Employment
      Contract

     

    
      	Company	 	(hereinafter referred to as “Party
              A”)
	 	 	Name: Harbin OT Pharmaceutical Co.,
              Ltd.
	 	 	
              Address:
                No. 7, Bohaisanlu, Pingfang Industrial District, Economic &
                Technological Development Area, Harbin China 

            
	 	 	 
	Employee	 	(hereinafter referred to as “Party
              B”)
	 	 	Name: Qiu Xueliang 
	 	 	 
	 	 	ID card No.:
              2301031955080854211


    

     

    Published
      by Bureau of Personnel and Labor of Harbin Development Zone


    


    In
      accordance with the Labor
      Law of the Peoples Republic of China,
      with the
      principle of equality and mutual benefit, the two parties reach this Labor
      Contract (hereinafter referred to as the “Contract”) through friendly
      consultation. The labor relationship shall be established on the basis that
      both
      parties fulfill all the agreements.

    


    The
      contract shall be legally binding as soon as it is established in accordance
      with the law.

    


    	1.  	
            Term
              of the Contract (the numbers shall be
              capitalized)

          


    


    Article
      1.

    Fixed
      term: The term of the Contract shall be THREE
      years
      (THIRTY
      SIX
      months),
      since January 15, 2006 to January 14, 2009.

    


    Article
      2. 

    Unfixed
      term: N/A 

    


    	2.  	
            Production,
              business and tasks

          


    


    Article
      3. 

    In
      need
      of the production operation, Party A places Party B as the President
      of the Company
      under
      the condition of the regular production. 

    


    The
      Company authorizes the Employee to:

    


    a)
      carry
      out the resolutions of the board of directors of the Company;

    b)
      organize the daily operation and management of the Company; and

    c)
      other
      duties and responsibilities in accordance with the Articles of Association
      of
      the Company or granted by the board of directors.

     

    
      
         

      

      
        1

        
          

        

      

      
         

      

    

    


    	3.  	
            Laboring
              Protections and Conditions

          


    


    Article
      4. 

    Party
      A
      must establish and perfect the system for occupational safety and health in
      accordance with the relevant state and provincial rules and regulations,
      strictly implement the standards on occupational safety and health, educate
      laborers on occupational safety and health, and provide Party B with the safe
      laboring environment and essential protecting appliances. 

    


    Article
      5

    Party
      B
      to be engaged in dangerous operations must receive regular physical examinations
      in accordance with the relevant state and provincial regulations.

    


    Article
      6

    Party
      B
      to be engaged in specialized operations must receive specialized training and
      acquire qualifications for such special operations.

    


    Article
      7

    Female
      and juvenile laborers shall be provided with special labor protection in
      accordance with the relevant state and provincial regulations. 

    


    Article
      8

    Party
      B
      must strictly abide by rules of safe operation in the process of the work.
      Party
      B shall have the right to refuse to operate if the management personnel of
      the
      Party A command the operation in violation of rules and regulations or force
      Party B to run risks in operation. 

    


    	4.  	
            Working
              Hours, Rest and Vacations

          


    


    Article
      9

    Party
      B
      shall work Five
      days
      a
      week.

    


    Article
      10

    Party
      A
      shall practice a working hour system under which Party A shall work no more
      than
      eight hours a day and no more than 40 hours a week on the average. Party A
      may
      extend working hours due to the requirements of its production or business
      after
      consultation with the trade union and Party B, but the extended working hours
      for a day shall generally not exceed three hours a day. The total extension
      in a
      month shall not exceed 36 hours.

    


    Article
      11

    Party
      A
      shall protect Party B’s right to rest in accordance with the state rules and
      regulations.

    


    Article
      12

    If
      Party
      A shall practice the system of total working-hours or non-timed system, the
      working hours and rest shall be operated in accordance with the relevant rules
      and regulations.

     

    
      
         

      

      
        2

        
          

        

      

      
         

      

    

    


    	5.  	
            Wages

          


    


    Article
      13

    Wages
      paid to Party B shall not be lower than the local standards on minimum wages.
      If
      Party A pay Party B the minimum wages, Party B shall have the right to enquire
      for the reason.

