**UNITED
        STATES**
 **SECURITIES
        AND EXCHANGE COMMISSION**
 **WASHINGTON,
        D.C. 20549**
  **FORM
        10-Q**
  x
              Quarterly
                  Report Pursuant to Section 13 or 15(d) of the Securities Exchange
                  Act of
                  1934
                For
                  the quarterly period ended September 30, 2008.
  or
  o
              Transition
                  Report Pursuant to Section 13 or 15(d) of the Securities Exchange
                  Act of
                  1934
                For
                  the transition period from ________ to
                  ________.
  **Commission
        File Number: 001-32685**
  **Shine
        Media Acquisition Corporation**
 (Exact
        name of registrant as specified in its charter)
  **Delaware**
              
              **20-3086866**(State
                  or Other Jurisdiction of
                Incorporation
                  or Organization)
              
              (I.R.S.
                  Employer
                Identification
                  No.)
  **c/o
        29 Level, Central Plaza 381 Huai Hai Zhong Road,**
 **Shanghai
        200020, China**
 (Address
        of Principal Executive Offices including Zip Code)
  **(86)
        21 6391 6188**
 (Registrant’s
        Telephone Number, Including Area Code)
  Indicate
        by check mark whether the Registrant (1) has filed all reports required to
        be
        filed by Section 13 or 15(d) of the Exchange Act during the preceding 12
        months
        (or for such shorter period that the registrant was required to file such
        reports), and (2) has been subject to such filing requirements for the past
        90
        days. Yes x ྈNo o
  Indicate
        by check mark whether the registrant is a large accelerated filer, an
        accelerated filer, a non-accelerated filer or a smaller reporting company.
        See
        definitions of “large accelerated filer”, “accelerated filer” and “smaller
        reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
  Large
                  Accelerated Filero
              Accelerated
                  FileroNon-Accelerated
                  Filerx
              Smaller
                  Reporting Companyo
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act).
 Yes x  No o
  There
        were 8,758,333 shares of the Registrant’s common stock issued and outstanding as
        of November 14, 2008.
  
  **Shine
        Media Acquisition Corporation Index to Form 10-Q**
 
 Part
                  I.
              
              Financial
                  Information
              
              3Item
                  1. Financial Statements
              
              3Balance
                  Sheets as of September 30, 2008 (Unaudited) and December 31,
                  2007(Audited)
              
              3Statements
                  of Income for the three month and nine month periods ended September
                  30,
                  2008 and 2007 and the period from inception to September 30, 2008
                  (Unaudited)
              
              4Statements
                  of stockholders’ equity for the period from inception to September 30,
                  2008 (Unaudited)
              
              5Statements
                  of Cash Flow for the nine month periods ended September 30, 2008
                  and 2007
                  and the period from inception to September 30, 2008
                  (Unaudited)
              
              6Notes
                  to Financial Statements (Unaudited)
              
              7Item
                  2. Management’s Discussion and Analysis of Financial Condition and Results
                  of Operations
              
              18Item
                  3. Quantitative and Qualitative Disclosures About Market Risk
              
              23Item
                  4. Controls and Procedures
              
              23Part
                  II.
              
              Other
                  Information
              
              24Item
                  1. Legal Proceedings
              
              24Item
                  1A. Risk Factors
              
              24Item
                  2. Unregistered Sales of Equity Securities and Use of
                  Proceeds
              
              24Item
                  3. Defaults Upon Senior Securities
              
              24Item
                  4. Submission of Matters to a Vote of Security Holders
              
              24Item
                  5. Other Information
              
              25Item
                  6. Exhibits
              
              25SIGNATURES
              
              26
 
 
  **PART
        I - FINANCIAL INFORMATION**
  **ITEM
        1. FINANCIAL STATEMENTS**
 
 **SHINE
                  MEDIA ACQUISITION CORPORATION****(a
                  development stage company)****BALANCE
                  SHEETS****September
                  30, 2008**
              
              **December
                  31, 2007****(
                  Unaudited)**
              
              **(Audited)****ASSETS****Current
                  assets:**Cash
                  & cash equivalents
              
              $
              163,919
              
              $
              550,487Cash
                  in trust
              
              
              40,263,643
              
              
              40,334,785Prepaid
              
              
              21,301
              
              
              47,867Due
                  from stockholders
              
              
              -
              
              
              2,952Total
                  Assets
              
              $
              40,448,863
              
              $
              40,936,091**LIABILITIES
                  AND STOCKHOLDERS' EQUITY****Current
                  liabilities:**Accrued
                  expenses & other payable
              
              $
              871,621
              
              $
              630,363Accrued
                  offering costs
              
              
              1,087,229
              
              
              1,087,229Notes
                  payable- related parties
              
              
              80,000
              
              
              -Total
                  Current Liabilities
              
              
              2,038,850
              
              
              1,717,592Common
                  stock subject to possible redemption - 1,379,310 shares at redemption
                  value-- restated as of December 31, 2007
              
              
              8,048,702
              
              
              8,062,924Total
                  Liabilities
              
              
              10,087,552
              
              
              9,780,516Commitments
              
              
              -
              
              
              -**Stockholders'
                  equity:**Preferred
                  stock, $0.0001 par value, authorized 1,000,000 shares; none issued
                  and
                  outstanding
              
              
              -
              
              
              -Common
                  Stock, $0.0001 par value, authorized 89,000,000; issued and outstanding
                  -
                  8,758,333 shares as at September 30, 2008 and December 31,
                  2007
              
              
              876
              
              
              876Paid-in
                  capital in excess of par- restated as of December 31, 2007
              
              
              30,644,076
              
              
              30,629,855Comprehensive
                  gain (loss)
              
              
              (46,410
              )
              
              19,390Retained
                  earnings/(accumulated deficit) during the development
                  stage
              
              
              (237,231
              )
              
              505,454Total
                  stockholders' equity
              
              
              30,361,311
              
              
              31,155,575Total
                  liabilities and stockholders' equity
              
              $
              40,448,863
              
              $
              40,936,091
  **See
                  accompanying notes to these unaudited condensed financial
                  statements.**
  3
  **SHINE
                  MEDIA ACQUISITION CORPORATION****(a
                  development stage company)****STATEMENT
                  OF OPERATIONS****(Unaudited)**
  **Three
                  Month Periods ended**
              
              **Nine
                  Month Periods ended**
              
              **For
                  the Period from June 24, 2005 (Inception) to Sep 30,
                  2008****September
                  30, 2008**
              
              **September
                  30, 2007**
              
              **September
                  30, 2008**
              
              **September
                  30, 2007****Operating
                  Costs**Professional
                  fees
              
              $
              (363,252
              )
              $
              (11,404
              )
              $
              (701,479
              )
              $
              (42,178
              )
              $
              (804,078
              )Franchise
                  tax
              
              
              (56,993
              )
              
              (20,500
              )
              
              (164,901
              )
              
              (63,164
              )
              
              (330,565
              )Other
                  operating costs
              
              
              (294,781
              )
              
              (96,552
              )
              
              (478,576
              )
              
              (237,635
              )
              
              (854,140
              )**Total
                  operating costs**
              
              
              **(715,026**
              **)**
              
              **(128,456**
              **)**
              
              **(1,344,956**
              **)**
              
              **(342,977**
              **)**
              
              **(1,988,783**
              **)**Interest
                  income, net
              
              
              276,995
              
              
              464,845
              
              
              602,272
              
              
              1,413,019
              
              
              2,341,288**Net
                  income (loss) before income tax**
              
              
              **(438,031**
              **)**
              
              **336,389**
              
              
              **(742,684**
              **)**
              
              **1,070,042**
              
              
              **352,505**Provision
                  for income tax
              
              
              -
              
              
              158,047
              
              
              -
              
              
              407,489
              
              
              589,735**Net
                  income(loss)**
              
              $
              (438,031
              )
              $
              178,342
              
              $
              (742,684
              )
              $
              662,553
              
              $
              (237,230
              )**
                  Weighted average shares outstanding (basic and diluted)
              
              
              8,758,333
              
              
              8,758,333
              
              
              8,758,333
              
              
              8,659,068Net
                  income (loss) per share (basic and diluted)
              
              $
              (0.05
              )
              $
              0.02
              
              $
              (0.08
              )
              $
              0.08
  **
                  Basic and diluted weighted average number of shares outstanding
                  are
                  equivalent because the effect of dilutive securities is
                  anti-dilutive.**See
                  accompanying notes to these unaudited condensed financial
                  statements.**
 
