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

                                   FORM 10-KSB

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

     For the Fiscal Year Ended December 31, 1999

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

     Commission File No. 33-55254-11

                       FORLINK SOFTWARE CORPORATION, INC.
                 (Name of Small Business Issuer in its Charter)

            Nevada                            87-0438458
     ---------------------------           -------------------
    (State or other jurisdiction           (I.R.S. Employer
    of incorporation or                    Identification No.)
    organization)

 94 Rue de Lausanne, CH1202 Geneva, Switzerland              N/A
(Address of principal executive offices)                 (Zip Code)

Issuer's Telephone number:   41-22-9000000
                             -------------
Securities registered pursuant to Section 12(b) of the Act:

Title of each class  Name of each  exchange  on which  registered  Common  Stock
NASDAQ

Securities registered pursuant to Section 12(b) of the Act:   None

Securities registered pursuant to Section 12(g) of the Act:   None

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation S-K (ss.229.405 of this chapter) is not contained herein, and will
not be contained,  to the best of registrant=s knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
of any amendment to this Form 10-KSB. [ ]

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.

         Class                               Outstanding as of December 31, 1999
CLASS A COMMON STOCK                                  25,000,000

State the issuers revenue for its most fiscal year:$67,238


<PAGE>

                                     PART I

--------------------------------------------------------------------------------
                        ITEM 1. DESCRIPTION OF BUSINESS
--------------------------------------------------------------------------------

(a)      Business Development

         FORLINK SOFTWARE  CORPORATION,  INC. (Formerly Light Energy Management,
Inc. and  formerly Why Not?,  Inc.) (the  "Company" or the  "Registrant"  ) is a
Nevada  corporation  which was originally  incorporated on January 7, 1986 under
the laws of the State of Utah under the name of Why Not?, Inc. and  subsequently
reorganized  under  the laws of Nevada  on  December  30,  1993.  The  Company's
reorganization  plan was  formulated  for the purpose of  changing  the state of
domicile and provided  that the Company form a new  corporation  in Nevada which
acquired all of the contractual obligations,  shareholder rights and identity of
the Utah corporation,  and then the Utah corporation was dissolved.  The Company
is in the developmental stage, and its operations to date have been limited.

         In May of 1998, the Company  entered into an agreement  under the terms
of which it intended to merge with  Teknocapital  Finance Ltd.  Pursuant to that
merger  agreement,  the shareholders of Teknocapital  would exchange 100% of the
issued and  outstanding  shares of  Teknocapital  for 4,000,000 of the Company's
common stock. Pursuant to that agreement, the existing Board of Directors of Why
Not?,  Inc.  resigned.  New members were  appointed to fill their  vacancies and
Teknocapital management assumed responsibility for the Company's affairs.

         Thereafter,  the merger agreement with  Teknocapital was  substantially
modified.  Specifically,  the  consideration  given  for  the  issuance  of  the
4,000,000  shares of the  Company's  common  stock was changed  from 100% of the
issued and  outstanding  shares of  Teknocapital  to the execution of promissory
notes  totaling  $275,000  payable  to the  Company  by  Harrop  & Co.  With the
execution of these promissory  notes, the merger with Teknocapital was abandoned
and the Company  continued its activities as an unfunded  venture in search of a
suitable business  acquisition or business  combination.  In November,  1998 the
Company's name was changed to Light Energy  Management,  Inc. in anticipation of
merging  with  another  company.  The merger did not occur,  but the Company was
unable to register the old name of Why Not?, Inc.

         On November 3, 1999, the Company entered into a Plan of  Reorganization
with Beijing  Shijiyonglian  Ruanjian  Jishu  Youxian  Gongsi  (Beijing  Forlink
Software  Technology Co. Ltd,  (hereinafter  "BFSTC"),  under the terms of which
BFSTC gained control of the Company.

         Pursuant to the Plan of  Reorganization,  the Company  acquired 100% of
the issued and outstanding  shares of BFSTC in exchange for 20,000,000 shares of
the Company's  authorized,  but unissued,  common stock. BFSTC is engaged in the
Internet e-commerce and Internet software development business, and the Internet
vertical portal  business.  The business of BFSTC has become the business of the
Company.

(b)      Business of the Issuer

         The  Company's  business now is focused in two areas:  (1) Building and
operating an Internet  destination  site and E-commerce site, and (2) Developing
Internet tools to help other businesses to enter E-commerce business. All of the
Company's business is conducted in the People's Republic of China.

Internet Destination Site

         An Internet destination site is different from  general-purpose  portal
site. A general-purpose  portal site provides  directories and search engines to
help users to find  information  on line.  Most of the portal sites also provide
news and other services.  A destination site,  however, is focused on one sector
or even one product. After analyzing China's Internet market and the development
stage it was in,  considering the fact that several large general purpose portal
sites were already in place, BFSTC chose to set up a software  destination site,
Softhouse  (www.softhose.com.cn),  as its first  destination  site.  The Company
plans to develop more  destination  sites later. It has chosen to start with the
software sector because:  (1) China's  software  development was one step behind
other  developed  countries;  (2)  most  of  the  Chinese  Internet  users  were
interested in gaining access to new software;  (3) none of the existing software
sites in China were  advanced  enough to meet users  demand;  and,  (4)  BFSTC's
software engineers had been in the software business for many years and know the
software market well.

                                        2

<PAGE>

Softhouse

         Softhouse hosts software  information,  online  software sales,  online
software  auctions,  free software  downloading and software  forums.  Softhouse
sells over 10,000  domestic  software  titles,  and  provides  detailed  product
introduction and links to software vendors.

Software Information

         At Softhouse, users can get timely software information from around the
world,  such as sector news,  software  company news, new product  introduction,
upcoming  product  introduction,  etc.  Users can  easily  search  for  specific
software information, price, and customer comments and suggestions.

Online Software Sales and Auction

         Softhouse  sells software in two ways:  online  supermarket  and online
auction.  Since BFSTC will sell to the end users directly online,  no storefront
rental will be paid and inventory is kept low. In fact,  some orders are shipped
to customers by the software vendors directly.  Management expect that such cost
savings will make the Company's  prices  competitive.  Online sales remove space
and time  restrictions  so that the Company can sell to  customers  worldwide 24
hours a day, 7 days a week.  There are over 10,000  software  titles  available,
which include almost all titles  available in China.  Customers can quickly find
the software title they are looking for via category search or multiple  keyword
rapid search.  The Company believes that these advantages over traditional sales
channels make Softhouse attractive to consumers.

         Online auction is another sales model that brings customers and vendors
closer to each other. There are new titles on auction every day, with a starting
bid of 1 Yuan.  The auction not only attracts  customer  participation,  it also
provides  vendors with reference on how their  software  should be priced in the
future.

