EXHIBIT  10.1
ACQUISITION  AGREEMENT


                              ACQUISITION AGREEMENT
                              ---------------------

     Acquisition  Agreement,  made  this  6th  day  of  September,  2001  among:

                          China Gateway Holding Limited
                          343 Queen's Road E, Suite 706
                                    Hong Kong

                             a Delaware corporation

                                                            ("Buyer")

                                       and

                            Chemical Consortium, Inc.
                                814 Lakeway Drive
                                    Suite 262
                          Bellingham, Washington 98226

                           a , Washington corporation
                                                            (the  "Company")

                                       and

                                 J. Greig, Ph.D.

                      A resident of the State of Washington
                                                            (the  "Seller")

     WHEREAS;

     A.     Buyer,  is  a  United  States  publicly  held,  fully  reporting
corporation,  currently  trading  on  the  Pink  Sheets.

     B.     Buyer, currently is not engaged in any business nor owns any assets,
and  directly  or  through  one  or  more subsidiaries, desires to engage in the
business  of  manufacturing  and  sales  of  chemicals.

     C.     Company,  is  engaged  in the business of manufacturing and sales of
chemicals  in  the  State  of  Washington.

     D.     The  parties  hereto  deem  it to be in the best interest of each of
them that Buyer purchase 100 percent of the issued and outstanding capital stock
of  the  Company,  and  generally  succeed  to  the business of the Company, all
pursuant  to  such  terms, provisions and conditions as the parties hereto shall
agree.

     NOW,  THEREFORE,  WITNESSETH, that for and in consideration of the premises
and  of  the  mutual  promises  and covenants hereinafter set forth, the parties
hereto  agree  as  follows:


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A.   PURCHASE  AND  PAYMENT
     ----------------------

     1.   Purchase  and  Sale  of  Stock.

          1.1  Buyer  agrees  to purchase from Seller and Seller agrees to sell,
assign,  transfer and deliver to Buyer 100 percent of the issued and outstanding
stock  of the Company owned by the Seller consisting of 10,000,000 shares of the
Company  (collectively,  the  "Stock").

          1.2  The  purchase and payment for the Stock by Buyer shall take place
at  the  time  and in the manner hereinafter provided, and the sale, assignment,
transfer  and  delivery  of the Stock by Seller, shall take place on the Closing
Date  at  the  Closing  as  those  terms are hereinafter defined, subject to the
fulfillment  of  the  conditions  hereinafter  provided.

     2.   Purchase  Price.

          The  aggregate  purchase  price  of  the Stock (the "Purchase Price"),
shall  be  Forty  Four  Million Eight Hundred Thousand (44,800,000) newly issued
common  shares  of  the Buyer. The shares comprising the Purchase Price shall be
transferred  to  the  Seller  at  closing.

B.   REPRESENTATIONS  AND  WARRANTIES  OF  BUYER
     -------------------------------------------

     Buyer hereby warrants and represents to Seller that, as of the date hereof,
the  following  statements  are  true  and  correct.

     1.   Corporate  Status.

          The Buyer is (a) duly organized, validly existing and in good standing
under  the  laws  of  Delaware;  (b)  has full corporate power to own all of its
properties  and  carry  on  its business as it is now being conducted and (c) is
qualified  to  do business as a foreign corporation in each of the jurisdictions
in  which  it operates and the character of the properties owned by the Buyer or
the  nature  of the business transacted by the Buyer does not make qualification
necessary  in  any  other  jurisdiction  or  jurisdictions.

     2.   Shares  Issued  and  Outstanding.

                          2.1     The  Buyer  is  authorized to issue 50,000,000
shares  Common  Stock,  US  $0.0001  par  value.

          2.2  As  of this date, the Buyer has issued and outstanding 5,107,158.
The  Buyer  warrants,  that there are no other shares issued and outstanding and
that  there  are  no  options  or  warrants  outstanding except as noted in this
paragraph  herein.

     3.   Authority  to  Buy.

          Buyer  have  full  right,  power  and authority to buy the Company and
deliver  the Stock to the Seller in accordance with the terms of this Agreement,
and  otherwise  to  consummate  and  close  the transaction provided for in this
Agreement  in  the  manner  and  upon  the  terms  herein  specified.


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     4.   Period  Since  Most  Recent  Financials.