 4
  **SHINE
                  MEDIA ACQUISITION CORPORATION****(a
                  development stage company)****STATEMENT
                  OF STOCKHOLDERS' EQUITY****For
                  the period from June 24, 2005 (Inception) to September 30,
                  2008****(Unaudited)**
  **Retained
                    Earnings/**
                  **(Accumulated
                    Deficit)****Common**
              
              
              
              **Additional**
              
              
              
              **During
                      the****Stock**
              
              
              
              **Paid-In**
              
              **Comprehensive**
              
              **Development**
              
              **Stockholders'****Shares**
              
              **Amount**
              
              **Capital**
              
              **Gain/loss**
              
              **Stage**
              
              **Equity**Balance
                  at June 24, 2005 (Inception)Common
                  shares issued at July 12,2005 at US$0.01 per share
              
              
              1,500,000
              
              $
              150
              
              $
              24,850
              
              $
              -
              
              $
              -
              
              $
              25,000Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              
              
              
              (5,894
              )
              
              (5,894
              )Balance
                  at December 31, 2005
              
              
              1,500,000
              
              
              150
              
              
              24,850
              
              
              
              
              
              (5,894
              )
              
              19,106Shares
                  issued in private placement
              
              
              133,333
              
              
              13
              
              
              799,985
              
              
              -
              
              
              -
              
              
              800,000Shares
                  issued in public offering
              
              
              6,000,000
              
              
              600
              
              
              32,788,232
              
              
              -
              
              
              -
              
              
              32,788,829Shares
                  reclassified to "common stock (1,199,400) subject to possible
                  redemption"
              
              
              -
              
              
              -
              
              
              (6,600,198
              )
              
              -
              
              
              -
              
              
              (6,600,198
              )Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              
              
              
              (136,906
              )
              
              (136,906
              )Balance
                  at December 31, 2006
              
              
              7,633,333
              
              
              763
              
              
              27,012,869
              
              
              -
              
              
              (142,800
              )
              
              26,870,831Shares
                  issued for underwriter's overallotment
              
              
              900,000
              
              
              90
              
              
              5,210,910
              
              
              -
              
              
              -
              
              
              5,211,000Shares
                  issued for management option
              
              
              225,000
              
              
              23
              
              
              3,803
              
              
              -
              
              
              -
              
              
              3,825Shares
                  reclassified to "common stock (179,910) subject to possible
                  redemption"
              
              
              -
              
              
              -
              
              
              (1,462,726
              )
              
              -
              
              
              -
              
              
              (1,462,726
              )Deferred
                  underwriter’s commission
              
              
              -
              
              
              -
              
              
              (135,000
              )
              
              -
              
              
              -
              
              
              (135,000
              )Comprehensive
                  Gain
              
              
              -
              
              
              -
              
              
              -
              
              
              19,390
              
              
              -
              
              
              19,390Net
                  Income
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              648,254
              
              
              648,254Balance
                  at December 31,2007
              
              
              8,758,333
              
              
              876
              
              
              30,629,855
              
              
              19,390
              
              
              505,454
              
              
              31,155,575Comprehensive
                  Gain
              
              
              -
              
              
              -
              
              
              -
              
              
              (65,800
              )
              
              -
              
              
              (65,800
              )Reclassification
                  for "common stock subject to possible redemption"
              
              
              
              
              
              
              
              
              14,221
              
              
              
              
              
              
              
              
              14,221Net
                  Loss for the nine month period ended September 30, 2008
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (742,684
              )
              
              (742,684
              )Balance
                  at September 30, 2008
              
              
              8,758,333
              
              $
              876
              
              $
              30,644,076
              
              $
              (46,410
              )
              
              (237,231
              )
              $
              30,361,311
  **See
                  accompanying notes to these unaudited condensed financial
                  statements.**
  5
 
 **SHINE
                  MEDIA ACQUISITION CORPORATION****(a
                  development stage company)****STATEMENT
                  OF CASHFLOWS****(Unaudited)**
  **Nine
                  Month Periods ended****September
                  30, 2008**
              
              **September
                  30, 2007**
              
              **For
                  the Period from June 24, 2005 (Inception) to September 30,
                  2008****Cash
                  flow from operating activities**Net
                  income/(loss)
              
              $
              (742,684
              )
              
              662,553
              
              $
              (237,230
              )Adjustments
                  to reconcile net income (loss) to net cash (used in)/operating
                  expenses:Interest
                  earned on funds held in trust
              
              
              5,342
              
              
              (811,458
              )
              
              (1,181,554
              )Amortisation
                  of prepaid insurance cost
              
              
              35,000
              
              
              -
              
              
              70,000Changes
                  in Assets & Liabilities:Increase
                  in accrued offering expenses
              
              
              -
              
              
              (170,672
              )
              
              (88,272
              )Decrease
                  in other receivable
              
              
              3,587
              
              
              (4,229
              )
              
              1,956Increase
                  in Prepaid expenses
              
              
              (12,020
              )
              
              (63,736
              )
              
              (93,256
              )Increase
                  in Accrued expenses
              
              
              241,253
              
              
              313,740
              
              
              880,421**Net
                  cash (used in) by operating activities**
              
              
              (469,520
              )
              
              (73,802
              )
              
              (647,935
              )**Cash
                  flow from investing activities**Payment
                  to trust account
              
              
              -
              
              
              (5,211,000
              )
              
              (39,128,500
              )**Cash
                  flows from financing activities**Proceeds
                  from:Initial
                  sale of common stock
              
              
              -
              
              
              -
              
              
              25,000Private
                  placement
              
              
              -
              
              
              -
              
              
              800,000Public
                  offering
              
              
              -
              
              
              -
              
              
              36,000,000Underwriter's
                  option
              
              
              -
              
              
              -
              
              
              100Underwriter's
                  overallotment
              
              
              -
              
              
              5,400,000
              
              
              5,400,000Management
                  option
              
              
              -
              
              
              3,825
              
              
              3,825Receipts/(payments)
                  from/to stockholder
              
              
              82,952
              
              
              (57,410
              )
              
              80,000Payment
                  of offering costs
              
              
              -
              
              
              (189,000
              )
              
              (2,359,771
              )Payment
                  of interest on notes payable, stockholders
              
              
              
              
              
              -
              
              
              (8,800
              )**Net
                  cash provided by financing activities**
              
              
              82,952
              
              
              5,157,415
              
              
              39,940,354**Net
                  increase/(decrease) in cash & cash
                  equivalents**
              
              
              (386,568
              )
              
              (127,387
              )
              
              163,919**Cash
                  & cash equivalents, beginning balance**
              
              
              550,487
              
              
              773,484
              
              
              -**Cash&
                  cash equivalents, ending balance**
              
              $
              163,919
              
              $
              646,097
              
              $
              163,919**Supplemental
                  disclosures:**Interest
                  paid
              
              $
              -
              
              $
              -
              
              $
              10,447Income
                  tax paid
              
              $
              -
              
              $
              -
              
              $
              -**Supplemental
                  disclosures of non-cash financing activity:**Increase
                  in accrued offering cost
              
              $
              -
              
              $
              -
              
              $
              1,004,829
 
 **See
        accompanying notes to these unaudited condensed financial
        statements.**
 
 6
 
 **SHINE
        MEDIA ACQUISITION CORPORATION**
 (a
        development stage company)
 **NOTES
        TO UNAUDITED FINANCIAL STATEMENTS**
 
 **NOTE
        1 — ORGANIZATION AND PROPOSED BUSINESS OPERATIONS**
  *Nature
        of Operations*
  Shine
        Media Acquisition Corporation (“we”, “us”, “our” or the “Company”) is a blank
        check company organized under the laws of the State of Delaware on June 24,
        2005. We were formed to acquire direct or indirect ownership through a merger,
        capital stock exchange, asset or stock acquisition or other similar business
        combination, or control through contractual arrangements, of one or more
        operating businesses in China.
 
 The
        company has not acquired an entity as of September 30, 2008. The Company
        has
        selected December 31 as its fiscal year end. The Company is considered to
        be in
        the development stage and is subject to the risks associated with activities
        of
        development stage companies.
  The
        balance sheet at September 30, 2008, statement of operations for the three
        month
        periods and nine month periods ended September 30, 2008 and 2007 and for
        the
        period from inception to September 30, 2008, and statement of cash flows
        for the
        nine month periods ended September 30, 2008 and 2007 and for the period from
        inception to September 30, 2008 are unaudited. In the opinion of management,
        all
        adjustments (consisting of normal adjustments) have been made that are necessary
        to present fairly the financial position of the Company as of September 30,
        2008, the results of its operation for the three and nine month periods ended
        September 30, 2008 and 2007 and for the period from inception to September
        30,
        2008, the statement of cash flows for the nine month periods ended September
        30,
        2008 and 2007 and for the period from inception to September 30,
        2008.
 