Free Software Downloading

         Free  software  attracts  a lot of users to  Softhouse.  There are many
organizations and individuals providing free software  downloading.  The Company
tries to collect as many titles as possible.  There are over 8000 titles of free
software  available on Softhouse right now and the number is increasing at about
100 titles per day. The Company  provides  category search and multiple  keyword
rapid search to help users find the software  title they are looking for quickly
and conveniently.

Software Forum

         Software  Forum  is  site  maintained  by  the  Company  for  users  to
communicate with each other, publish suggestions, tips and information, look for
help and help others.  Forums are  categorized  according to software  category.
Users  can also  open up new  forums  according  to  their  own  interests.  The
Company's goal is to build Software Forum as a virtual community to attract more
users. More visitors to the Company's site will bring more value to the site.

Software Publishing

         Traditional   methods  of  software  publishing  are  costly  and  time
consuming.  Publishing  new products on the Internet is much faster and cheaper.
The Company hopes that Softhouse will become China's online software  publishing
platform,  where  vendors will be able to quickly  present their new products to
larger numbers of software users with very little advertising cost.

         The Company's  strategy for Softhouse is to provide top quality service
and attract  large number of visitors so revenue can be  generated  through both
online sales and online advertising.

Internet Tools

         BFSTC has developed its own Internet tool product line: a carrier scale
electronic messaging system For-mail and an enterprise  E-commerce system For E-
Business.  Both  products  have  been  successfully  implemented  by  customers.
For-Mail  has been  deployed  to provide  free  e-mail  service on one of a high
profile portal sites in China, www.tonghua.com.cn. Users have praised the system
as fast, stable, and easy to use.  For-Business has been successfully running on
the site owned by one of the largest Chinese computer company,  Legend,  and one
Japanese giant, Toshiba: www.ltclub.legend.com.cn.

                                        3

<PAGE>

For-Mail V3.0

         For-Mail is a large scale  messaging  system,  designed for ISPs,  free
e-mail  service  providers and other  companies  which need a scalable,  stable,
administrable  e-mail system.  It runs on UNIX or LINUX platforms.  Unlike other
email  systems,  such as  sendmail,  For-Mail  e-mail has a WEB MAIL  subsystem.
E-mail users can complete their e-mail operation on their browser.

For-Business

         For-Business is a complete E-commerce system that runs on UNIX or LINUX
platforms.  It is clean and requires  little data  transfer.  It is also secure,
stable and  scalable.  It has a friendly  user  interface  and  supports  remote
maintenance. For-Business has the follow subsystems:

      Product registry;
      Product search;
      Online shopping;
      Order sheet inquiring online;  Administration system;  Supplier inquiring;
      Dealer support  system;  Product  release  system;  Post-sale  service and
      support.

Market Environment:  The Number of Internet Users in China

         The size of the  Company's  market  depends  on the  number of users in
China.  According to the China Internet Network  Information  Center statistics,
the number of Internet  users in China was 670,000 in December  1997. The number
reached  2,100,000  by the end of 1998.  In June  1999,  that  number  surged to
4,000,000.  Although this number is still relatively  small, it is increasing at
the rate of 200% per year,  though there  obviously is no assurance that it will
continue to increase at that rate in the future. It is estimated that by the end
of the year 2000, the number of Internet users in China will reach 15,000,000.

Online Payment

         The success of online  software sales also depends on the  availability
of secure,  convenient,  online payment services. Chinese banks are implementing
online  payment  systems.   China  Merchant  Bank,  Bank  of  China,  and  China
Construction Bank have started providing Internet online payment services. It is
the Company's  understanding  that by early 2000, an authorizing  center, led by
the Bank of China,  with the  participation  of 11 major Chinese banks,  will be
online.

Delivery

         Presently there are several ways for delivering an order to a customer.

   1)   Postal  service.  It is cheap (usually 10 Yuan for delivering a software
        CD or diskette), but it is slow (usually takes 3 to 10 days).

   2)   EMS and other express delivery. It is fast (usually 1 to 4 days), but it
        is more expensive (usually 30 Yuan).

   3)   Delivery  provided  by the  Company.  Within  the  Beijing  city  limit,
        software can be delivered to the customer the same day for free. As more
        warehouses are established in other cities, it is expected that the same
        service will be available in other cities, too.  Currently,  the Company
        has no such warehouses.

Competitive Analysis

Competition to Softhouse (www.software.com.cn)

         As a software E-commerce site, Softhouse's main competitor is Lian Bang
Software  Co.  Lian Bang is one of China's  largest  software  sales  chain.  It
understands the software market well and has good software sales experience.  It
also has well established  relations with software vendors.  However, its online
sales  competes with its own software  retail chain.  And the Company  perceives
that Lian Bang lacks Internet  technical  personnel  which limits its ability to
further develop on the Internet.

         Lian Bang's 8848.net is an E-commerce site. It not only sells software,
it also sells hardware,  books and even food. On the other hand,  Softhouse is a
software  destination  site.  It focuses on the  software  business and tries to
establish a software  online  community.  The  Company's  theme and direction is
different from that of Lian Bang.

                                        4

<PAGE>
         Major Chinese portal sites such as Sohu,  Sina.com and  Netease.com may
compete with  Softhouse for  advertising  clients.  But since  Softhouse will be
mainly targeting a specific group of advertising clients,  namely clients in the
software sector, the Company hopes to limit competition from these portal sites.

Competition in the Internet Tool Market

         There are two Chinese  companies that have the products  similar to the
Company's  Carrier  Scale  Electronic  Messaging  (E-mail)  System:  Netease and
Asiainfo.

         Netease is the first  company in China to develope a large scale e-mail
server  system and  currently  has the largest  market  share in China.  But the
Company perceives that Netease's e-mail server has problems in its system design
that make it hard for that  system  to  handle  more  than  300,000  users.  The
Company's  For-Mail  system can easily  handle  over one  million  users.  Also,
Netease has started to provide  free e-mail  service and may no longer put a lot
of effort into the e-mail system development.

         Asiainfo's e-mail server is based on a very expensive  hardware system,
while For-Mail can run on a wide range of machines,  from PC servers to high end
servers.

         The  main  competitor  in the US  market  would  be  software.com.  The
Company's  For-Mail is comparable to  software.com's  products,  yet  management
believes  For-  Mail's  price  can be set at less  than  half of  software.com's
prices.

E-commerce system

         Right  now there is no well  known  E-commerce  system  in the  Chinese
market. There are many E-commerce solution providers in the US and international
markets.  Those easy to use,  wizard-driven  catalog builders for small business
sell for as low as $399. The more  sophisticated ones (those that are comparable
to For- Business in features),  designed for the large  enterprise  and for more
serious  e-  commerce  applications,  sell  for  more  than  $3,000  for  single
storefront license and over $6,000 for multiple storefront license.  Again, with
the  Company's low labor cost,  For-Business  can be marketed at a price that is
much lower than the price of comparable products.

