Report on Form 8-K, filed with the
               Commission on April 21, 2008)

10.13*         English  Translation  of the Approval of Wuhan Bureau of Commerce
               on Issues  Concerning  Mergers  &  Acquisitions  of Wuhan  Wufeng
               Machinery  Manufacturing  Co.,  Ltd.,  by Foreign  investors  and
               Establishing Enterprises with Foreign Investment (Exhibit 10.3 to
               the Company's  Quarterly Report on Form 10-Q for the Period Ended
               June 30, 2008, filed with the Commission on August 13, 2008).

14*            Code of Ethics (Exhibit 14 to the Company's Annual Report on Form
               10-KSB for the Fiscal Year Ended  December 31,  2007,  filed with
               the Commission on April 3, 2008).

31.1**         Certification under Section 302 of Sarbanes-Oxley Act of 2002.

32.1**         Certification under Section 906 of Sarbanes-Oxley Act of 2002.

----------
*  Exhibits incorporated herein by reference. File No. 0-32323.
** Filed herewith

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<PAGE>

                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                 INTERNATIONAL BUILDING TECHNOLOGIES GROUP, INC.


Date: November 13, 2009          /s/ Kenneth Yeung
                                 -----------------------------------------------
                                 Kenneth Yeung
                                 President, Chief Executive Officer and
                                 Chief Financial Officer (Principal
                                 Accounting, Executive and Financial Officer)

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