 Operating
        results for the interim period presented are not necessarily indicative of
        the
        results to be expected for the full year ended December 31, 2008. The condensed
        balance sheet at December 31, 2007 has been derived from the audited financial
        statements.
  The
        accompanying unaudited financial statements should be read in conjunction
        with
        the audited financial statements and notes thereto for the year ended December
        31, 2007. Certain information and footnote disclosures normally included
        in
        financial statements prepared in accordance with accounting principles generally
        accepted in the United States of America have been condensed or omitted pursuant
        to the rules and regulations of the Securities and Exchange Commission (“SEC”).
        The results of the nine month period ended September 30, 2008 are not
        necessarily indicative of the results to be expected for the full fiscal
        year
        ending December 31, 2008.
 
 The
        registration statement for the Company’s initial public offering (the “Public
        Offering”) was declared effective on December 20, 2006.
 
 7
 On
        December 20, 2006, the Company’s officers and directors purchased, individually
        or through entities controlled by them, an aggregate of 133,333 units in
        a
        private placement (the “Private Placement”) at $6.00 per unit for an aggregate
        amount of $800,000.
 
 On
        December 27, 2006, the Company consummated its Public Offering by selling
        6,000,000 Units at a price of $6.00 per Unit to the public. $33,917,500,
        which
        amount is approximately 94.2% of the gross proceeds of the Public Offering
        (or
        $5.65 per unit for each of the public stockholders), was placed in a Trust
        Account (“Trust Account”) at JPMorgan Chase NY Bank, maintained by Continental
        Stock Transfer & Trust Company acting as trustee, and invested until the
        earlier of (i) the consummation of the Company’s first business combination; or
        (ii) the liquidation of the Company. This amount includes $900,000
        of underwriting compensation to be paid to the underwriters, if and only
        if, a business combination is consummated. The liability for this $900,000
        is
        included on the Company's balance sheet under accrued offering costs. The
        placing of funds in the Trust Account may not protect those funds from third
        party claims against the Company. The remaining proceeds may be used to pay
        for
        business, legal and accounting due diligence on prospective acquisitions
        and
        continuing general and administrative expenses.
 
 The
        Company’s management has broad discretion with respect to the specific
        application of the net proceeds of the Public Offering and Private Placement,
        although substantially all of the net proceeds of the Public Offering and
        Private Placement are intended to be generally applied toward consummating
        a
        business combination with one or more operating businesses. As used herein,
        a
“target business” means an operating business in China and a “business
        combination” shall mean the direct or indirect acquisition by the Company of the
        ownership or control of such a target business or businesses. There is no
        assurance that the Company will be able to successfully effect a business
        combination.
 
 The
        Company, after signing a definitive agreement for the acquisition of a target
        business, will submit such transaction for stockholder approval. In the event
        that stockholders owning 20% or more of the Company’s common stock sold in the
        Public Offering (which excludes, for this purpose, those persons who were
        stockholders prior to the Public Offering) vote against the business combination
        and exercise of their conversion rights, the business combination will not
        be
        consummated. All of the Company’s stockholders prior to the Public Offering,
        including all of the officers and directors of the Company (“Pre-IPO
        Stockholders”), have agreed to vote their 1,500,000 founding shares of common
        stock, the 133,333 shares included the units in the Private Placement and
        any
        shares of common stock acquired by them in the aftermarket in accordance
        with
        the vote of the majority in interest of all other stockholders of the Company
        (“Public Stockholders”) with respect to any business combination. After
        consummation of the Company’s first business combination, all of these voting
        safeguards will no longer be applicable.
  With
        respect to the first business combination that is approved and consummated,
        any
        Public Stockholder who votes against the business combination may demand
        that
        the Company convert his or her shares into cash. The per share conversion
        price
        will equal the amount in the Trust Account as of two business days prior
        to the
        date the proposed business combination is to be consummated (net of taxes
        payable), divided by the number of shares of common stock held by Public
        Stockholders at the consummation of the Public Offering. If 20% or more of
        the
        Public Stockholders elect to convert their shares into cash, then the Company
        will not be permitted to go forward with the business combination. Accordingly,
        Public Stockholders holding approximately19.99% of the aggregate number of
        shares sold in the Public Offering may convert their shares in the event
        of a
        business combination.
 
 8
 The
        Company’s fourth amended and restated certificate of incorporation provides for
        mandatory liquidation of the Company, without stockholder approval, in the
        event
        that the Company does not consummate a business combination within 18 months
        from the date of the consummation of the Public Offering, or 24 months from
        the
        consummation of the Public Offering if certain extension criteria have been
        satisfied. These liquidation provisions, which are also contained in the
        agreement governing the Trust Account, cannot be amended without the affirmative
        vote of 100% of the Public Stockholders, and the certificate of incorporation
        cannot be amended without the affirmative vote of 95% of the shares sold
        in the
        Public Offering. In the event of liquidation, it is likely that the per share
        value of the residual assets remaining available for distribution (including
        Trust Account assets) will be less than the initial Public Offering price
        per
        share in the Public Offering (assuming no value is attributed to the Warrants
        contained in the Units sold in the Public Offering discussed in Note
        4).
 
 On
        May 8,
        2008, the Company entered into a Stock Purchase Agreement (“Agreement”) under
        which it will acquire all the ordinary shares of China Greenscape Co., Ltd.
        (“Greenscape”), a company formed under the laws of the British Virgin Islands.
        The principal subsidiary of Greenscape is Jiangsu Sunshine Zoology and Forestry
        Development Co., Ltd. (“JSZF”), a company organized and existing under the laws
        of the Peoples Republic of China (“PRC” or “China”), and wholly owned by
        Greenscape.
 
 As
        of
        September 30, 2008, the acquisition described above has not been consummated.
 
 **NOTE
        2 —** **SUMMARY
        OF SIGNIFICANT ACCOUNTING POLICIES**
  **Use
        of Estimates**
  The
        preparation of financial statements in conformity with generally accepted
        accounting principles in the United States requires management to make estimates
        and assumptions that affect the 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.
  **Development
        Stage Enterprise**
  The
        Company is a development stage enterprise, as defined in Financial Accounting
        Standards Board No. 7. The Company’s planned principal operations have not
        commenced, and, accordingly, no revenue has been derived during this
        period.
  **Cash
        and Cash Equivalents**
  The
        Company considers all liquid investments with a maturity of three months
        or less
        from the date of purchase that are readily convertible into cash to be cash
        equivalents.
 
 9
  **NOTE
        3 — RECENT ACCOUNTING PRONOUNCEMENTS**
  In
        September 2006, FASB issued SFAS 158 ‘Employers’ Accounting for Defined Benefit
        Pension and Other Postretirement Plans—an amendment of FASB Statements No. 87,
        88, 106, and 132(R)’ This Statement improves financial reporting by requiring an
        employer to recognize the over funded or under funded status of a defined
        benefit postretirement plan (other than a multiemployer plan) as an asset
        or
        liability in its statement of financial position and to recognize changes
        in
        that funded status in the year in which the changes occur through comprehensive
        income of a business entity or changes in unrestricted net assets of a
        not-for-profit organization. This Statement also improves financial reporting
        by
        requiring an employer to measure the funded status of a plan as of the date
        of
        its year-end statement of financial position, with limited exceptions. An
        employer with publicly traded equity securities is required to initially
        recognize the funded status of a defined benefit postretirement plan and
        to
        provide the required disclosures as of the end of the fiscal year ending
        after
        December 15, 2006. An employer without publicly traded equity securities
        is
        required to recognize the funded status of a defined benefit postretirement
        plan
        and to provide the required disclosures as of the end of the fiscal year
        ending
        after June 15, 2007. However, an employer without publicly traded equity
        securities is required to disclose the following information in the notes
        to
        financial statements for a fiscal year ending after December 15, 2006, but
        before June 16, 2007, unless it has applied the recognition provisions of
        this
        Statement in preparing those financial statements:
 
 1.
            A
                brief description of the provisions of this Statement 2.
            The
                date that adoption is required 3.
            The
                date the employer plans to adopt the recognition provisions of this
                Statement, if earlier. 
 The
        requirement to measure plan assets and benefit obligations as of the date
        of the
        employer’s fiscal year-end statement of financial position is effective for
        fiscal years ending after December 15, 2008. Management is currently evaluating
        the effect of this pronouncement on the consolidated financial
        statements.
 