(2)      Status of Publicly Announced New Products or Services

         On November 24, 1999, the Company filed a Form 8-K which  described the
Bejing Forlink/Light  Energy transaction.  The terms of the reorganization which
took  place as a result  of this  transaction  were  outlined  in that  Form 8-K
filing, the narrative of which is incorporated herein by this reference.

(3)      Effect of Governmental Approval and Regulation

         The  company is subject to various  laws and  governmental  regulations
applicable to business generally.  The Company believes it is in compliance with
such laws and that such laws do not have a material impact on its operations.

(4)     Cost of Environmental Regulation

         The Company  anticipates that it will have no material costs associated
with compliance with either federal, state or local environmental law.

(5)     Employees

         The Company currently has approximately 32 full time employees.

--------------------------------------------------------------------------------
                        ITEM 2. DESCRIPTION OF PROPERTY
--------------------------------------------------------------------------------


         (1) Principal  Plants and Property and  Description  of Real Estate and
Operating Data.

         The Company currently rents its facilities in Beijing, China.  Its
facilities are located at Baihua Kejiyuan B3, Baishiqiao Road No. 15, Haidian
District, Beijing, China.  The Company has a one-year lease on this facility
running from December 8, 1999 to December 7, 2000.

         (2) Investment Policies

         The Company has no particular  policy  regarding  each of the following
types of investments:

                                        5

<PAGE>

       (1)    Investments in real estate or interests in real estate;

       (2)    Investments in real estate mortgages; or,

       (3)    Securities of or interests in entities  primarily  engaged in real
              estate activities.

--------------------------------------------------------------------------------
                           ITEM 3. LEGAL PROCEEDINGS
--------------------------------------------------------------------------------

         There are no pending legal proceedings involving the Company.

--------------------------------------------------------------------------------
           ITEM 4. SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS
--------------------------------------------------------------------------------

         The Company did not submit any matter to a vote of the  shareholders in
1999. All action taken by  shareholders in 1999 was taken via written consent of
a majority of shareholders as provided for under the laws of the State of Utah.

                                     PART II

--------------------------------------------------------------------------------
        ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
--------------------------------------------------------------------------------

         The Common  Stock of the Company is  currently  trading on the Over The
Counter  Bulletin  Board  system under the symbol  "FRLK".  Prior to November of
1999, the Company traded under the symbol "YNOT".

         The following table sets forth the range of high and low bid prices for
the Company's  Common Stock for each quarterly  period  indicated as reported by
the NASDAQ's Historical  Research  Department.  Quotations reflect  inter-dealer
prices  without retail  markup,  markdown or  commissions  and may not represent
actual trades.

                                                        Common Stock



         Quarter Ended                      High Bid                   Low Bid
         -------------                      --------                   -------
         March 31, 2000                     $23.50                      $7.25
         December 31, 1999                  $8.125                      $0.0313
         September 30, 1999                 $0.1                        $0.02
         June 30, 1999                      $0.09                       $0.05
         March 31, 1999                     $2.00                       $0.035
         December 31, 1998                  $0.7                        $0.875
         September 30, 1998                 $0.19                       $0.22
         June 30, 1998                      $0.625                      $0.875

         Holders

         On March 31, 2000 there were 25,000,000  shares of the Company's common
stock outstanding.

Dividends

         The Company has never paid cash  dividends on its Common Stock and does
not intend to do so in the foreseeable  future. The Company currently intends to
retain its earnings for the operation and expansion of its business.

--------------------------------------------------------------------------------
             ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
                                    OPERATION
--------------------------------------------------------------------------------

         Statements  contained herein that are not historical facts are forward-
looking statements as that term is defined by the Private Securities  Litigation

                                        6

<PAGE>

Reform  Act of  1995.  Although  the  Company  believes  that  the  expectations
reflected in such forward-looking statements are reasonable, the forward-looking
statements  are  subject  to risks and  uncertainties  that could  cause  actual
results to differ from those projected.  The Company cautions investors that any
forward-looking  statements  made by the  Company are not  guarantees  of future
performance  and that  actual  results may differ  materially  from those in the
forward-looking  statements.  Such  risks  and  uncertainties  include,  without
limitation:   well  established   competitors  who  have  substantially  greater
financial  resources  and  longer  operating  histories,  regulatory  delays  or
denials,  ability  to compete  as a  start-up  company  in a highly  competitive
market, and access to sources of capital.

Plan of Operation

         During the year 2000 the Company  intends to expand its operations as a
computer software provider. Management plans to establish the Company's internet
infrastructure,  including  the  acquisition  and  installation  of  appropriate
computer  equipment,  as well  establish  a  program  for the  promotion  of the
Company's  services.  Mangement has  established a budget of $2,500,000  for its
operations in 2000.

         Management  anticipates  that  the  acquisitions  and  installation  of
equipment and  establishment of a promotion  program will be paid for from funds
the Company  will  receive  from  planned  business  combinations  or  financing
arrangements  the Company already has made. The Company  presently is attempting
to raise $2,000,000 from the sale of Company's stock.  Additional  capital needs
will be met either through  additional  sales of the Company's  stock or through
generated  revenues  from the  Company's  operations.  It is  possible  that the
Company  will be  unable to sell such  stock  and that it may not  receive  such
funds,  in which case the  Company's  plans to install its computer  systems and
promote its  business  will be  postponed  and may not occur  unless  substitute
funding can be obtained.  The Company's  current cash on hand is insufficient to
meet the Company's capital needs for the next 12 months.

         In  the  event  the  Company  does  not  obtain  the  planned  funding,
management  intend to pursue business  combinations  with other companies within
the computer industry in China.  Management believes that such combinations will
allow the Company to continue its operations until adequate funding is available
for the Company's independent operations.  Of course, the ability of the Company
to enter into such  combinations  is  contingent  upon  management's  ability to
locate a suitable business partner and negotiate an acceptable arrangement for a
business combination.

--------------------------------------------------------------------------------
                          ITEM 7. FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
                                       7

<PAGE>


                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

               Report of Independent Certified Public Accountants
                      and Consolidated Financial Statements
                           December 31, 1999 and 1998


<PAGE>



<TABLE>
                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

                   Index To Consolidated Financial Statements
<CAPTION>
                                                                                                    Pages
                                                                                                    -----

<S>                                                                                                   <C>
Report of Independent Certified Public Accountants                                                    1

Consolidated Balance Sheets                                                                           2

Consolidated Statements of Operations                                                                 3

Consolidated Statements of Stockholders' Equity                                                       4

Consolidated Statements of Cash Flows                                                                 5

Notes to Consolidated Financial Statements                                                          6 - 10
</TABLE>


<PAGE>



               Report of Independent Certified Public Accountants

To the Board of Directors of
Forlink Software Corporation, Inc.
(Formerly known as Why Not?, Inc.)