From  the  date  of  the  most  recent  financial  statements  as filed with the
Securities  and  Exchange  Commission,  the  Buyer  has:

          5.1  Not  suffered  any  material  adverse  change  in  its  financial
condition,  assets,  liabilities  or  business.

          5.2  Not  issued  any additional shares of stock, rights or options to
purchase or convert into such stock, or other securities except as noted in this
Agreement  in  Paragraph  2  above.

          5.3  To  the best knowledge of Buyer, it not incurred any liabilities,
contingent  or  otherwise, except those stated in the balance sheet of the Buyer
as  of June 30, 2001, or described in any notes accompanying said balance sheet.

     6.   Ownership  of  Stock.

          All of the issued and outstanding shares of capital stock of the Buyer
are  owned beneficially and of record with the number of shares owned by each is
set  forth  in  Schedule  A  hereto.

     7.   Capital  Structure.

          The Buyer (a) is authorized by its charter and applicable law to issue
capital  stock  of the type and having par values as set forth in this Agreement
in  Paragraph  B2 above; (b) has no issued and outstanding shares of its capital
stock  whatever, except as specifically indicated in this Agreement in Paragraph
B2  above,  all of which such shares are fully paid and non-assessable; (c) does
not  have  authorized,  issued or outstanding any subscription, option, warrant,
conversion  or  other rights to the issuance or receipt of shares of its capital
stock  except  as set forth in this Agreement in Paragraph B2 above; (d) has all
voting rights vested exclusively in the presently issued and outstanding capital
stock;  and  (e) has outstanding no bonds, debentures or other similar evidences
of  indebtedness except as specifically disclosed in this Agreement in Paragraph
B2  above.

     8.   Regulatory  Good  Standing.

          The Buyer has all material rights, certificates, authorities, permits,
licenses,  franchises  and other authorizations necessary to and has complied in
material  respects  with  all laws applicable to, the conduct of its business in
the  manner and in the areas in which such business is presently being conducted
and  all  such  certificates, authorities, rights, permits, licenses, franchises
and  authorizations are valid, in good standing, in full force and effect, under
no  orders  of  suspension  or  restraints,  and  subject  to  no  disciplinary,
probationary  or  other  orders.  To  the  best  of its knowledge, the Buyer has
engaged  in  no  activity  whatever  which  would  cause  or lead to proceedings
involving  revocation,  suspension,  restraint, disciplinary action or any other
action whereby any of such certificates, authorities, rights, permits, licenses,
franchises  or  authorizations,  or  any  part  thereof,  might  be  canceled,
terminated,  suspended,  impaired,  lost or otherwise adversely affected, and no
action or proceeding looking to or contemplating any of the foregoing is pending
or  to  the  Buyer's  knowledge  threatened.


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     9.   Litigation.

          The Buyer is not a party to any pending or to its knowledge threatened
suit,  action,  proceeding,  prosecution  or  litigation  which might materially
adversely  affect  the  financial  condition,  business,  assets,  properties,
certificates, rights, authorities, franchises or authorizations of the Buyer, or
materially  interfere  therewith, nor to the knowledge of the Buyer is there any
threatened  or  pending governmental investigation involving the Buyer or any of
its  operations,  including  inquiries,  citations or complaints by any federal,
state or local administration or agency, which would materially adversely affect
the  financial condition, business, assets or properties of the Buyer; and there
are  no  outstanding,  existing  or pending judgments, orders, decrees, rulings,
directives,  stipulations  or  other  mandates  of  any  court  or any public or
quasi-public  agency,  body  or  official which have been in any way violated as
they relate to or affect the Buyer or any of the Buyer's properties, businesses,
operations,  affairs  or  activities.

     10.  Defaults.

          There  are  no  material  defaults  on the part of the Buyer under any
contract,  lease, mortgage, pledge, credit agreement, title retention agreement,
security  agreement,  lien,  encumbrance  or  any  other  commitment,  contract,
agreement  or  undertaking  to  which the Buyer or any of its subsidiaries are a
party.

     11.  Tax  Returns.

          All  returns  for  governmental income taxes, surtaxes, excess profits
taxes,  franchise  taxes,  sales and use taxes, real and personal property taxes
and  any  and  all  other taxes to which the Buyer, or its assets, operations or
income  may  be  subject, due as of the date hereof, have been duly prepared and
filed in good faith and all taxes shown thereon have been paid or are accrued on
the  books  of  the  Buyer.