    


    Article
      14

    If
      Party
      B finish the tasks in accordance with the regulations of Party A, Party A must
      pay the full monthly wages in the legal currency form, which is (including
      the
      allowance, subsidy, bonus etc.) RMB7,000.00.

    


    Article
      15

    During
      the probationary period, the wage of Party B shall be RMB7,000.00.
      

    


    Article
      16

    Should
      Party A deduct or delay the wages of Party B, Party A shall be operated in
      accordance with the Regulations
      on Payment of Wages.

    


    	6.  	
            Vocational
              Training

          


    


    Article
      17

    Party
      A
      shall establish a system for vocational training, raise and use funds for
      vocational training in accordance with the provision of the s2tate, and provide
      the Party B with vocational training in a planned way. Party B shall voluntarily
      undertake the morality and skill training.

    


    Article
      18

    Laborers
      to be engaged in technical work must receive pre-job training before taking
      up
      the posts.

    


    	7.  	
            Social
              Insurance and Welfare

          


    


    Article
      19

    Both
      parties shall pay the social insurance timely in full in accordance with the
      relevant state, provincial and local social insurance regulations.

    


    Article
      20

    The
      treatment for the laborers wounded in performance of duty or having professional
      disease shall be operated in accordance with the relevant state or provincial
      rules and regulations.

    


    Article
      21

    The
      treatment for the laborers sick or wounded not in performance of duty shall
      be
      operated in accordance with the relevant state or provincial rules and
      regulations.

    


    Article
      22

    The
      treatment for the female laborers during pregnant, puerperal or breast-feeding
      period shall be operated in
      accordance with the relevant state or provincial rules and
      regulations.

     

    
      
         

      

      
        3

        
          

        

      

      
         

      

    

    


    Article
      23

    Party
      B
      shall receive other social welfare in accordance with the relevant state or
      provincial rules and regulations.

    


    	8.  	
            Labor
              Disciplines

          


    


    Article
      24

    Party
      B
      shall be abide by the disciplines legally established by Party A, strictly
      abided by the labor safety, operation regulations and working rules, treasure
      Party A’s possessions and be abide by the professional morality and laboring
      disciplines.

    


    Article
      25

    Should
      infringe the labor disciplines, Party B shall be punished in accordance with
      the
      rules and regulations of the Party A.

    


    	9.  	
            The
              extension, exchange, relief and termination of the
              Contract

          


    


    Article
      26

    When
      expires, the contract may be extended upon agreement reached between the parties
      involved through consultation.

    


    Article
      27

    The
      contract shall be exchanged in case of any of the following
      circumstances:

    (1).
      agreement reached between the parties involved through
      consultation;

    (2).
      when
      the
      objective conditions taken as the basis for the conclusion of the contract
      have
      greatly changed so that the original labor contract can no longer be carried
      out

    (3).
      the
      laws, rules and regulations taken
      as
      the basis for the conclusion of the contract have changed;

    (4)
      other
      circumstances stipulated by laws, administrative rules and regulations.


    


    Article
      28

    The
      contract may be revoked upon agreement reached between the parties involved
      through consultation. 

    


    Article
      29

    The
      Party
      A may revoke the Contract with Party B in any of the following
      circumstances:

    (1)
      to be
      proved not up to the requirements for recruitment during the probationary
      period;

    (2)
      to
      seriously violate labor disciplines or the rules and regulations of the Party
      A;

    (3)
      to
      cause great losses to the Party A due to serious dereliction of duty or
      engagement in malpractice for selfish ends; 

    (4)
      to be
      investigated for criminal responsibilities in accordance with the
      law.

