UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-QSB  x
        Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the quarterly period ended May 31, 2008  o
        Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the transition period from ______to ______  Commission file number:000-25591  **CHINA ELITE INFORMATION CO., LTD.**(Exact name of Registrant as Specified in its Charter)  BRITISH VIRGIN ISLANDS
    11-3462369(State or other jurisdiction of
      incorporation or organization)
    (IRS Employer
      Identification No.)  **c/o DeHeng Chen Chan, LLC, 225 Broadway, Suite 1910, NY, NY**
    **10007**(Address of Principal Executive Offices)
    (Zip Code)  **(212) 608-6500**(Registrants telephone number, including area code)   Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   YesxNo o  Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act).   YesxNo o  State the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date: As of July 11, 2008, there were 11,200,000shares of common stock outstanding.  Transitional Small Business Disclosure Format (Check one):Yes o   Nox   CHINA ELITE INFORMATION CO., LTD.

FORM 10-QSB

FOR THE THREE MONTHS ENDED MAY 31, 2008



INDEX






**PageNumber****PART I.   FINANCIAL INFORMATION**
    
    
    
    1Item 1. Financial Statements
    
    
    
    1Interim Balance Sheet
    
    
    
    1Interim Statements of Operations
    
    
    
    2Interim Statements of Cash Flows
    
    
    
    3Notes to Interim Financial Statements
    
    
    
    4Item 2. Management’s Discussion and Analysis or Plan of Operations
    
    
    
    5Item 3. Controls and Procedures
    
    
    
    7**PART II.   OTHER INFORMATION**
    
    
    
    7Item 1. Legal Proceedings
    
    
    
    7Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    
    7Item 3. Defaults Upon Senior Securities
    
    
    
    7Item 4. Submission of Matters to a Vote of Security Holders
    
    
    
    7Item 5. Other Information
    
    
    
    7Item 6. Exhibits
    
    
    
    7**SIGNATURES**
    
    
    
    9



PART I.
        FINANCIAL INFORMATION



Item 1.
        Financial Statements





CHINA ELITE INFORMATION CO., LTD.

(A Development Stage Company)

INTERIM BALANCE SHEET




**(Expressed in U.S. Dollars)**
    **May 31,
      2008
      (Unaudited)**
    
    **November 30,
      2007
      (Audited)****ASSETS**Current AssetsPrepayment
    $
    202
    
    $
    28Total current assets
    
    202
    
    
    28Total assets
    $
    202
    
    $
    28**LIABILITIES AND STOCKHOLDERS’ DEFICIENCY**Current LiabilitiesAccounts payable and accrued expenses
    $
    4,827
    
    $
    14,185Loans from shareholder
    
    431,065
    
    
    400,612Total current liabilities
    
    435,892
    
    
    414,797Commitments and ContingenciesStockholders’ DeficiencyPreferred stock: $0.01 par value; 10,000,000 shares authorized; issued
         and outstanding: none
    
    
    
    
    Common stock: $0.01 par value; 50,000,000 shares authorized; issued and
         outstanding: 11,200,000
    
    112,000
    
    
    112,000Additional paid in capital
    
    154,465
    
    
    154,465Deficit accumulated during the development stage
    
    (702,155
    )
    
    (681,234
    )Total stockholders’ deficiency
    
    (435,690
    )
    
    (414,769
    )Total liabilities and stockholders’ deficiency
    $
    202
    
    $
    28



See condensed notes to financial statements.



1



CHINA ELITE INFORMATION CO., LTD.

(A Development Stage Company)

INTERIM STATEMENTS OF OPERATIONS

(Unaudited)

For the three and six months ended May 31, 2008 and 2007, and

for the period from inception (December 19, 1997) to May 31, 2008



**Cumulative
      from****inception**
    
    **Six months ended
    May 31,**
    
    **Three months ended
    May 31,****(Expressed in U.S. Dollars)**
    
    
    
    **2008**
    
    **2007**
    
    **2008**
    
    **2007****Revenues**
    
    
    $
    
    
    $
    
    
    $
    
    
    $
    
    
    
    **General and administrative expenses**Salaries and benefits
    
    
    
    181,888
    
    
    
    
    
    
    
    
    
    
    
    General and administrative
    
    
    