We have audited the accompanying consolidated balance sheets of Forlink Software
Corporation, Inc. as of December 31, 1999 and 1998, and the related consolidated
statements of operations, stockholders' equity and cash flows for the year ended
December 31, 1999 and the period from inception  (November 11, 1998) to December
31, 1998. These consolidated  financial statements are the responsibility of the
Company's  management.  Our  responsibility  is to  express  an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing standards
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain reasonable  assurance about whether the consolidated
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial  statements.  An audit also  includes  assessing  the  accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating the overall  financial  statement  presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material respects, the consolidated financial position of Forlink
Software  Corporation,  Inc. as of December 31, 1999 and 1998 and the results of
its consolidated  operations and cash flows for the year ended December 31, 1999
and the period from  inception  (November  11, 1998) to December  31,  1998,  in
conformity with generally accepted accounting principles in the United States of
America.

/s/BDO International
--------------------
BDO International
Certified Public Accountants

Hong Kong,
February 21, 2000

                                      -1-


<PAGE>

<TABLE>
                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

                           Consolidated Balance Sheets

(Expressed in US Dollars)
<CAPTION>
                                                             December 31,  December 31,
                                                               1999           1998
                                                            ------------  ------------
ASSETS

<S>                                                          <C>           <C>
Current assets

  Cash and cash equivalents                                  $ 856,233     $  88,964
  Accounts receivable                                            1,690          --
  Other receivables, deposits and prepayments                   17,044            28
  Inventories (Note 4)                                          34,286          --
                                                             ---------     ---------

  Total current assets                                         909,253        88,992

Plant and equipment, net (Note 5)                               43,792        30,082
                                                             ---------     ---------

Total assets                                                 $ 953,045     $ 119,074
                                                             =========     =========
LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities

  Amounts due to stockholders (Note 6)                       $ 120,773     $    --
  Other payables and accrued expenses (Note 7)                 560,476         4,720
  Other taxes payable (Note 8)                                   1,100            28
                                                             ---------     ---------

  Total current liabilities                                    682,349         4,748
                                                             ---------     ---------

Commitments and contingencies (Note 9)

Stockholders' equity
  Common stock, par value $0.001 per share;
    100,000,000 shares authorized; 25,000,000 and
    20,000,000 shares issued and outstanding, respectively      25,000        20,000
  Additional paid-in capital                                   250,630       100,773
  Accumulated losses                                            (4,934)       (6,447)
                                                             ---------     ---------

  Total stockholders' equity                                   270,696       114,326
                                                             ---------     ---------

Total liabilities and stockholders' equity                   $ 953,045     $ 119,074
                                                             =========     =========
</TABLE>

          See accompanying notes to consolidated financial statements.

                                       -2-
<PAGE>



                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

                      Consolidated Statements of Operations

(Expressed in US Dollars)

                                                                    Period from
                                                                     inception
                                                     Year ended    (November 11,
                                                    December 31,       1998) to
                                                        1999        December 31,
                                                                       1998
                                                   ------------    ------------

Net sales                                          $     67,238    $       --

Cost of sales                                           (17,200)           --
                                                   ------------    ------------

Gross profit                                             50,038            --

Selling expenses                                         (8,992)           --

General and administrative expenses                     (40,975)         (6,447)
                                                   ------------    ------------

Operating income/(loss)                                      71          (6,447)

Other income, including interest of $1,432                1,442            --
                                                   ------------    ------------

Income/(loss) before income tax                           1,513          (6,447)

Provision for income tax (Note 10)                         --              --
                                                   ------------    ------------

Net income/(loss)                                  $      1,513    $     (6,447)
                                                   ============    ============

Earnings/(loss) per share - basic and diluted      $       --      $       --
                                                   ============    ============

Weighted average common shares

  outstanding - basic and diluted                    20,833,000      20,000,000
                                                   ============    ============

          See accompanying notes to consolidated financial statements.

                                      -3-

<PAGE>



                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

          Consolidated Statements of Stockholders' Equity (Deficiency)

(Expressed in US Dollars)



<TABLE>
<CAPTION>
                                  Common Stock

                         --------------------------
                          Number                     Additional                                       Total
                            of                        Paid-in      Subscription    Accumulated     Stockholders'
                          Shares        Amount        Capital      Receivable        Losses           Equity
                         ----------    ----------    -----------   ------------    ------------    -------------
Balance,
<S>                       <C>           <C>           <C>             <C>             <C>          <C>
  November 11, 1998          -         $    -        $   -         $     -         $    -          $     -

Issuance of common
  stock to BFST

  stockholders           20,000,000       20,000        100,773         -               -               120,773

Net loss                     -             -             -              -               (6,447)          (6,447)
                         ----------    ----------    -----------   ------------    ------------    -------------

Balance,
  December 31, 1998      20,000,000       20,000        100,773         -               (6,447)         114,326

Return of capital to
  BFST stockholders          -             -           (120,773)        -               -              (120,773)

Issuance of common
  stock in connection
  with reverse
  acquisition   (Note     5,000,000        5,000        270,630       (275,000)         -                   630
1)

Payment of
  subscription

  receivable (Note 3)        -             -             -             275,000          -               275,000

Net income                   -             -             -              -                1,513            1,513
                         ----------    ----------    -----------   ------------    ------------    -------------

Balance,
  December 31, 1999      25,000,000    $  25,000     $  250,630    $    -          $    (4,934)    $    270,696
                         ==========    ==========    ===========   ============    ============    =============
</TABLE>

          See accompanying notes to consolidated financial statements.

                                      -4-

<PAGE>



                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

                      Consolidated Statements of Cash Flows

                Increase/(Decrease) in Cash and Cash Equivalents

(Expressed in US Dollars)
                                                                   Period from
                                                                     inception
                                                      Year ended   (November 11,
                                                      December 31,     1998) to
                                                         1999       December 31,
                                                                       1998
                                                       ---------    ---------
Cash flows from operating activities
  Net income/(loss)                                    $   1,513    $  (6,447)
     Adjustments to reconcile net income
      to net cash provided by operating activities
    Depreciation of plant and equipment                    4,773         --
    Changes in:
      Accounts receivable                                 (1,690)        --
      Other receivables, deposits and prepayments        (17,016)         (28)
      Inventories                                        (34,286)        --
      Other payables and accrued expenses                 55,756        4,720
      Other taxes payable                                  1,072           28
                                                       ---------    ---------
Net cash provided by/(used in) operating activities       10,122       (1,727)
                                                       ---------    ---------

Cash flows from investing activities
  Acquisition of plant and equipment                     (18,483)     (30,082)
  Acquisition of a subsidiary                               --        120,773
                                                       ---------    ---------
Net cash provided by/(used in) investing activities      (18,483)      90,691
                                                       ---------    ---------

Cash flows from financing activities
  Payment of common stock subscription receivable        275,000         --
  Monies received from a potential investor              500,000         --
  Capital contribution by a stockholder                      630         --
                                                       ---------    ---------
Net cash provided by financing activities                775,630         --
                                                       ---------    ---------
Net increase in cash and cash equivalents                767,269       88,964

Cash and cash equivalents at beginning of year            88,964         --
                                                       ---------    ---------
Cash and cash equivalents at end of year               $ 856,233    $  88,964
                                                       =========    =========

          See accompanying notes to consolidated financial statements.