 In
        February 2007, FASB issued FASB Statement No. 159, “The Fair Value Option for
        Financial Assets and Financial Liabilities”. FAS 159 is effective for fiscal
        years beginning after November 15, 2007. Early adoption is permitted subject
        to
        specific requirements outlined in the new statement. Therefore, calendar-year
        companies may be able to adopt FAS 159 for their first quarter 2007 financial
        statements. The new statement allows entities to choose, at specified election
        dates, to measure eligible financial assets and liabilities at fair value
        that
        are not otherwise required to be measured at fair value. If a company elects
        the
        fair value option for an eligible item, changes in that item's fair value
        in
        subsequent reporting periods must be recognized in current earnings. FAS
        159
        also establishes presentation and disclosure requirements designed to draw
        comparison between entities that elect different measurement attributes for
        similar assets and liabilities. Management is currently evaluating the effect
        of
        this pronouncement on the consolidated financial statements.
 
 In
        December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in
        Consolidated Financial Statements”. This Statement amends ARB 51 to establish
        accounting and reporting standards for the noncontrolling (minority) interest
        in
        a subsidiary and for the deconsolidation of a subsidiary. It clarifies that
        a
        noncontrolling interest in a subsidiary is an ownership interest in the
        consolidated entity that should be reported as equity in the consolidated
        financial statements. SFAS No. 160 is effective for the Company’s fiscal year
        beginning October 1, 2009. Management is currently evaluating the effect
        of this
        pronouncement on the financial statements.
 
 10
 In
        December 2007, the FASB issued SFAS No. 141(R), “Business Combinations”. This
        Statement replaces SFAS No. 141, Business Combinations. This Statement retains
        the fundamental requirements in Statement 141 that the acquisition method
        of
        accounting (which Statement 141 called the purchase method) be used for all
        business combinations and for an acquirer to be identified for each business
        combination. This Statement also establishes principles and requirements
        for how
        the acquirer: a) recognizes and measures in its financial statements the
        identifiable assets acquired, the liabilities assumed, and any non-controlling
        interest in the acquiree; b) recognizes and measures the goodwill acquired
        in
        the business combination or a gain from a bargain purchase and c) determines
        what information to disclose to enable users of the financial statements
        to
        evaluate the nature and financial effects of the business combination. SFAS
        No.
        141(R) will apply prospectively to business combinations for which the
        acquisition date is on or after Company’s fiscal year beginning October 1, 2009.
        While the Company has not yet evaluated this statement for the impact, if
        any,
        that SFAS No. 141(R) will have on its financial statements, the Company will
        be
        required to expense costs related to any acquisitions after September 30,
        2009.
 
 In
        March,
        2008, the FASB issued FASB Statement No. 161, “Disclosures about Derivative
        Instruments and Hedging Activities”. The new standard is intended to improve
        financial reporting about derivative instruments and hedging activities by
        requiring enhanced disclosures to enable investors to better understand their
        effects on an entity’s financial position, financial performance, and cash
        flows. It is effective for financial statements issued for fiscal years and
        interim periods beginning after November 15, 2008, with early application
        encouraged. The new standard also improves transparency about the location
        and
        amounts of derivative instruments in an entity’s financial statements; how
        derivative instruments and related hedged items are accounted for under
        Statement 133; and how derivative instruments and related hedged items affect
        its financial position, financial performance, and cash flows. FASB Statement
        No. 161 achieves these improvements by requiring disclosure of the fair values
        of derivative instruments and their gains and losses in a tabular format.
        It
        also provides more information about an entity’s liquidity by requiring
        disclosure of derivative features that are credit risk-related. Finally,
        it
        requires cross-referencing within footnotes to enable financial statement
        users
        to locate important. Based on current conditions, the Company does not expect
        the adoption of SFAS 161 to have a significant impact on its results of
        operations or financial position.
 
 In
        May of
        2008, FSAB issued SFASB No.162, The Hierarchy of Generally Accepted Accounting
        Principles. The pronouncement mandates the GAAP hierarchy reside in the
        accounting literature as opposed to the audit literature. This has the practical
        impact of elevating FASB Statements of Financial Accounting Concepts in the
        GAAP
        hierarchy. This pronouncement will become effective 60 days following SEC
        approval. The company does not believe this pronouncement will impact its
        financial statements.
 
 In
        May of
        2008, FASB issued SFASB No. 163, Accounting for Financial Guarantee Insurance
        Contracts-an interpretation of FASB Statement No. 60. The scope of the statement
        is limited to financial guarantee insurance (and reinsurance) contracts.
        The
        pronouncement is effective for fiscal years beginning after December 31,
        2008.
        The company does not believe this pronouncement will impact its financial
        statements.
 
 11
 
 **NOTE
        4 — OFFERING AND PRIVATE PLACEMENT**
 
 On
        December 20, 2006, the Company’s officers and directors purchased, individually
        or through entities controlled by them, an aggregate of 133,333 units in
        the
        Private Placement at $6.00 per unit for an aggregate amount of
        $800,000.
 
 On
        December 27, 2006, the Company consummated its Public Offering by selling
        6,000,000 Units at a price of $6.00 per Unit to the public. Each Unit consists
        of one share of the Company’s common stock, $.0001 par value, and two Redeemable
        Common Stock Purchase Warrants (“Warrants”). Each Warrant will entitle the
        holder to purchase from the Company one share of common stock at an exercise
        price of $5.00 commencing the later of the completion of a business combination
        with a target business or December 20, 2007 and expiring December 20, 2010.
        An
        additional 900,000 units may be issued on exercise of a 45-day option granted
        to
        the underwriters to cover any over-allotments. After the Warrants become
        exercisable, the Warrants will be redeemable by the Company at a price of
        $.01
        per Warrant upon 30 days notice, but only in the event that the last sale
        price
        of the common stock is at least $8.50 per share for any 20 trading days within
        a
        30 trading day period ending on the third day before the Company sends the
        notice of redemption.
 
 On
        January 25, 2007, the Company consummated the sale of 900,000 units pursuant
        to
        the exercise of the over-allotment option the Company granted to the
        underwriters of the Company’s initial public offering. The units were sold at an
        offering price of $6.00 per unit, generating aggregate gross proceeds of
        $5,400,000. After deducting the underwriting discounts and commissions,
        $5,211,000 was deposited into the trust account, which includes $135,000
        of
        deferred underwriting compensation that will be paid to underwriters if a
        business combination is consummated.
 
 All
        of
        the Company’s stockholders prior to the Public Offering waived their right to
        liquidation distributions with respect to the shares of common stock owned
        by
        them prior to the Public Offering, including the shares of common stock included
        in the units sold in the private placement. Accordingly, in the event of
        liquidation, the amount in the Trust Account will be distributed to the holders
        of the shares sold in the Public Offering.
 
 **NOTE
        5 - CASH IN TRUST**
 
 On
        December 20 and December 27, 2006, the Company consummated the Private Placement
        and Public Offering of 133,333 units and 6,000,000 units, respectively. The
        net
        proceeds to us from the Public Offering and the Private Placement were
        $33,617,500. Of this amount, $600,000 was released to us to be used to provide
        for business, legal and accounting due diligence on prospective business
        combinations and continuing operating expenses, and the remaining balance
        of
        $33,017,500 was deposited into a Trust Account.
 
 On
        January 25, 2007, the Company consummated the sale of 900,000 units pursuant
        to
        the exercise by the underwriters of the over-allotment option the Company
        granted to the underwriters in the Company’s Public Offering. After deducting
        the underwriting discounts and commissions, $5,211,000 was deposited into
        the
        Trust Account.
 