    449,399
    
    
    20,921
    
    
    44,128
    
    
    11,804
    
    
    25,155Consulting fees - related party
    
    
    
    150,000
    
    
    
    
    
    
    
    
    
    
    
    Total general and administrative expenses
    
    
    
    781,287
    
    
    20,921
    
    
    44,128
    
    
    11,804
    
    
    25,155**Operating loss**
    
    
    
    (781,287
    )
    
    (20,921
    )
    
    (44,128
    )
    
    (11,804
    )
    
    (25,155
    )**Other income (expense)**Loss on disposal of property and equipment
    
    
    
    (1,473
    )
    
    
    
    
    
    
    
    
    
    
    Interest expense
    
    
    
    (53,956
    )
    
    
    
    
    
    
    
    
    
    
    Interest income
    
    
    
    134,561
    
    
    
    
    
    
    
    
    
    
    
    Total other income (expense)
    
    
    
    79,132
    
    
    
    
    
    
    
    
    
    
    
    **Net loss**
    
    
    $
    (702,155
    )
    $
    (20,921
    )
    $
    (44,128
    )
    $
    (11,804) $
    
    
    (25,155
    )**Basic and diluted net loss per share**
    
    
    
    
    
    $
    
    
    $
    
    
    $
    
    
    $
    **Weighted average shares outstanding**
    
    
    
    
    
    
    11,200,000
    
    
    11,200,000
    
    
    11,200,000
    
    
    11,200,000



See condensed notes to financial statements.



2



CHINA ELITE INFORMATION CO., LTD.

(A Development Stage Company)

INTERIM STATEMENTS OF CASH FLOWS

(Unaudited)

For the three and six months ended May 31, 2008 and 2007, and

for the period from inception (December 19, 1997) to May 31, 2008



**(Expressed in U.S. Dollars)**
    **Cumulative
      from****inception**
    
    **Six months ended
    May 31,****2008**
    
    **2007****Cash flows from operating activities****Net loss**
    
    
    $
    (702,155
    )
    $
    (20,921
    )
    $
    (44,128
    )**Adjustments to reconcile net loss to net cash flows used in         operating activities**Depreciation and organization costs
    
    
    
    11,492
    
    
    
    
    
    Loss on disposal of property and equipment
    
    
    
    1,473
    
    
    
    
    
    Common stock issued for services
    
    
    
    48,400
    
    
    
    
    
    (Increase) decrease in interest receivable
    
    
    
    (1,483
    )
    
    
    
    
    (Increase) decrease in prepayment
    
    
    
    (202
    )
    
    (174
    )
    
    (204
    )Increase (decrease) in accounts payable and accrued expenses
    
    
    
    4,827
    
    
    (9,358
    )
    
    (19,620
    )Net cash flows used in operating activities
    
    
    
    (637,648
    )
    
    (30,453
    )
    
    (63,952
    )**Cash flows from investing activities**Cash paid for note receivable
    
    
    
    (1,117,602
    )
    
    
    
    
    Cash received from note receivable
    
    
    
    1,117,602
    
    
    
    
    
    Cash paid for equipment
    
    
    
    (11,465
    )
    
    
    
    
    Net cash flows used in investing activities
    
    
    
    (11,465
    )
    
    
    
    
    **Cash flows from financing activities**Loans from shareholder
    
    
    
    445,462
    
    
    30,453
    
    
    63,952Proceeds from issuance of stock
    
    
    
    1,531,250
    
    
    
    
    
    Cash paid for stock redemption
    
    
    
    (150,000
    )
    
    
    
    
    Deferred offering costs against capital
    
    
    
    (25,927
    )
    
    
    
    
    Acquisition of treasury stock
    
    
    
    (1,151,672
    )
    
    
    
    
    Net cash flows provided by financing activities
    
    
    
    649,113
    
    
    30,453
    
    
    63,952Increase (decrease) in cash and cash equivalents
    
    
    
    
    
    
    
    
    
    Cash and cash equivalents, beginning of period
    
    
    
    
    
    
    
    
    
    Cash and cash equivalents, end of period
    
    
    $
    
    
    $
    
    
    $
    **Cash paid for interest and income taxes**
    
    
    $
    
    
    $
    
    
    $
    **Supplemental noncash investing and financing activities:**Common stock issued for services
    
    
    $
    48,400
    
    $
    
    
    $
    Loans payable converted to additional paid in capital
    
    
    $
    14,397
    
    $
    
    
    $
    



See condensed notes to financial statements.



