Exhibit
      10.16

    


    [Cautionary
      Note: This Agreement has been translated into English from the original Chinese
      language version.] 


    


    Distribution
      Agreement 

    


    Party
      A:
      Shenzhen New Media Consulting Co., Ltd.  

    


    Party
      B:
      Zhengzhou Huanghe Culture Group

    


    In
      order
      to clarify the respective rights, responsibilities and obligations of Party
      A
      and Party B in connection with the distribution of China
      Marketing
      and
China
      Business & Trade,
      both
      parties agreed to enter into this agreement which is in accordance with the
      principle of mutual benefit and common development.

    


    I.
      Scope of Cooperation:

    


    1)
      Party
      A authorizes Party B as the sole distribution agent of the “Case edition” and
“Channel edition” of China
      Marketing
      and
China
      Business and Trade
      in the
      territory of Henan Province (not including post offices) and Party B is
      responsible for the distribution matter within such area. Party A will support
      Party B to achieve a good performance in the regional marketing and promotion
      and guarantee the legitimate rights and interests of Party B during the term
      of
      this agreement.

    


    2)
      If
      there is an area within the authorized distribution territory that Party B
      is
      unable to enter into, Party A can enter to such area through other valid
      methods. However, Party A must inform Party B in advance of Party A’s methods of
      entering and the quantities of selling. The appointment of sub- distributor
      of
      Party B must be obtained the approval from Party A before the
      appointment.

    


    3)
      Party
      B would have a priority to be appointed as a distribution agent in Zhenzhou
      city
      in case there is any issuance of new editions of Party A’s magazine during the
      term of the agreement.


    


    II.
      Term of Agreement: 

    


    4) 
      The
      validity period of this agreement is from January 2006 through December 2006.
      The agreement would be renewed automatically if there is no opposition raised
      by
      either party at least one month before the expiration of this
      agreement.

    


    III.
      Revenue Settlement Discount

    


    5)
      Generally, Party B would receive 40% of total proceeds generated from the sales
      for both “Case edition” and “Channel edition” of China
      Marketing
      and
China
      Business & Trade.
      

    


    
      
         

      

      
        1

        
          

        

      

      
         

      

    

    


    IV.
      Settlement Methods 

    


    6) Both
      parties confirm that based on the settlement discount stated in this agreement,
      Party B will remit the due payment in full to the account of Party A before
      the
      delivery of the
      magazines to
      Party B
      each month (the proof of money wiring must be provided by fax). In the case
      of
      payment default by Party B, Party A has a right to terminate the supply of
      magazines.

    


    V.
      Sales Target

    


    7)
      The
      annul selling amount shall be increased by 5% from that of year 2005. Within
      the
      validity period of this agreement, if Party B’s sale drops by 20% in a single
      month or dropped by 10% for three consecutive months without valid reasons,
      Party A has the right to terminate this agreement. Upon the premise of
      completion of the sale target, Party B has a right to have a return rate of
      5%
      .


    


    VI.
      Supervision of Sale

    


    8)
      Both
      parties reached a bilateral consent that from the commencement of this
      agreement, Party B has the obligations to assist Party A in preserving the
      market order and refraining from dumping the magazines. If Party B committed
      in
      dumping the magazines into the market, Party A will warn Party B for the first
      time. In the case of reoccurrence, Party A has the right to suspend the
      principal-agent relationship with Party B. In the case that Party B suffers
      losses from the dumping activities, Party A is obligated to assist Party B
      to
      find out the source of such action and provide the proper solution.

    


    VII.
      Sales Information and Feedback 

    


    9) Party
      B,
      as the distribution agent should on behalf of Party A to provide the after-sale
      services and feedback in a prompt manner: (i) Party B is obligated to provide
      the information with respect to the distribution channels and sub-distribution
      agents in its authorized territory to Party A. If Party B fails to provide
      such
      information, Party A can launch their sale activities in that region. (ii)
      Party
      B is obligated to provide the information regarding distribution flow, number
      of
      sale and marketing information to Party A. If Party B fails to provide the
      required information continuously for three or four issuances within a year,
      Party A could terminate the agreement. 

    


    VIII.
      Management of Issuing and Returned magazine

    


    10)
      By
      the 10th and 25th days of each month, Party B shall inform Party A the number
      of
      publications to be delivered for the next issuance and the delivery information
      by fax or email. Shall Party B fail to provide such information to Party A
      on a
      timely basis, Party A will deliver the same quantity as last month to the same
      locations, any losses caused by the shortage or over-supply shall be taken
      by
      Party B. 

    


    11)
      Number of returned magazines should be counted once every six months (at the
      end
      of June and at the beginning of January). Party B should clearly indicate the
      numbers of the return to Party A. Party B shall take the responsibility for
      any
      loss caused by Party B’s failure to provide such information, such information
      to Party A. The price of returning magazines could be used to offset the due
      payment of Party B. Party B shall be responsible for the expenses in connection
      with the return of unsold magazines. 

    


    IX.
      For
      matters not covered by this agreement, both parties may reach supplemental
      agreements, which shall have the same legal effect as this agreement.


     

    
      
         

      

      
        2

        
          

        

      

      
         

      

    

    


    X.
       The agreement has two originals, one for each party. 

    


    Party
      A:
      Shenzhen New Media Consulting Co., Ltd.  

    


    Representative
      of Party A:
      (signature) 

    (Corporate
      Seal) 

    


    Date:
      February
      9, 2006

     

    Party
      B:
      Zhengzhou Huanghe Culture Group 

     

    Representative
      of Party B: (signature) 

    (Corporate
      Seal) 

    


    Date:
      February
      9, 2006

     

    
      
         

      

      
        3