 On
        December 28, 2006, the Company purchased $34,766,000 of a US Treasury Bill
        (T-Bill) which was due on June 28, 2007 which paid interest at an annualized
        interest rate of 4.83%. The total cost was $33,917,089. On January 25, 2007,
        $5,211,000 was used to purchase the same US T-Bill which paid interest at
        an
        annualized interest rate of 4.91%. On June 28, 2007, the balance of the Trust
        Account was $40,089,063 which included interest income from the US T-Bill
        that
        matured on June 28, 2007. On June 28, 2007, the Company withdrew $600,000
        from
        the Trust Account for business, legal and accounting due diligence expenses
        on
        prospective business combinations and continuing operating expenses. After
        deducting $600,000 for working capital, $39,488,432 was reinvested for 3
        months
        in a US T-Bill at an annualized interest rate of 4.60%. On September 28,
        2007,
        the Company reinvested $39,953,218 to purchase a 3 month US T-Bill at an
        annualized interest rate of 3.67%. On December 28, 2007, the Company reinvested
        $40,314,411 to purchase a 3 month US T-Bill at an annualized interest rate
        of
        3.22%. On March 27, 2008, the Company reinvested $40,919,000 to purchase
        a 6
        month US T-Bill at an annualized interest rate of 1.378%. On August 15, 2008,
        the Company paid federal income tax on interest income earned from the Trust
        Account amounting to $607,595. This payment was paid from funds released
        from
        the Trust Account. On September 25, 2008, the Company reinvested $40,309,422,
        to
        purchase a 2 month US T-Bill at an annualized interest rate of
        0.053%.
  As
        of September 30, 2008, the balance of Trust
        Account was $40,263,643.
 12
  **NOTE
        6 — PREPAID**
 
 In
        January 2007, the Company signed a Directors and Officers liability insurance
        contract which covers 18 months from December 20, 2006 to June 20, 2008.
        The
        total value of the contract is $105,000 and was paid in full in January 2007.
        This expense must be amortized within 18 months. As of September 30, 2008,
        the
        entire expense has been amortized and the net balance was zero.
 
 The
        Company prepaid $10,000 to its printer to cover the costs of SEC fillings
        and
        printing expenses related to the SEC filings. As of September 30, 2008, the
        balance was $7,703.
  The
        Company also prepaid $7,718 to directors and officers as traveling and
        accommodation expenses.
 
 **NOTE
        7 - NOTE PAYABLE- RELATED PARTY**
 
 On
        August
        15, 2008, the Company signed promissory note liability contracts of $20,000
        each
        with five stockholders. The principal amount together with accrued interest
        at
        rate of 8.5% annually will be repayable on the date which the Company
        consummates an acquisition that permits the release of the Trust Fund. As
        of Spetember 30, 2008, the Company had received $80,000 in total. The Company
        recorded $567 as interest on the above notes for the three and nine month
        periods ended September 30, 2008.
 
 **NOTE
        8 - ACCRUED EXPENSES & OTHER PAYABLE**
 
 As
        of
        September 30, 2008, accrued expenses comprised of the following:.
 
 Legal
                  & professional
              
              $
              605,069Accrued
                  administrative expenses
              
              
              30,000Accrued
                  consulting fee
              
              
              30,601Accrued
                  tax
              
              
              147,042Accrued
                  interest
              
              
              567Other
                  payable
              
              
              58,342Balance
                  as of September 30, 2008
              
              
              871,621
 
 13
 
 **NOTE
        9 — STOCKHOLDERS’ EQUITY**
 
 In
        connection with the Public Offering, the Company paid an underwriting discount
        of 3.5% of the gross offering proceeds and a nonaccountable expense allowance
        of
        1.0% of the gross offering proceeds, to the underwriters at the closing of
        the
        Public Offering. The underwriters have agreed to defer additional underwriting
        fees (inclusive of interest, net of taxes payable) equal to 2.5% of the gross
        proceeds of the offering, or approximately $900,000 (assuming no exercise
        of the
        over-allotment option), until the consummation of the initial business
        combination. On January 25, 2007, the Company consummated the sale of 900,000
        units pursuant to the exercise of the over-allotment option the Company granted
        to the underwriters of the Company’s initial public offering. The underwriters
        also agreed to deposit $135,000 of deferred underwriting compensation into
        the
        trust account. Upon the consummation of the initial business combination,
        the
        Company will pay such deferred fees held in trust at JPMorgan Chase NY Bank,
        maintained by Continental Stock Transfer & Trust Company acting as trustee,
        and that amount will not be available for use to acquire an operating business.
        In the event that a business combination is not consummated within the required
        time period, that amount will be included in the distribution to the public
        stockholders of the proceeds held in trust.
 
 On
        December 27, 2006, the Company sold to Merriman Curhan Ford & Co., the
        representative of the underwriters, for $100, a previously granted option
        to
        purchase up to a total of 360,000 units. This option is exercisable at $7.50
        per
        unit commencing on the later of the consummation of a business combination
        and
        one year from the date of our prospectus and expiring 4 years from the date
        of
        our prospectus. This option also contains a cashless exercise feature that
        allows the holder or holders of the option to receive units on a net exercise
        basis. The units issuable upon exercise of this option are identical to those
        issued in our public offering except that the warrants included in the option
        have an exercise price of $6.25 (125% of the exercise price of the warrants
        included in the units sold in the offering). The option and the 360,000 units,
        the 360,000 shares of common stock and the 720,000 warrants underlying such
        units, and the 720,000 shares of common stock underlying such warrants, have
        been deemed compensation by the National Association of Securities Dealers
        (“NASD”) and are therefore subject to lock-up under Rule 2710(g)(1) of the NASD
        Conduct Rules, pursuant to which the option may not be sold, transferred,
        assigned, pledged or hypothecated for a period of 180 days following the
        date of
        our prospectus. However, the option may be transferred to any underwriter
        and
        selected dealer participating in the offering and their bona fide officers
        or
        partners.
  The
        Company accounts for the fair value of the option, inclusive of the receipt
        of
        the $100 cash payment, as an expense of the offering resulting in a charge
        directly to stockholders’ equity and a credit to paid-in capital, and,
        accordingly, there will be no net impact on its financial position or results
        of
        operations, except for recording the receipt of the $100 payment at the time
        of
        the sale of the option. The Company estimated that the fair value of this
        option
        is $452,921 using the Black-Scholes option-pricing model. The fair value
        of the
        option is estimated using the following assumptions: (1) expected volatility
        of
        28.0%, (2) a risk-free interest rate of 4.92%, and (3) a contractual life
        of
        four years. However, because the units do not have a trading history, the
        expected volatility is based on information currently available to management.
        The expected volatility was derived by analyzing the volatility over a four-year
        period for the stock prices of selected companies listed in the USX China
        Index,
        a modified market capitalization average index comprised of U.S. exchange
        listed
        securities of companies which derive a majority of their revenues within
        China
        and taking the simple average of such volatilities. The assumption of a
        contractual life of four years is based on the maximum term during which
        the
        option may be exercisable, and during which the option may be sold, assigned,
        pledged or hypothecated, other than to any underwriter and selected dealer
        participating in the offering and their bona fide officers or partners. Although
        an expected life of four years was used in the calculation of the fair value
        of
        the option, if the Company does not consummate a business combination within
        the
        prescribed time period and we liquidate, the option will become
        worthless.
  14
 On
        April
        27, 2006 the Company granted options to its founding shareholders and directors
        to maintain their ownership of 20% of the outstanding shares (including the
        shares purchased in the private placement) after the Public Offering in the
        event that the underwriters exercised their over allotment option. Such options
        had an exercise price of $0.017 per share and vested upon the exercise of
        the
        over-allotment options given to the underwriters in the Public Offering.
        On
        January 25, 2007, the over-allotment option was fully exercised by the
        underwriters. Thereafter, the Pre-IPO Stockholders elected to fully exercise
        their options. The Company issued 225,000 shares of common stock to those
        Pre-IPO Stockholders and received net proceeds of $3,825.
 
 As
        of
        September 30, 2008, the Company had authorized 89,000,000 shares of common
        stock, par value $0.0001 per share. Number of shares issued and outstanding
        was
        8,758,333. Number of warrants issued and outstanding was
        12,066,026.
  Number
                  of Warrants
              
              Weighted
                AverageExercise
                  Price
              
              Aggregate
                IntrinsicValueOutstanding
                  December 31, 2007
              
              
              11,158,358
              
              $
              5.00
              
              $
              5,244,429Issued
                  during the period
              
              
              -
              
              
              -
              
              
              -Units
                  converted during the period
              
              
              907,668
              
              
              5.00Expired
              
              
              -
              
              
              -
              
              
              -Exercised
              
              
              -
              
              
              -
              
              
              -Outstanding
                  September 30, 2008
              
              
              12,066,026
              
              $
              5.00
              
              $
              6,636,314
 
 Following
        is a summary of the status of warrants outstanding at September 30,
        2008:
 
 Exercise
                  Price
              
              
              Total
                  Warrants Outstanding
              
              
              Weighted
                  Average Remaining Life (Years)
              
              
              Weighted
                  Average Exercise Price
              
              
              Warrants
                Exercisable
              
              
              Weighted
                  Average Exercise Price of Exercisable Warrants$5.00
              
              
              
              12,066,026
              
              
              
              2.22
              
              
              $
              5.00
              
              
              
              12,066,026
              
              
              $
              5.00
 
 On
        December 27, 2006, the Company consummated its Public Offering by selling
        6,000,000 Units at a price of $6.00 per Unit to the public. Each ‘Unit’
comprises of 1 share of common stock and two warrants. During the quarter
        ended
        September 30, 2008, 907,668 warrants were converted and the balance outstanding
        is 12,066,026.
 