3



CHINA ELITE INFORMATION CO., LTD.

(A Development Stage Company)

NOTES TO INTERIM FINANCIAL STATEMENTS





NOTE 1  BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES



The accompanying unaudited financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America. However, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted or condensed pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation have been included. The results for interim periods are not necessarily indicative of results for the entire year. These condensed financial statements and accompanying notes should be read in conjunction with the Companys annual financial statements and the notes thereto for the fiscal year ended November 30, 2007 included in its Annual Report on Form 10-KSB.



Loss Per Share



Basic earnings or (loss) per share (EPS) is computed as net loss divided by the weighted average number of shares outstanding during the period in accordance with Statement of Financial Accounting Standards (SFAS) No. 128, Earnings Per Share. Diluted EPS includes the effect from potential dilutive securities and is equal to basic loss per share for all periods presented because there are no potential dilutive securities. All per share and per share information is adjusted retroactively to reflect stock splits and changes in par value.



NOTE 2  GOING CONCERN



The accompanying unaudited financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America, which contemplates continuation of the Company as a going concern.  However, the Company has limited operations and has sustained substantial operating losses in recent years resulting in a substantial accumulated deficit. The Companys cash requirements for working capital have been satisfied through loans from its majority shareholder and the Company expects to obtain additional capital through shareholder loans and/or a debt or equity financing to continue its operations.  There is no assurance the Company will be successful in raising the needed additional capital or that such additional funds will be available for the Company on acceptable terms, if at all.  The Companys President has orally agreed to fund its operations for the next
twelve months, based on the Companys current level of expenditures, as necessary.  However, the Companys need for capital may change dramatically if it acquires a suitable business opportunity during that period. In view of these matters, the continued existence of the Company is dependent upon its ability to meet its financing requirements on a continuing basis and to succeed in its future operations.



Managements plans are to identify and pursue profitable business opportunities through mergers and acquisitions, so as to diversify the business risks and maximize the returns to stockholders. Although the Company does not plan to limit its options to any particular industry, the Company will initially target the telecom industry in the Peoples Republic of China (PRC), including the Hong Kong market.



4



To meet these objectives, the Company plans to seek potential merger candidates and expects to raise additional capital, through private equity and/or debt investment in order to support existing operations and expand the range and scope of its business.  There is no assurance that such additional funds will be available for the Company on acceptable terms, if at all.  Management believes that actions presently taken to revise the Companys operating and financial requirements provide the opportunity for the Company to continue as a going concern.  The Companys ability to achieve these objectives cannot be determined at this time.  If the Company is unsuccessful in its endeavors, it may have to cease operations.



NOTE 3  RELATED PARTY TRANSACTIONS



Amount due to a stockholder of $431,065 at May 31, 2008 represents a series of advances from the majority stockholder to fund working capital requirements.  There is no note and the amounts are unsecured, interest-free, and repayable on demand.  The Companys President has orally agreed to fund the Companys operations for at least the next twelve months.




Item 2.
        Managements Discussion and Analysis or Plan of Operations



PRELIMINARY NOTE REGARDING FORWARD-LOOKING STATEMENTS



The statements contained in this Form 10-QSB that are not purely historical are forward-looking statements.  These include statements about the Companys expectations, beliefs, intentions or strategies for the future, which are indicated by words or phrases such as anticipate, expect, intend, plan, will, the Company believes, management believes and similar words or phrases.  The forward-looking statements are based on the Companys current expectations and are subject to certain risks, uncertainties and assumptions.  The Companys actual results could differ materially from results anticipated in these forward-looking statements.  All forward-looking statements included in this document are based on information available to the Company on the date hereof, and the Company assumes no obligation to update any
such forward-looking statements.  Readers are also urged to carefully review and consider the various disclosures made by the Company that are to advise interested parties of the factors which affect the Companys business, in this report, as well as the Companys periodic reports on Forms 10-KSB, 10-QSB and 8-K filed with the Securities and Exchange Commission.