                                      -5-

<PAGE>



                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

                   Notes To Consolidated Financial Statements

(Expressed in US Dollars)


Note 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Beijing Forlink  Software  Technology Co., Ltd.  ("BFST") was established in the
People's  Republic  of China  (the  "PRC")  on  November  11,  1998 as a limited
liability  company.  It commenced  operations  in May 1999 and is engaged in the
provision of E-commerce and internet  information  services and the  development
and sales of internet software in the PRC.

On  November  3, 1999,  100% of the common  stock of BFST was  acquired by Light
Energy  Management,  Inc.  ("LEM"),  in exchange for 20,000,000  shares of LEM's
$0.001 par value  common  stock,  plus a cash  consideration  of Renminbi  (RMB)
1,000,000.  For accounting  purposes,  the  acquisition  has been treated as the
acquisition of LEM by BFST with BFST as the acquirer (reverse acquisition).  The
historical financial statements prior to November 3, 1999 are those of BFST. All
shares and per share data prior to the acquisition have been restated to reflect
the stock issuance as a recapitalization of BFST.

LEM was initially  incorporated  in the State of Utah on January 7, 1986,  under
the name of Why Not?,  Inc.  ("Why  Not").  On December  30,  1993,  Why Not was
dissolved as a Utah corporation and re-incorporated as a Nevada corporation.  In
December  1998,  Why Not changed its name to Light  Energy  Management,  Inc. On
December 6, 1999, LEM changed its name to Forlink Software Corporation, Inc.

NOTE 2 - SUMMARY OF IMPORTANT ACCOUNTING POLICIES

Basis of Accounting and Principles of Consolidation

The consolidated  financial statements are prepared in accordance with generally
accepted  accounting  principles in the United States of America and present the
financial  statements of the Company and its wholly owned subsidiary,  BFST. All
material intercompany transactions have been eliminated.

Foreign Currency Translation and Transactions

The  functional  currency  of the Company is US$ and the  financial  records are
maintained and the financial statements prepared in US$. The functional currency
of BFST is RMB  and the  financial  records  are  maintained  and the  financial
statements prepared in RMB.

Foreign  currency  transactions  during the year are translated  into US$ at the
exchange  rates ruling at the  transaction  dates.  Gain and loss resulting from
foreign  currency  transactions  are included in the  statement  of  operations.
Assets and  liabilities  denominated in foreign  currencies at the balance sheet
date  are  translated  into  US$  at  year  end  exchange  rates.  When  assets,
liabilities and equity  denominated in RMB are translated into US$,  translation
adjustments are included as a component of stockholders' equity.

Exchange  rates  between  US$  and RMB  are  fairly  stable  during  the  period
presented.  The rates ruling as of December 31, 1998 and 1999 are US$1 : RMB8.27
and US$1 : RMB8.28,  respectively.  Due to the stability of the exchange  rates,
there were no net adjustments in stockholders' equity.

                                      -6-
<PAGE>


                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

                   Notes To Consolidated Financial Statements

(Expressed in US Dollars)

NOTE 2 - SUMMARY OF IMPORTANT ACCOUNTING POLICIES (Cont'd)

Revenue Recognition

Revenue  from the sale of  software is  recognized  when title of goods sold has
passed to the buyers, which is usually at the time of delivery.

Revenue from the provision of internet  information  services is recognized when
the relevant services are provided.

Inventories

Inventories  are  stated at the lower of cost or market.  Cost of raw  materials
includes cost of purchase computed using the first-in-first-out  method; cost of
work-in-progress and finished goods includes cost of materials, direct labor and
an  appropriate  proportion of production  overheads  that have been incurred in
bringing the inventories to their present  location and condition.  Market value
is determined  by reference to the sales  proceeds of items sold in the ordinary
course of business after the balance sheet date or to management estimates based
on prevailing market conditions.

Cash and Cash Equivalents

Cash and cash equivalents include all highly liquid investments with an original
maturity of three months or less.

Plant, Equipment and Depreciation

Plant and  equipment  are stated at cost.  Depreciation  is  computed  using the
straight-line  method  to  allocate  the  cost of  depreciable  assets  over the
estimated useful lives of the assets as follows:

                                                          Estimated
                                                         useful life
                                                          (in years)
                                                       --------------

Computer equipment                                           5
Office equipment                                             5
Motor vehicle                                                5

Maintenance, repairs and minor renewals are charged directly to the statement of
operations  as incurred.  Additions and  betterments  to plant and equipment are
capitalized.  When  assets are  disposed  of, the related  cost and  accumulated
depreciation  thereon are removed from the accounts  and any  resulting  gain or
loss is included in the statement of operations.

                                      -7-

<PAGE>


                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

                   Notes To Consolidated Financial Statements

(Expressed in US Dollars)

NOTE 2 - SUMMARY OF IMPORTANT ACCOUNTING POLICIES (Cont'd)

Long-lived Assets

The Company and BFST periodically  review their long-lived assets for impairment
based upon the  estimated  future cash flows  expected to result from the use of
the asset and its eventual disposition.  When events or changes in circumstances
indicate that the carrying amount of an asset may not be recoverable,  the asset
is written down to its net realizable value.

Income Taxes

The Company  accounts for income taxes in accordance with Statement of Financial
Accounting  Standards  ("SFAS")  No.  109.  Under  SFAS No.  109,  deferred  tax
liabilities  or assets at the end of each  period are  determined  using the tax
rate  expected  to be in effect  when  taxes  are  actually  paid or  recovered.
Valuation  allowances  are  established  when  necessary to reduce  deferred tax
assets to the amount expected to be realized.

Net Loss Per Common Share

The  Company  computes  net loss per  share in  accordance  with  SFAS No.  128,
Earnings  per Share ("SFAS No.  128") and SEC Staff  Accounting  Bulletin No. 98
("SAB 98").  Under the provisions of SFAS No. 128 and SAB 98, basic net loss per
share is computed by dividing the net loss available to common  shareholders for
the period by the weighted average number of shares of common stock  outstanding
during the period. The calculation of diluted net loss per share gives effect to
common stock equivalents, however, potential common shares are excluded if their
effect is antidilutive.