 15
 **NOTE
        10 — COMMON STOCK RESERVED FOR ISSUANCE**
  At
        September 30, 2008, 15,146,666 shares of common stock were reserved for issuance
        upon exercise of options and warrants.
  **NOTE
        11 — PREFERRED STOCK**
 
 The
        Company is authorized to issue 1,000,000 shares of preferred stock with such
        designations, voting and other rights and preferences, as may be determined
        from
        time to time by the Board of Directors.
 
 **NOTE
        12 — COMMITMENTS**
  Subsequent
        to December 20, 2006, the effective day of our Public Offering, the Company
        agreed to pay to Shine Media Group Limited, an affiliate of David Y. Chen,
        the
        Company’s Chief Executive Officer and President, an aggregate of $10,000 a month
        for 24 months for office space in Shanghai as well as certain administrative,
        technology and secretarial services and expenses.
 
 
 **NOTE
        13 -— INCOME TAXES**
  The
        Company utilizes SFAS No. 109, “Accounting for Income Taxes”, which requires the
        recognition of deferred tax assets and liabilities for the expected future
        tax
        consequences of events that have been included in the financial statements
        or
        tax returns. Under this method, deferred income taxes are recognized for
        the tax
        consequences in future years of differences between the tax bases of assets
        and
        liabilities and their financial reporting amounts at each period end based
        on
        enacted tax laws and statutory tax rates applicable to the periods in which
        the
        differences are expected to affect taxable income. Valuation allowances are
        established, when necessary, to reduce deferred tax assets to the amount
        expected to be realized.
 
 The
        following is the detail of income tax expense:
 
 09/30/
                  2008
              
              U.S.
              
              State
              
              TotalCurrent
              
              $
              (252,510
              )
              $
              -
              
              $
              (252,510
              )Deferred
              
              
              252,510
              
              
              -
              
              
              252,510Total
              
              $
              -
              
              $
              -
              
              $
              -
  09/30/2007
              
              U.S.
              
              State
              
              TotalCurrent
              
              $
              407,489
              
              $
              0
              
              $
              407,489Deferred
              
              
              -
              
              
              -
              
              
              -Total
              
              $
              407,489
              
              $
              0
              
              $
              407,489
  Reconciliation
        of the differences between the statutory U.S. Federal income tax rate and
        the
        effective rate is as follows:
  16
 
 09/30/2008
              
              09/30/2007US
                  statutory tax rate
              
              
              (34
              )%
              
              34
              %Temporary
                  differences
              
              
              34
              
              
              4Effective
                  rate
              
              
              0
              %
              
              38
              %
  The
        following table summarizes the significant components of our deferred tax
        asset
        at September 30, 2008 and December 31 2007:
  September
                  30, 2008
              
              Dec
                  31, 2007Deferred
                  tax assetDeferred
                  tax carry forward
              
              $
              80,659
              
              $
              -Valuation
                  allowance
              
              $
              (80,659
              )
              $
              -Net
                  deferred tax asset
              
              $
              -
              
              $
              -
  We
        recorded an allowance of 100% for its net operating loss carry forward due
        to
        the uncertainty of its realization.
  
 **NOTE
        14 -— STOCK PURCHASE AGREEMENT**
 
 On
        May 8,
        2008, the Company entered into a Stock Purchase Agreement (“Agreement”) under
        which it will acquire all the ordinary shares of China Greenscape Co., Ltd.
        (“Greenscape”), a company formed under the laws of the British Virgin Islands.
        The principal subsidiary of Greenscape is Jiangsu Sunshine Zoology and Forestry
        Development Co., Ltd. (“JSZF”), a company organized and existing under the laws
        of the Peoples Republic of China (“PRC” or “China”), and wholly owned by
        Greenscape.
  For
        the
        acquisition of Greenscape to be completed, the Company will reincorporate
        and
        move its domicile from Delaware to the British Virgin Islands, via a
        redomestication merger with and into its wholly owned subsidiary, Green China
        Resources, Inc. (“Resources”), a company formed under the laws of the British
        Virgin Islands. Resources was formed for the purpose of the redomestication
        merger and immediate subsequent acquisition of Greenscape. Immediately following
        the closing of the transactions described herein, Resources will take steps
        to
        acquire all the outstanding equity of Greenscape in exchange for equity and
        debt
        securities of Resources. The outstanding warrants of Shine will be assumed
        by
        Resources. Resources will continue as a publicly traded company.
 
 In
        addition to the ordinary common shares of Greenscape which are outstanding,
        Greenscape has outstanding two classes of preferred stock issued to investors
        in
        two private placements from which it raised approximately US$31,000,000 in
        working capital in 2007 and early 2008. Resources plans to take steps to
        acquire
        these outstanding shares after consummation of the acquisition of Greenscape
        (“Business Combination”).
 
 Under
        the
        terms of the Agreement, immediately after the closing date, Shine will merge
        with and into Resources, with Resources being the surviving and continuing
        company, under British Virgin Islands law. Each outstanding share of common
        stock of Shine will be exchanged for one ordinary share of Resources, each
        outstanding warrant to purchase shares of common stock of Shine will be assumed
        by Resources by operation of law, and will be exercisable on the same terms
        for
        one ordinary share of Resources. Resources will acquire all the outstanding
        ordinary shares of Greenscape (“Share Transfer”), and the outstanding Class B
        and Class D preferred will be contributed to capital and cancelled, and any
        outstanding options and warrants will be terminated and Resources, when
        permitted by securities laws, will seek to acquire all the outstanding Class
        A
        and Class C preferred stock of Greenscape.
 
 17
 Immediately
        after the transaction, all the ordinary shares of Resources will be held
        by the
        former stockholders of Shine and the former shareholders of Greenscape,
        Resources will be a publicly reporting company, registered under the United
        States federal securities laws.
 
 For
        accounting purposes, this transaction will be accounted for as a reverse
        merger,
        since the stockholders of China Greenscape will own a majority of the issued
        and
        outstanding shares of common stock of Shine Media, and the directors and
        executive officers of China Greenscape will become the directors and executive
        officers of Shine Media. This acquisition will be accounted for at historical
        cost in a manner similar to that in pooling of interests method since after
        the
        acquisition, the former shareholders of China Greenscape will acquire majority
        of the outstanding shares of the Company. The historical financial statements
        will be those of China Greenscape.
 
 As
        of
        September 30, 2008, the acquisition described above has not been consummated.
 
 **NOTE
        15- RESTATEMENT**
 
 Subsequent
        to the issuance of the Company's financial statements for the year ended
        December 31, 2007, the Company determined that certain transactions and
        presentation in the financial statements had not been accounted for properly
        in
        the Company's financial statements. Specifically, the common stock subject
        to
        possible redemption was not accounted properly. The Company decided to restate
        the financial statements for the year ended December 31, 2007 to give effect
        to
        the changes.
 
 The
        effect of the restatements is as follows:
  **CONSOLIDATED
                  BALANCE SHEET**Reported
              
              Restated2007
              
              2007Common
                  stock subject to possible redemption-1,379,310 shares at redemption
                  value
              