These risks and uncertainties, many of which are beyond our control, include (i) the sufficiency of existing capital resources and the Companys ability to raise additional capital to fund cash requirements for future operations; (ii) uncertainties involved in the acquisition of an operating business in targeted industry and/or a targeted geographic region; (iii) the Companys ability to achieve sufficient revenues through an operating business to fund and maintain operations; (iv) volatility of the stock market; and (v) general economic conditions.  Although the Company believes the expectations reflected in these forward-looking statements are reasonable, such expectations may prove to be incorrect.  Investors should be aware that they could lose all or substantially all of their investment.



Critical Accounting Policies



Based on the Companys current level of limited operations and development stage status, the Company does not believe it has any critical accounting policies and/or estimates at this time.



5



Managements Plan of Operation



The Companys plan of operation for the next twelve months is to identify and acquire a favorable business opportunity. The Company does not plan to limit its options to any particular industry, but will evaluate each opportunity on its merits.



The Company has not yet entered into any agreement, nor does it have any commitment to enter into or become engaged in any transaction as of the date of this filing.



The management of the Company endeavors to identify and pursue profitable business opportunities through mergers and acquisitions, so as to diversify the business risks and maximize the returns to stockholders.  Although the Company does not plan to limit its options to any particular industry, the Company will initially target the telecom industry in the Peoples Republic of China (PRC), including the Hong Kong market.



The management believes that, through the prospective mergers and acquisitions in the PRC, the Company could accelerate its developing pace and benefit from the vast opportunities brought by the continual growth in the PRC economy.



The Company has no current plans to (i) purchase or sell any plant or equipment, (ii) change the number of employees, or (iii) incur any significant research and development expenses.  The Companys plans may change if it is able to identify and acquire a suitable business acquisiton.



Capital Resources and Liquidity



The Company does not currently have any cash or have any other significant assets. However, the Company believes that, based on an oral commitment from its President and majority shareholder to fund the Companys operating activities at its current level of expenditures, it has sufficient resources to meet the anticipated needs of its operations, such as maintaining its required continuous disclosure and reporting requirements with the Securities and Exchange Commission, for the next twelve months, though there can be no assurances to that effect. The Company had no revenues for the three and six months ended May 31, 2008 and its need for capital may change dramatically if it acquires a suitable business opportunity during the next twelve months. Therefore, the Company plans to rely on shareholder loans and the raising of debt or equity capital to continue its operations. There is no assurance the
Company will be successful in raising the needed capital.



We have incurred net losses since inception, expect to incur losses in the future associated with the costs of operating as a public company, and may never achieve revenues or profitability unless we complete a successful merger. We are a development stage company and have never recognized any revenue from the sale of products or any other source. Our operating losses have had, and will continue to have, an adverse impact on our working capital, total assets and stockholders equity. We do not know when or if we will ever generate revenue or become profitable because of the significant uncertainties with respect to our ability to acquire a suitable business opportunity.



Off-Balance Sheet Arrangements



The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Companys financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.



6



Item 3.Controls and Procedures



Evaluation of Disclosure Controls and Procedures



The Companys Chief Executive Officer and Chief Financial Officer (the Certifying Officer) evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, the Certifying Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is (a) accumulated and communicated to our management, including our Certifying Officer, as appropriate to allow timely decisions regarding required disclosure; and (b) recorded, processed, summarized and reported, within the time specified in the SECs rules and forms. Since that evaluation process was completed, there have been no significant changes in our disclosure controls or in other factors that could significantly affect these controls.



Changes in Internal Controls over Financial Reporting



There were no changes in our internal controls over financial reporting identified in connection with this evaluation that occurred during the period covered by this report that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.




PART II.
        OTHER INFORMATION





Item 1.
        Legal Proceedings




None.





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




None.




Item 3.
        Defaults Upon Senior Securities




None.




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




None.




Item 5.
        Other Information




None.




Item 6.
        Exhibits




(a)
        Exhibits:




Exhibit 31 - Certification of President, Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.



7



Exhibit 32 - Certification of President, Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



8



SIGNATURES



Pursuant to the requirements of Sections 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.




CHINA ELITE INFORMATION CO., LTD.






Date:  July 11, 2008
        By
        /s/ Li Kin Shing







Li Kin Shing



President and Chief Executive Officer





9