     

    
      
         

      

      
        4

        
          

        

      

      
         

      

    

    


    Article
      30

    In
      any of
      the following circumstances, Party A may revoke the Contract but a written
      notification shall be given to Party B 30 days in advance:

    (1)
      where
      Party B is unable to take up his original work or any new work arranged by
      Party
      A after the completion of his medical treatment for illness or injury not
      suffered from at work;

    (2)
      where
      Party B is unqualified for his work and remains unqualified even after receiving
      a training or an adjustment to another work post;

    (3)
      no
      agreement on modification of the labor contract can be reached through
      consultation by the parties involved when the objective conditions taken as
      the
      basis for the conclusion of the contract have greatly changed so that the
      original labor contract can no longer be carried out.

    


    Article
      31

    During
      the period of statutory consolidation when Party A comes to the brink of
      bankruptcy or runs deep into difficulties in production and management, and
      if
      reduction of its personnel becomes really necessary, Party A may make such
      reduction.

    


    Article
      32

    Party
      B
      may notify at any time Party A of his decision to revoke the Contract in any
      of
      the following circumstances:

    (1)
      within the probation period;

    (2)
      where
      Party A forces Party B to work by resorting to violence, intimidation or illegal
      restriction of personal freedom; or

    (3)
      failure on the part of Party A to pay labor remuneration or to provide working
      conditions as agreed upon in the Contract.

    


    Article
      33

    Party
      A
      shall not revoke its Contract with Party B in accordance with the stipulations
      in Article 30 and Article 31 of this Contract in any of the following
      circumstances:

    (1)
      to be
      confirmed to have totally or partially lost the ability to work due to
      occupational diseases or injuries suffered from at work;

    (2)
      to be
      receiving medical treatment for diseases or injuries within the prescribed
      period of time;

    (3)
      to be
      a female staff member or worker during pregnant, puerperal, or breast-feeding
      period; or

    (4)
      other
      circumstances stipulated by laws, administrative rules and regulations.


    


    Article
      34

    The
      Contract shall terminate upon the expiration of its term or the emergence of
      the
      conditions for the termination of the labor contract as agreed upon by the
      parties involved.

    


    	10.  	
            Other
              matters which both parties agree to stipulate
              

          


    


    Article
      35

    


    Both
      parties agree that: (leave intentionally blank)

     

    
      
         

      

      
        5

        
          

        

      

      
         

      

    

    


    	11.  	
            Liabilities
              for breach of contract

          


    


    Article
      36

    Any
      party, who should break or relieve the Contract, shall be commanded to pay
      compensation. Should cause the loss of economy, the party shall honor the
      liability. The standards of the compensation and the liability shall be operated
      in accordance with the relevant state and provincial rules and regulations.
      

    


    	12.  	
            Verification
              of the Labor Contract

          


    


    Article
      37

    When
      signed, the Contract shall be authenticated by the local labor security
      department. The exchanged or extended contract shall be re-authenticated.


    


    	13.  	
            Settlement
              of Labor Dispute

          


    


    Article
      38

    Where
      a
      labor dispute takes place, the party involved may apply to the labor dispute
      mediation committee of their unit for mediation; if the mediation fails and
      one
      of the parties requests for arbitration, that party may apply to the labor
      dispute arbitration committee for arbitration. Either party may also directly
      apply to the labor dispute arbitration committee for arbitration. If one of
      the
      parties is not satisfied with the adjudication of arbitration, the party may
      bring the case to a people's court.

    


    	14.  	
            Supplementary
              provisions

          


    


    Article
      39

    The
      items
      not referred in the Contract or conflict with the current rules and regulations
      shall be operated in accordance with the state or provincial rules and
      regulations.

    


    Article
      40

    The
      contract shall have two originals and each party will have one.

    


    Article
      41

    The
      contract shall be invalid should it be altered if not legally
      authorized.

    


    


    The
      Date
      of Signed: January
      15, 2005

    


    Party
      A:
      (autographed and stamped)
      Harbin OT Pharmaceutical Co., Ltd.

    


    Party
      B:
      (autographed and stamped)/s/
      Qiu Xueliang

    


    Legal
      Representative/agent :( autographed and stamped) Qiu
      Xueliang

     

    
      
         

      

      
        6