     12.  Tax  Accruals.

          All  other  taxes  and other assessments and levies which the Buyer is
required  by law to withhold or to collect have been duly withheld and collected
and  have  been  paid over to the proper governmental authorities or are held by
the  Buyer  for  such  payment  and all such withholding and collections and all
other  payments  unpaid  and due in connection therewith as of June 30, 2001 are
duly  reflected  in the balance sheet of the Buyer as of said date and as of the
date  of  Closing.

     13.  Labor  Problems.

          No  labor  or  labor  union  problems  or  difficulties, arbitrations,
investigations,  litigations  or  similar  proceedings with respect thereto, are
presently existing, suffered, pending or threatened with respect to the Buyer or
any  of  its  subsidiaries.

     14.  Compliance  with  Law.

          The  Buyer  conform  in  material  respects  with  all  applicable
regulations,  laws  and  statutes,  including but not limited to U.S. securities
law,  income  tax  law,  and other such laws, rules, regulations and ordinances.


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     15.  Truth  of  Representation.

          No representation by the Buyer made in this Agreement and no statement
made in any certificate or schedule furnished in connection with the transaction
herein contemplated contains or will contain any knowingly untrue statement of a
material  fact  or  knowingly  omits  or  will  omit  to state any material fact
reasonably  necessary  to make any such representation or any such statement not
misleading  to  a  prospective  purchaser  of  the  Stock.

C.   REPRESENTATIONS  AND  WARRANTIES  OF  SELLER  AND  THE  COMPANY
     ---------------------------------------------------------------

     Seller  and  the  Company hereby warrant and represent to Buyer that, as of
the  date  hereof,  the  following  statements  are  true  and  correct.

     1.   Corporate  Status.

          The  Company  is  (a)  duly  organized,  validly  existing and in good
standing under the laws of the State of Washington; (b) has full corporate power
to  own  all  of  its  properties  and  carry on its business as it is now being
conducted;  and  (c) is qualified to do business in each of the jurisdictions in
which  it  operates  and the character of the properties owned by the Company or
the nature of the business transacted by the Company does not make qualification
necessary  in  any  other  jurisdiction  or  jurisdictions.

     2.   Authority  to  Sell.

          Seller  have  full  right,  power  and authority to sell, transfer and
deliver  the Stock owned by such Seller to Buyer in accordance with the terms of
this  Agreement,  and otherwise to consummate and close the transaction provided
for  in  this  Agreement  in  the  manner  and  upon the terms herein specified.

     3.   Capital  Structure.

          The  Company  (a)  is  authorized by its charter and applicable law to
issue  up  to  50,000 shares capital stock .0001 par vale; (b) has no issued and
outstanding  shares  of  its  capital  stock  whatever,  except  as specifically
indicated  in this Agreement in Paragraph A1 above, all of which such shares are
fully  paid  and  non-assessable;  (c)  does  not  have  authorized,  issued  or
outstanding any subscription, option, warrant, conversion or other rights to the
issuance  or  receipt of shares of its capital stock except as set forth in this
Agreement in Paragraph A1 above; (d) has all voting rights vested exclusively in
the  presently  issued and outstanding capital stock; and (e) has outstanding no
bonds,  debentures  or  other  similar  evidences  of  indebtedness  except  as
specifically  disclosed  in  this  Agreement  in  Paragraph  A1  above.

     4.   Ownership  of  Stock.

                          J.  Greig,  owns  all  of  the  issued and outstanding
shares  of  capital  stock  of  the Company.    Seller holds such stock free and
clear of all liens, claims, debts, encumbrances and assessments, and any and all
restrictions as to sale, assignment or transferability thereof.  Seller has full
rights,  power  and authority to sell, transfer and deliver all of the shares of
stock  owned  by  said Seller and the certificates therefore, sold hereunder, to
Buyer  in  accordance  with  the  terms  of  this  Agreement,  and  otherwise to
consummate  and  close  the  transaction  provided  for in this Agreement in the
manner  and  upon  the  terms  herein  specified.


<PAGE>
     5.   Title  to  Assets.