Fair Value of Financial Instruments

The carrying amounts of certain financial instruments,  including cash, accounts
receivable and other payables and accrued expenses approximate their fair values
as of December 31, 1999 and 1998 because of the relatively  short-term  maturity
of these instruments.

Use of Estimates

The preparation of financial  statements in accordance  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  reported  amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the financial  statements and the reported
amounts of revenues and expenses  during the reporting  period.  Actual  results
could differ from those estimates.

                                       -8-

<PAGE>


                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

                   Notes To Consolidated Financial Statements

(Expressed in US Dollars)

NOTE 2 - SUMMARY OF IMPORTANT ACCOUNTING POLICIES (Cont'd)

New Accounting Pronouncements

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial  Accounting  Standards  No.  133  ("SFAS  No.  133"),  Accounting  for
Derivative  Instruments and Hedging Activities.  SFAS No. 133 requires companies
to recognize all  derivative  contracts as either assets or  liabilities  in the
balance sheet and to measure them at fair value. If certain  conditions are met,
a derivative may be specifically  designated as a hedge,  the objective of which
is to match the timing of gain or loss  recognition  on the  hedging  derivative
with the recognition of (i) the changes in the fair value of the hedged asset or
liability that are  attributable  to the hedged risk or (ii) the earnings effect
of the hedged  forecasted  transaction.  For a derivative  not  designated  as a
hedging  instrument,  the gain or loss is  recognized as income in the period of
change.  SFAS No. 133 as amended  by SFAS No.  137 is  effective  for all fiscal
quarters of fiscal years beginning after June 15, 2000. Based on its current and
planned  future  activities  relative  to  derivative  instruments,  the Company
believes that the adoption of SFAS No. 133 will not have a significant effect on
its financial statements.

NOTE 3 - SUBSCRIPTION RECEIVABLE

This represents  subscription  monies  receivable in connection with the private
placement  of  4,000,000  shares  of common  stock of LEM  prior to the  reverse
acquisition of BFST.

NOTE 4 - INVENTORIES

                                                     December 31,   December 31,
                                                        1999          1998
                                                      -------        -------

Raw materials                                         $   892        $  --
Work-in-progress                                       33,394           --
Finished goods                                           --             --
                                                      -------        -------

                                                      $34,286        $  --
                                                      -------        -------

NOTE 5 - PLANT AND EQUIPMENT, NET
                                                    December 31,    December 31,
                                                        1999           1998
                                                      -------        -------

Computer equipment                                    $27,734        $10,386
Office equipment                                        2,046            877
Motor vehicle                                          18,785         18,819
                                                      -------        -------

                                                       48,565         30,082
Less: Accumulated depreciation                          4,773           --
                                                      -------        -------

                                                      $43,792        $30,082
                                                      =======        =======

                                      -9-

<PAGE>


                       Forlink Software Corporation, Inc.

                       (Formerly known as Why Not?, Inc.)

                   Notes To Consolidated Financial Statements

(Expressed in US Dollars)

NOTE 6 - AMOUNTS DUE TO STOCKHOLDERS

The amounts represent cash  consideration  payable to the original  investors of
BFST in connection  with the reverse  acquisition of BFST by the Company.  These
investors  became the major  stockholders  of the Company  following the reverse
acquisition.

NOTE 7 - SUBSEQUENT EVENT

The Company is  presently  attempting  to raise  $2,000,000  through the sale of
200,000 shares of its common stock.  The investors will also receive warrants to
purchase  200,000 shares of common stock at $6.00 per share.  Other payables and
accrued expenses at December 31, 1999 includes  $500,000  non-refundable  monies
received  from a  potential  investor  in this  offering.  Such  amount  will be
capitalized as common stock and additional  paid-in-capital  when the underlying
shares are actually issued.

NOTE 8 - OTHER TAXES PAYABLE

Other taxes payable  comprise mainly  Valued-Added  Tax ("VAT") and Business Tax
("BT").  VAT is charged at a rate of 6% on the selling price of BFST's products.
BT is charged at a rate of 5% on the  revenue  from the  provision  of  internet
information services.

NOTE 9 - COMMITMENTS AND CONTINGENCIES

Operating Lease Commitment

During the year ended  December 31, 1999 and the period ended December 31, 1998,
BFST incurred lease expenses amounting to $1,861 and $nil,  respectively.  As of
December 31, 1999, BFST had commitments under a non-cancellable  operating lease
expiring within one year amounting to $26,521.

NOTE 10 - INCOME TAX

Pursuant to an approval  document  dated June 23, 1999 issued by the Beijing Tax
Bureau, BFST, being a "New Technology  Enterprise" is eligible to full exemption
from PRC  Corporate  Income  Tax for a period of 3 years  commencing  January 1,
1999.

No provision for income tax has been made in 1998 as BFST incurred losses during
that year.

No  provision  for  deferred  taxation  has been  made as  there is no  material
temporary difference at the balance sheet date.

                                      -10-
<PAGE>

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

         There  have  been  no  disagreements  with  the  Company's  independent
accountants over any item involving the Company's  financial  statements.  Light
Energy  Management,  Inc.'s  independent  accountant  during  1998  was  Smith &
Company,  Certified Public Accountants,  10 West 100 South, Suite 700, Salt Lake
City, Utah 84101- 1554.  Subsequent to that time, the Company has selected a new
independent  accountant.  The details of that  selection  are  described  in the
Company's  Form 8-K filed on January 10, 2000.  That 8-K filing is  incorporated
herein by this reference.

                                    PART III

 ------------------------------------------------------------------------------
              ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND
                                     CONTROL

             PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE
                                       ACT
--------------------------------------------------------------------------------


                                        8

<PAGE>

         (a) Directors and Executive Officers

         From November of 1999 through the end of 1999,  and through the date of
this  Form-10KSB,  the directors and  executive  officers of the Company,  their
ages,  positions  in the  Company,  the  dates  of  their  initial  election  or
appointment as director or executive officer, and the expiration of the terms as
directors were, and are, as follows:

     Name              Age        Position                     Period
-------------------   -----   -------------------------   ----------------------
Xiaoxia Zhao           35       President and Director     Sept. 1999 to present

Liang Che              34       Chief Executive Officer    Sept. 1999 to present
                                & Director

Jie Zhang              34       Vice President             Sept. 1999 to present

Michael J.A. Harrop    53       Director                   May 1998 to present

         The  Company's   directors  are  elected  at  the  annual   meeting  of
stockholders,  or via an appropriate  shareholder consent, and hold office until
their successors are elected and qualified. The Company's officers are appointed
annually by the Board of Directors and serve at the pleasure of the Board.