              $
              6,182,624
              
              $
              8,062,924Paid-in
                  capital in excess of par
              
              
              32,510,155
              
              
              30,629,855Total
                  stockholders’ equity
              
              $
              33,035,875
              
              $
              31,155,575
 
 
 18
  **ITEM
        2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
        OPERATIONS**
  **Forward
        Looking Statements**
  This
        Quarterly Report on Form 10-Q includes forward-looking statements within
        the
        meaning of Section 27A of the Securities Act of 1933, as amended, and Section
        21E of the Securities Exchange Act of 1934, as amended. We have based these
        forward-looking statements on our current expectations and projections about
        future events. These forward-looking statements are subject to known and
        unknown
        risks, uncertainties and assumptions about us that may cause our actual results,
        levels of activity, performance or achievements to be materially different
        from
        any future results, levels of activity, performance or achievements expressed
        or
        implied by such forward-looking statements. In some cases, you can identify
        forward-looking statements by terminology such as “may,” “should,” “could,”
“would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or
        the negative of such terms or other similar expressions. Factors that might
        cause or contribute to such a discrepancy include, but are not limited to,
        those
        described under Item 1A “Risk Factors” in our Annual Report on Form 10-K and in
        our other Securities and Exchange Commission filings. The following discussion
        should be read in conjunction with our Financial Statements and related Notes
        thereto included elsewhere in this report.
  **Overview**
  We
        are
        blank check company organized under the laws of the State of Delaware on
        June
        24, 2005. We were formed to acquire direct or indirect ownership through
        a
        merger, capital stock exchange, asset or stock acquisition or other similar
        business combination, or control through contractual arrangements, of one
        or
        more operating businesses in China. Our original intention was to seek an
        acquisition opportunity within the media and advertising industry in China.
        We
        broadened our search for an appropriate business acquisition opportunity.
        On May
        8, 2008, we entered into a Stock Purchase Agreement (“Agreement”) under which we
        will acquire all the ordinary shares of China Greenscape Co., Ltd.
        (“Greenscape”), a company formed under the laws of the British Virgin Islands.
        The principal subsidiary of Greenscape is Jiangsu Sunshine Zoology and Forestry
        Development Co., Ltd. (“JSZF”), a company organized and existing under the laws
        of the Peoples Republic of China (“PRC” or “China”), and wholly owned by
        Greenscape. As of September 30, 2008, this acquisition has not been consummated
        and there can be no assurances that it will be consummated. Our certificate
        of
        incorporation does not require us to seek a business combination within any
        specific industry; therefore we believe we are permitted under its terms
        to
        expand our search to industries outside the media and advertising industries
        and
        ultimately to conclude an acquisition in another industry.
 
 Our
        initial business combination must be with one or more operating businesses
        whose
        fair market value, collectively, is equal to at least 80% of our net assets
        at
        the time of such acquisition. This business combination may be accomplished
        by
        identifying and acquiring a single business or multiple operating businesses
        contemporaneously.
 
 We
        intend
        to utilize cash derived from the proceeds of our Public Offering, our capital
        stock, debt or a combination of cash, capital stock and debt, in effecting
        a
        business combination.
 
 19
 
 There
        is
        no legal or contractual limitation on our ability to raise funds privately
        or
        through loans that would allow us to acquire a company or companies with
        a fair
        market value in excess of 80% of our net assets at the time of the acquisition;
        however, we have no current plans or agreements to enter into any such financing
        arrangements. We may acquire less than a 100% interest (but will not acquire
        less than a controlling interest) in one or more target businesses for our
        initial business combination, in which case the aggregate fair market value
        of
        the interest or interests we acquire must equal at least 80% of our net assets
        at the time of such acquisition. The fair market value of an interest in
        a
        target business will be calculated based on the fair market value of the
        portion
        of the business we acquire and not on the fair market value of the business
        as a
        whole.
  **Critical
        Accounting Policies**
  The
        preparation of financial statements in conformity with accounting principles
        generally accepted in the United States of America requires management to
        make
        estimates and assumptions that affect the reported amounts of assets and
        liabilities at the date of the financial statements and the reported amounts
        of
        expenses during the reporting period. Actual results could differ from those
        estimates.
 
 Management
        does not believe that any recently issued, but not yet effective, accounting
        standards if currently adopted would have a material effect on the accompanying
        financial statements.
  **Results
        of Operations for the Nine Month Periods Ended** **September
        30, 2008** **and** **September** **30, 2007**
  For
        the nine month period ended September
        30, 2008 ,
        we earned interest income of $602,272. For the same period ended September
        30, 2007 ,
        our interest income was $ 1,413,019 . The
        interest income was mostly generated by the funds in the Trust Account into
        which the proceeds of our initial public offering (including over-allotment
        proceeds), the December 2007 private placement and the exercise of the
        over-allotment option were deposited. Such income may only be released from
        the
        Trust Account to be used to pay the taxes thereon, and up to $600,000 of
        such
        income, subject to the tax obligations, may be released for use in connection
        with the identification and consummation of a business combination. This
        amount
        of $600,000 was released to the Company on June 28, 2007.
 
 Our
        operating expenses during the nine month period ended September
        30, 2008 were
        $1,344,956 of which $701,479 was for professional fees, $ 164,901 was for franchise tax and $478,576  was
        for other operating costs. For the comparative period of 2007, we paid
        $ 42,178 for professional fees and $63,164 for franchise taxes and $237,635 for other
        operating costs.
 
 The
        professional fee and other operating costs incurred during the nine months
        ended September 30, 2008 were maintain a public listing company and to complete the acquisition
        of an operating business .
 
 We
        had a net loss of $742,684 for the nine month periods ended September
        30, 2008 as compared to a net gain of $ 662,553 during
        the same period of 2007.
 
 20
 
 **Results
        of Operations for the Three Month Periods Ended September 30, 2008** **and** **September** **30, 2007**
  For
        the three month periods ended September 30, 2008, we earned interest income
        of
        $ 276,995 .
        For the same periods ended September 30, 2007, our interest income was
        $ 464,845 .
        Most of our interest income was earned on funds held in the Trust Account.
 
 Our
        operating expenses during the three month period were $715,026, of which
        $363,252 was for professional fees, $ 56,993 was for franchise taxes and $294,781 was for other operating costs. For the
        comparative period of 2007, we had operating costs of $ 128,456 .
        This includes professional fees of $ 11,404, franchise taxes of $ 20,500 and
        other operating costs of $96,552.
 
 We
        had a net loss of $438,031 for the three month period ended September 30,
        2008
        as compared to a net gain of $ 178,342 during the same period of 2007.
 
 **Liquidity
        and Capital Resources**
 
 In
        the
        initial public offering consummated on December 27, 2006 and private placement
        consummated on December 20, 2006, including the over-allotment option
        consummated on January 25, 2007, we sold a total of 7,033,333 units, for
        aggregate gross proceeds of $42,199,998. Each unit consisted of one share
        of
        common stock and two warrants. The net proceeds from the sale of these
        units were approximately $38,828,500. The aggregate offering expenses were
        approximately $3,371,498. From the net proceeds of the initial public offering
        and private placement (and not the over-allotment option), $600,000 was released
        to the Company to be used to provide for business, legal and accounting due
        diligence on prospective business combinations and continuing operating expenses
        of the Company until the consummation of a business combination, if any.
        From
        the amount placed on deposit in the Trust Account, upon consummation of a
        business combination, if any, we will pay to Merriman Curhan Ford & Co., the
        underwriter of the initial public offering, an aggregate of deferred commissions
        in the amount of $1,035,000. Of the net proceeds from the initial public
        offering (including the over-allotment) and the private placement, we deposited
        $38,228,500 in the Trust Account for use in connection with the acquisition
        of
        an operating business. The interest earned on the amount deposited in the
        Trust
        Account is available to the Company to pay the income taxes on the earned
        income, and under the terms of the agreement for the Trust Account $600,000
        was
        released for other permitted expenses in connection with the consummation
        of the
        business plan.
 
 We
        will
        use substantially all of the net proceeds of our initial public offering
        and
        December 2006 private placement to acquire one or more operating businesses,
        including identifying and evaluating prospective acquisition candidates,
        selecting the target business, and structuring, negotiating and consummating
        the
        business combination. To the extent that our capital stock is used in whole
        or
        in part as consideration to effect a business combination, the proceeds held
        in
        the Trust Account as well as any other net proceeds not expended may be used
        to
        finance the operations of the target business or target businesses, to pay
        finders fees or other expenses contingent on consummating a business
        combination, or for further acquisitions.
 
 On
        December 28, 2006, the Company purchased $34,766,000 of a US Treasury Bill
        (T-Bill) which was due on June 28, 2007 which paid interest at an annualized
        interest rate of 4.83%. The total cost was $33,917,089. On January 25, 2007,
        $5,211,000 was used to purchase the same US T-Bill which paid interest at
        an
        annualized interest rate of 4.91%. On June 28, 2007, the balance of Trust
        Account was $40,089,063 which includes interest income from the US T-Bills
        that
        matured on June 28, 2007. On June 28, 2007, the Company withdrew $600,000
        from
        the Trust Account for business, legal and accounting due diligence expenses
        on
        prospective business combinations and continuing operating expenses. After
        deducting $600,000 for working capital, $39,488,432 was reinvested for 3
        months
        in a US T-Bill at an annualized interest rate of 4.60%. On September 28,
        2007,
        the Company reinvested $39,953,218 to purchase a 3 month US T-Bill at an
        annualized interest rate of 3.67%. On December 28, 2007, the Company reinvested
        $40,314,411.17 to purchase a 3 month US T-Bill at an annualized interest
        rate of
        3.22%. On March 27, 2008, the Company reinvested $40,919,000 to purchase
        a 6
        month US T-Bill at an annualized interest rate of 1.378%. On September 25,
        2008,
        the Company reinvested $40,309,422, to purchase a 2 month US T-Bill at an
        annualized interest rate of 0.053%.
 