          The  Company  states: (a) that it has good and marketable title to all
of  its  assets,  as  set  forth on Schedule B hereto, which good and marketable
title  is  free  and  clear of all mortgages, pledges, liens, credit agreements,
title  retention agreements, security agreements, taxes, claims, debts and other
obligations  and encumbrances except as noted in Schedule B hereto (b) the lien,
if  any,  of  current  taxes  not  yet  due  and payable and (c) such additional
encumbrances  or  imperfections  of  title, if any, which are not substantial in
character,  amount or extent and which do not materially detract from the value,
or  materially  interfere  with  the  present  or  future  intended  use, of the
properties  subject  thereto  or  affected  thereby,  and which do not otherwise
materially  impair  or  affect  the  business  and  operations  of  the Company.

     6.   Peaceable  Possession  of  Assets.

          The  ownership and possession of all of the assets of the Company have
been  peaceable and undisturbed and the title thereto has never been disputed or
questioned  to  the  knowledge  of the Company; nor does the Company know of any
facts by reason of which the possession or title thereof by the Company might be
disturbed  or  questioned  or  by  reason of which any claim to its assets might
arise  or  be  set  up  adverse  to  the  Company.

     7.   Regulatory  Good  Standing.

          The  Company  has  all  material  rights,  certificates,  authorities,
permits,  licenses,  franchises  and  other  authorizations necessary to and has
complied  in  material  respects with all laws applicable to, the conduct of its
business  in  the  manner  and  in the areas in which such business is presently
being  conducted  and  all  such  certificates,  authorities,  rights,  permits,
licenses,  franchises  and  authorizations  are valid, in good standing, in full
force and effect, under no orders of suspension or restraints, and subject to no
disciplinary,  probationary  or  other orders. To the best of its knowledge, the
Company  has  engaged  in  no  activity  whatever  which  would cause or lead to
proceedings  involving revocation, suspension, restraint, disciplinary action or
any other action whereby any of such certificates, authorities, rights, permits,
licenses,  franchises or authorizations, or any part thereof, might be canceled,
terminated,  suspended,  impaired,  lost or otherwise adversely affected, and no
action or proceeding looking to or contemplating any of the foregoing is pending
or  to  the Company's knowledge threatened. The foregoing shall not be deemed to
constitute  a  warranty or representation that the Company has not heretofore or
shall not hereafter suffer to be committed minor and unintentional violations of
any governmental regulations of such nature as not to cause either suspension or
revocation  of  the  Company's  operating  authority.

     8.   Litigation.

          The  Company  is  not  a  party  to  any  pending  or to its knowledge
threatened  suit,  action,  proceeding,  prosecution  or  litigation which might
materially  adversely  affect  the  financial  condition,  business,  assets,
properties,  certificates,  rights, authorities, franchises or authorizations of
the  Company,  or  materially  interfere  therewith, nor to the knowledge of the
Company  is there any threatened or pending governmental investigation involving
the  Company  or  any  of  its  operations,  including  inquiries,  citations or
complaints  by any federal, state or local administration or agency, which would
materially  adversely  affect  the  financial  condition,  business,  assets  or
properties  of  the  Company;  and there are no outstanding, existing or pending


<PAGE>
judgments,  orders, decrees, rulings, directives, stipulations or other mandates
of  any  court or any public or quasi-public agency, body or official which have
been  in  any way violated as they relate to or affect the Company or any of the
Company's  properties,  businesses,  operations,  affairs  or  activities.

     9.   Defaults.

          There  are  no  material defaults on the part of the Company under any
contract,  lease, mortgage, pledge, credit agreement, title retention agreement,
security  agreement,  lien,  encumbrance  or  any  other  commitment,  contract,
agreement  or  undertaking  to  which  the  Company  is  a  party.

     10.  Tax  Returns.

          All  returns  for  governmental income taxes, surtaxes, excess profits
taxes,  franchise  taxes,  sales and use taxes, real and personal property taxes
and  any  and all other taxes to which the Company, or its assets, operations or
income  may  be  subject, due as of the date hereof, have been duly prepared and
filed in good faith and all taxes shown thereon have been paid or are accrued on
the  books  of  the  Company.

     11.  Tax  Accruals.

          All  other taxes and other assessments and levies which the Company is
required  by law to withhold or to collect have been duly withheld and collected
and  have  been  paid over to the proper governmental authorities or are held by
the  Company  for  such payment and all such withholding and collections and all
other  payments  unpaid  and due in connection therewith as of June 30, 2001 are
duly  reflected  in  the  balance  sheet  of  the  Company  as  of  said  date.