         (b) Business Experience:


Xiaoxia Zhao,                      Master's Degree in Computer Science
------------

Oct. 1998 - present:               Founder,  Chairman  of the  Board  and  Chief
                                   Technical Officer of the Company.

Jan. 1998 - Oct. 1998:             Vice President and Chief Technical Officer of
                                   GBS InfoTech. Co.

                                   Designed  and   supervised  the  creation  of
                                   Tonghua   search   engine  and  portal  site:
                                   www.tonghua.com.cn.  It has become one of the
                                   most  famous  sites  in China  within  half a
                                   year.  Was in charge of Beijing  Telecom 8188
                                   ISP project.  The site  (www.cj).net.cn)  has
                                   been in  operation  since 1998 and has become
                                   an ISP with 100 million Yuan monthly revenue.
                                   Cooperating  with  the  Great  Wall  Computer
                                   Group Co., led the  development  of the China
                                   National          Commodity          Exchange
                                   (www.ccec.com.cn). The system is based on IBM
                                   RISC/6000,  AIX and  NetCommerce and has been
                                   in operation since August, 1998.  Cooperating
                                   with Legend PDA network software.

Aug. 1997 - Jan. 1998:             Chief  Engineer,  Beijing  Long  Ma  Software
                                   Development  Co. Ltd. In charge of technology
                                   management.  In charge of system integration
                                   department.  Obtained the contract to develop
                                   the first phase of the Tonghua project.

1996 - 1997:                       Yahoo!Japan  leading  engineer  In  charge of
                                   Yahoo!Japan operation and support. Cooperated
                                   with Panasonic to develop specialized search
                                   engine.  Worked with Lotus on category  and
                                   search   system   development.   Worked  with
                                   Reuters   and   Daily   News  on  news   page
                                   development.

1991 - 1996:                       System  Engineer,   Japan  Itochu  Group  CRC
                                   Research    Institute.    Developed    Itochu
                                   automobile  export system.  Itochu  financial
                                   system.   In  charge   of  Great   Wall  Unix
                                   operating system technical support.


                                        9

<PAGE>

1989 - 1991:                       Project  Manager,  China Great Wall  Computer
                                   Group  Co.   Participated   Great  Wall  Unix
                                   Chinese system development.  Was in charge of
                                   Sco Xenix 2.21 - Sco Unix 3.2 Chinese  system
                                   development.  In  charge  of Great  Wall Unix
                                   operating system technical support.


Liang Che,                         Master's Degree in Computer Science
----------

1998 - Present:                    Founder,   President   of  Forlink   Software
                                   Technology Co, Ltd.

1996 - 1998:                       President, Shenzhen Shen Pu Computer Co. Ltd.

                                   Developed  Shanghai railway ticketing system,
                                   the largest ticketing system in China.

1992 - 1996 :                      Middle   China/South   West  China   District
                                   general manager, Legend Advanced Systems Co.,
                                   Ltd.

                                   Co-founded the Legend  Advanced  Systems Co.,
                                   Ltd. in 1992. In 1996, the company became the
                                   largest  system  integrator  in  China  with
                                   revenue  exceeding  $5million a year.

1989 - 1992:                       Computer sales, Shenzhen She Ge Computer Co.



Jie Zhang,                         Master's Degree in Computer Science
---------
1998 - Present:                    Founder,    Vice   President,    Manager   of
                                   Technology Development Department.

1989 - 1998:                       Senior Engineer,  South China Computer Co.
                                   In Charge of CEDGA  monitor card In charge of
                                   iron    temperature    control    ASIC   chip
                                   development.  In charge of network design for
                                   networks   composed   of  SUN,   SGI,   CISCO
                                   equipments.  In Feb.  1995 - Aug.  1996,  was
                                   sent  to  Japan  to  research   international
                                   banking  software  system on Fujitsu M series
                                   super computer.


1988 - 1989                        While   in   school,   participated   in  the
                                   development of the Chinese version of the Hua
                                   Sheng    Operating    System   Shell.    Also
                                   participated   in  the   development  of  the
                                   Chinese  version of Unix  system,  which is a
                                   government funded national project.

         Michael J. A. Harrop,  age 53, has been President and a Director of the
Company since May 1998. Mr. Harrop was educated at Cambridge University. For the
last 5 years he has been active in venture capital.

          (c)     Directors of Other Reporting Companies:

         Michael  J.A.  Harrop is a  director  of Haas  Neuveux & Co.,  Advanced
Lumitech, Inc. and Beach Couch, Inc.

         (d) Employees:

         The officers and directors who are identified above are the significant
employees of the Company.

         (e) Family Relationships:

         There are no family relationships between the officers and directors of
the company.

                                       10

<PAGE>

(f)      Involvement in Certain Legal Proceedings:

         Except as listed below, none of the officers,  directors,  promoters or
control  persons of the Company have been involved in the past five (5) years in
any of the following:

         (1)      Any  bankruptcy  petition  filed by or against any business of
                  which such person was a general  partner or executive  officer
                  either at the time of the bankruptcy or within two years prior
                  to that time;

         (2)      Any conviction in a criminal proceedings or being subject to a
                  pending criminal proceeding  (excluding traffic violations and
                  other minor offenses); except the following:

         (3)      Being   subject  to  any  order,   judgment  or  decree,   not
                  subsequently  reversed,  suspended or vacated, or any Court of
                  competent jurisdiction,  permanently or temporarily enjoining,
                  barring,  suspending or otherwise  limiting his involvement in
                  any type of business, securities or banking activities (except
                  as set forth in (2) above); or

         (4)      Being found by a court of competent  jurisdiction  (in a civil
                  action),  the  Commission  or the  Commodity  Futures  Trading
                  Commission to have violated a federal or state securities laws
                  or  commodities  law, and the judgment has not been  reversed,
                  suspended, or vacated (except as set forth in (2) above).

         Michael J.A.  Harrop,  by virtue of the  unlimited  personal  guarantee
accorded  by him to Harrop & Cie.  S.A.,  (formerly  HF Trade & Finance  S.A.) a
Swiss venture capital company that became  insolvent  subsequent to having acted
as guarantor of certain  investments,  underwent  bankruptcy  proceedings during
1994 in the District of Nyon,  Switzerland.  The bankruptcy procedure was closed
without complaint or suit on 22nd December 1995 by order of the President of the
Tribunal of the District of Nyon, Switzerland.

--------------------------------------------------------------------------------
                        ITEM 10. EXECUTIVE COMPENSATION
--------------------------------------------------------------------------------

         Prior to the Company's  combination  with Beijing  Forlink in 1999, the
Company had not compensated its management in the last three years. However, the
following table sets forth  information  about  compensation paid to, or accrued
for the benefit of the Company's  officers and directors  during the years ended
December 31, 1999, 1998 and 1997. This  information  includes  amounts that were
paid to management of Beijing Forlink prior to the combination  with the Company
and amounts paid to such management after the combination. None of the Company's
Executive Officers earned more than $100,000 during the years ended December 31,
1999, 1998 and 1997.