 21
 Since
        December 20, 2006, the Company has paid to Shine Media Group Limited, an
        affiliate of David Y. Chen, our chief executive officer and president, an
        aggregate monthly fee of $10,000 for certain administrative, technology and
        secretarial services, as well as the use of certain limited office space
        in
        Shanghai. On July 12, 2005, Jean Chalopin, one of our board members, and
        Kilmer
        International Investments Limited, a wholly-owned entity of Robert Hersov,
        one
        of our board members, advanced to us a total of $170,000 to cover expenses
        related to the Public Offering. In connection with these loans, we issued
        notes
        to each of Mr. Chalopin and Kilmer International Investments Limited. These
        notes were payable with a 4% annual interest and were repaid out of the proceeds
        of our Public Offering. On August 9, 2006, Richard Chang, our non-executive
        chairman, David Y. Chen, our chief executive officer and director, and Hock
        S.
        Ong and Estelle Lau, each one of our executive officers, advanced to us an
        aggregate of $40,000 to cover additional expenses related to our Public
        Offering. These notes and the accrued interest thereon were repaid out of
        the
        proceeds of our Public Offering.
 
 We
        sold
        Merriman Curhan Ford & Co., the representative of the underwriters, for
        $100, an option to purchase up to a total of 360,000 Units. The Units issuable
        upon exercise of this option are identical to those issued in our public
        offering except that the warrants included in the option have an exercise
        price
        of $6.25 (125% of the exercise price of the warrants included in the units
        sold
        in the Public Offering). This option will also contain a cashless exercise
        feature that allows the holders of the option to use the appreciated value
        of
        the option to exercise the option without paying cash.
 
 From
        inception through September 30, 2008, we earned net interest income of
        $2,341,288, most of which was earned on funds held in the Trust Account since
        the Public Offering.
 
 We
        believe we will have sufficient available funds outside of the Trust Account
        to
        operate through the whole year. We do not believe we will need to raise
        additional funds in order to meet the expenditures required for operating
        our
        business prior to consummation of a business transaction. However, we may
        need
        to raise additional funds through a private offering of debt or equity
        securities if such funds are required to consummate a business combination
        that
        is presented to us. We would only consummate such a financing simultaneously
        with the consummation of a business combination.
 
 22
 
 **Off-Balance
        Sheet Arrangements**
  We
        have
        never entered into any off-balance sheet financing arrangements and have
        never
        established any special purpose entities. We have not guaranteed any debt
        or
        commitments of other entities or entered into any options on non-financial
        assets.
  **Contractual
        Obligations**
  We
        do not
        have any long term debt, capital lease obligations, operating lease obligations,
        purchase obligations or other long term liabilities.
 
 
 **ITEM
        3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
        RISK**
  Market
        risk is the sensitivity of income to changes in interest rates, foreign
        exchanges, commodity prices, equity prices, and other market-driven rates
        or
        prices. We are not presently engaged in and, if a suitable business target
        is
        not identified by us prior to the prescribed liquidation date of the Trust
        Account, we may not engage in, any substantive commercial business. Accordingly,
        we are not and, until such time as we consummate a business combination,
        we will
        not be, exposed to risks associated with foreign exchange rates, commodity
        prices, equity prices or other market-driven rates or prices. The net proceeds
        of our Public Offering held in the Trust Account have been invested only
        in
        money market funds meeting certain conditions under Rule 2a-7 promulgated
        under
        the Investment Company Act of 1940. Given our limited risk in our exposure
        to
        money market funds, we do not view the interest rate risk to be significant.
  **ITEM
        4. CONTROLS AND PROCEDURES**
  An
        evaluation of the effectiveness of our disclosure controls and procedures
        as of
        September 30, 2008 was made under the supervision and with the participation
        of
        our management, including our chief executive officer and chief financial
        officer. Based on that evaluation, they concluded that our disclosure controls
        and procedures are effective as of the end of the period covered by this
        report
        to ensure that information required to be disclosed by us in reports that
        we
        file or submit under the Securities Exchange Act of 1934 is accumulated and
        communicated to our management (including such officers) as appropriate to
        allow
        timely decisions regarding required disclosure and recorded, processed,
        summarized and reported within the time periods specified in Securities and
        Exchange Commission rules and forms. During the period covered by this Quarterly
        Report on Form 10-Q, there has been no change in our internal control over
        financial reporting that has materially affected, or is reasonably likely
        to
        materially affect, our internal control over financial reporting.
 
 23
  **PART
        II - OTHER INFORMATION**
  **ITEM
        1. LEGAL PROCEEDINGS**
  None
  **ITEM
        1A. RISK FACTORS**
  In
        addition to the other information set forth in this report, you should carefully
        consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual
        Report on Form 10-K for the year ended December 31, 2007, which could materially
        affect our business, financial condition or future results. The risks described
        in our Annual Report on Form 10-K are not the only risks facing our Company.
        Additional risks and uncertainties not currently known to us or that we
        currently deem to be immaterial also may materially adversely affect our
        business, financial condition and/or operating results.
  **ITEM
        2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
        PROCEEDS**
  On
        December 20 and December 27, 2006, the Company consummated a Private Placement
        and our Public Offering of 133,333 units and 6,000,000 units, respectively.
        Each
        unit consists of one share of our common stock and two warrants. Each warrant
        entitles the holder to purchase one share of our common stock at an exercise
        price of $5.00 per share. The units sold in our Private Placement and Public
        Offering were sold at an offering price of $6.00 per unit, generating gross
        proceeds of $800,000 and $36,000,000, respectively. After deducting the
        underwriting discounts and commissions, the placement fee and the offering
        expenses, the net proceeds to us from the Public Offering and the Private
        Placement were $33,617,500. Of this amount, $600,000 was released to us to
        be
        used to provide for business, legal and accounting due diligence on prospective
        business combinations and continuing operating expenses, and the remaining
        balance of $33,017,500 was deposited into a Trust Account. On January 25,
        2007,
        the Company consummated the public sale of 900,000 additional units pursuant
        to
        the exercise by the underwriters of their over-allotment option granted as
        part
        of the initial public offering. After deducting the underwriting discounts
        and
        commissions, an additional $5,211,000 was deposited into the Trust Account.
        In
        connection with the initial public offering and exercise of the over-allotment,
        the underwriters agreed to defer payment of approximately $1,035,000 of the
        discounts and commissions on the public sale of the securities, equal to
        2.5% of
        the gross proceeds, which amount will be paid only on consummation of a business
        combination.
 
 During
        the quarter ended September
        30, 2008 ,
        we used the following amounts from the proceeds of the Public Offering:
        $363,252  for
        professional fees and $295,099 for general and administrative
        expenses .
  **ITEM
        3. DEFAULTS UPON SENIOR SECURITIES**
  None
  **ITEM
        4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**
  None
  24
 **ITEM
        5. OTHER INFORMATION**
  None
  **ITEM
        6. EXHIBITS**
  Exhibit
                  No.
              
              Description31.1
              
              Certification
                  of the Chief Executive Officer (Principal Executive Officer) pursuant
                  to
                  Rule 13a-14(a) of the Securities Exchange Act, as
                  amended31.2
              
              Certification
                  of the Chief Financial Officer and (Principal Financial Officer)
                  pursuant
                  to Rule 13a-14(a) of the Securities Exchange Act, as
                  amended32.1
              
              Certification
                  of the Chief Executive Officer (Principal Executive Officer) and
                  Chief
                  Financial Officer (Principal Financial Officer) pursuant to 18
                  U.S.C.
                  1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
                  Act of 2002
                  .
  25
  **SIGNATURES**
  In
        accordance with the requirements of the Exchange Act, the registrant caused
        this
        report to be signed on its behalf by the undersigned, thereunto duly authorized.
  SHINE
                  MEDIA ACQUISITION CORPORATIONNovember
                  12, 2008
              By:
              /s/
                  David Y. Chen**David
                  Y. Chen Chief**
                **Executive
                  Officer and President****(principal
                  executive officer)**
  November
                  12, 2008
              By:
              /s/
                  Hock S. Ong**Hock
                  S. Ong**
                **Chief
                  Financial Officer (principal financial and accounting
                  officer)**
  26