                           Summary Compensation Table

<TABLE>
<CAPTION>

                                                           LongTerm Compensation

                                   Annual Compensation     Awards                 Payouts
  (a)                       (b)     (c)     (d)    (e)       (f)          (g)        (h)       (i)
                                                  Other

                                                  Annual  Restricted   Securities            All Other
                                                  Compen-    Stock     Underlying   LTIP      Compen-
Name and Principal                 Salary  Bonus  sation     Awards    Options/    Payouts    sation
Position                    Year    ($)     ($)     ($)     (Shares)    SARs(#)      ($)        ($)
--------------------       -----  -------  ------ ------- ----------  -----------  --------  ---------

<S>                        <C>    <C>      <C>    <C>       <C>          <C>       <C>        <C>
Xiaoxia Zhao               1999   $2,905   $None  $None     None         None      $None      $None
  President and            1998   $ None   $None  $None     None         None      $None      $None
   Director                1997   $ None   $None  $None     None         None      $None      $None

Zhang Jie                  1999   $1,561    None   None     None         None       None       None
   Vice President          1998     None    None   Non      None         None       None       None
   Secretary, Direcotr     1997     None    None   None     None         None       None       None

Che Liang                  1999   $2,927   $None  $None     None         None      $None      $None
 CEO/Treasurer             1998   $ None   $None  $None     None         None      $None      $None
   Director                1997   $ None   $None  $None     None         None      $None      $None

Michael J. A. Harrop       1999   $ None   $None  $None                  None      $None      $None
Director                   1998   $ None   $None  $None                  None      $None      $None
                           1997   $ None   $None  $None     None                   $None      $None
</TABLE>

                                                    11
<PAGE>

         Shares  were  given  to the  officers  and  directors  as  part  of the
combination  of Beijing  Forlink and the Company.  Such shares are identified in
Item 11 below.

--------------------------------------------------------------------------------
    ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
--------------------------------------------------------------------------------

(a)      5% Shareholders:

         The following information sets forth certain information as of December
31,  1999 about each  person  who is known to the  Company to be the  beneficial
owner of more than five percent (5%) of the Company's Common Stock:

<TABLE>
<CAPTION>

(1)                    (2)                                     (3)                  (4)
Title             Name and Address                    Amount and Nature of        Percent of
of Class          of Beneficial Owner                 Beneficial Ownership          Class
--------    -------------------------------------    ---------------------      --------------
<S>         <C>                                              <C>                       <C>
Common      Liang Che                                     5,812,500                 23.2%
            Zhong Zhi SRP Co
            Shen Nan Zhong RD Shnzhn
            Guang Dong Province
            China

            Wei, Song                                     5,812,500                 23.2%
            No. 6 BLDG S Dong Cheng
            E. Dist. Saio Zhen Pantu
            Guang Dong Pro
            China

            Xiaoxia Zhao                                  5,812,500                 23.2%
            231-2-501 Hui Xing Li
            Chao Yang District
            Beijing
            China

            Cede & Co                                     3,409,345                 13.6%
            P.O. Box 222
            Bowling Green Station
            New York, New York 10274

            Jei Zhang                                     1,312,500                 5.2%
            No. 21 Shiu Jun Nan Nie
            Guangzhou
            Guang Dong Province
            China

(b)      Security Ownership of Management:

Common      Liang Che                                     5,812,500                 23.2%
            Zhong Zhi SRP Co
            Shen Nan Zhong RD Shnzhn
            Guang Dong Province
            China

            Wei, Song                                     5,812,500                 23.2%
            No. 6 BLDG S Dong Cheng
            E. Dist. Saio Zhen Pantu
            Guang Dong Pro
            China

            Xiaoxia Zhao                                  5,812,500                 23.2%
            231-2-501 Hui Xing Li
            Chao Yang District
            Beijing
            China

            Jei Zhang                                     1,312,500                  5.2%
            No. 21 Shiu Jun Nan Nie
            Guangzhou
            Guang Dong Province
            China

            Michael J.A. Harrop1                          1,200,000                  4.8%
            94 Rue de Lausanne
            Geneva SWITZERLAND CH1202

            All Directors and                            19,950,000                 79.8%
            Officers as a Group
</TABLE>

                                                    12

<PAGE>

--------------------------------------------------------------------------------
            ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
--------------------------------------------------------------------------------

         The Company has entered  into a  modification  agreement  with  Michael
Harrop,  d.b.a.  Harrop & Co.  under the terms of which  the  Company  agreed to
modify the  consideration  for the issuance of 4,000,000 shares of the Company's
common stock in May of 1998. Under the terms of this agreement,  Mr. Harrop,  an
officer and director of the Company,  executed a promissory note in favor of the
Company in the amount of $275,000.  The note is payable on or before May 1, 2000
and bears interest at the rate of 1 percent per annum.

         Other than described above, no officer,  director, nominee for election
as a director, or associate of such officer,  director or nominee is or has been
in debt to the Company during the last fiscal year.

--------------------------------------------------------------------------------
                   ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------------------------------------------------------

         During the  fourth  quarter of 1999,  the  Company  filed a Form 8-K on
November 18, 1999.

Assigned

Number   Description
------   -----------
(2)      Plan  of  acquisition,  reorganization,  arrangement,  liquidation,  or
         succession: Plan of Reorganization filed with the Company's Form 8-K on
         Novmeber 18, 1999.

(4)      Instruments defining the rights of holders including indentures: None

(9)      Voting Trust Agreement: None

(10)     Material Contracts: None

(11)     Statement regarding computation of per share earnings: Computations can
         be determined from financial statements.

(13)     Annual or quarterly reports, Form 10-Q:

(16)     Letter on change in  certifying  accountant:  Exhibits  to the Form 8-K
         filed on January 10, 2000.

(18)     Letter on change in accounting principles: None.

(21)     Subsidiaries of the registrant:

(22)     Published report regarding matters submitted to vote: None

(23)     Consent of reports and counsel:

(24)     Power of Attorney: None

(27)     Financial Data Schedule: Included

(99)     Additional Exhibits: None

--------
         1 Mr.  Harrop  beneficially  owns these  shares  through his control of
Harrop & Co.

                                       13

<PAGE>

--------------------------------------------------------------------------------
                                   SIGNATURES
--------------------------------------------------------------------------------

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

Dated:   April 14, 2000.

                                   FORLINK SOFTWARE CORPORATION, INC.


                                   By: /s/Xiaoxia Zhao
                                       ---------------
                                       Xiaoxia Zhao
                                       President

                                       14