     12.  Labor  Problems.

          No  labor or labor union problems or difficulties, strikes, walk-outs,
slow  downs, job actions, boycotts, arbitrations, investigations, litigations or
similar  proceedings  with  respect  thereto,  are presently existing, suffered,
pending  or  threatened  with  respect  to  the Company, its employees, business
operations,  assets  or  properties.

     13.  Compliance  with  Law.

          All  of  the properties, assets and business operations of the Company
conform  in  material respects with all applicable ordinances, regulations, laws
and statutes, including but not limited to building, zoning, safety, highway and
other  such  laws, rules, regulations and ordinances of the State of Washington.

     14.  Infringements.

          The  Company  has never been charged with infringement or violation of
any  adversely  held  patent,  trademark,  trade name, or copyright, with claims
reading  on operations of the Company or on apparatus or methods employed by the
Company  in  effecting  the  same,  which  would materially adversely affect any
operation  of  the Company, nor is the Company using or in any way making use of
any  confidential  information  or  trade secrets, of any former employer or any
present or past employee of the Company except as a result of the acquisition of
the  business  of  such  former  employer.


<PAGE>
     15.  Truth  of  Representation.

          No  representation  by  the  Company  made  in  this  Agreement and no
statement  made  in any certificate or schedule furnished in connection with the
transaction  herein  contemplated  contains or will contain any knowingly untrue
statement  of  a  material  fact  or  knowingly  omits or will omit to state any
material  fact  reasonably necessary to make any such representation or any such
statement  not  misleading  to  a  prospective  purchaser  of  the  Stock.

D.   COVENANTS  OF  THE  BUYER,  SELLER  AND  THE  COMPANY
     -----------------------------------------------------

     The  Buyer,  Seller  and  the  Company  (hereinafter  "the Parties") hereby
covenant  and  agree  as  follows:

     1.   Inspection  of  Records.

          During  the  period  from  the date hereof through the Closing Date as
that term is hereinafter defined (the "Contract Period"), the Parties shall have
the  right  and  opportunity  at  its  own  expense to make such examination and
investigation  of the Buyer's and the Company's business, properties and affairs
as  the  Parties  may  deem  reasonably  necessary or desirable for all purposes
relating  to this Agreement and to that end, throughout the Contract Period, the
Buyer  and  the Company will allow and grant the Parties, its officers, counsel,
accountants,  auditors and executive employees full, free and continuous access,
during  normal  business  hours and without interference with the conduct of the
Buyer's  and  the  Company's  business,  to  all  of  the  premises, properties,
contracts,  commitments, leases, books, papers, documents, instruments, books of
account, minutes and other records of the Buyer and the Company and will furnish
and  provide  the  Parties  with all such financial and other statements and all
such  additional  information  and  particulars  in  respect  of  the  business,
properties and affairs of the Buyer and Company as the Parties may, from time to
time  during  the  Contract  Period,  reasonably  request  or  require.

     2.   Conduct  of  Business.

          During  the  period  from  the date hereof to the Closing Date as that
term  is  hereinafter  defined,  the  Buyer  and  Company  shall:

          2.1  Conduct their business and operations solely in the usual, normal
and  ordinary  course;

          2.2  Issue  no  additional  shares  of  stock, options, calls or other
rights  to  purchase  such  stock, or any other securities of any kind whatever;

          2.3  Make  no distributions to their shareholders, as shareholders, of
any  of  its  assets  or  properties  by  way  of dividends, purchase of shares,
redemption  or  otherwise.

          2.4  Not  transfer  to  any person, firm or corporation any customers,
customer  lists  or  customer  accounts  of  the  Buyer  or  Company;

          2.5  Make  no  increase  of  any  kind  in any salary, wages, bonus or
compensation  of  any officer, employee, representative or agent of the Buyer or
Company  or  pay  any  extra  compensation  of  any kind whatever to any of such
persons;

          2.6  Not  sell,  transfer  or  dispose  of  any  of  the  Stock;


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          2.7  Not  sell, transfer or dispose of any of its business, properties
or  assets,  tangible or intangible, except for a full and fair consideration in
the  usual  and  ordinary  course  of  business;

          2.8 Make no purchases or acquisitions of any real or personal property
nor  increase  or decrease inventory, except in the usual and ordinary course of
its  business;

          2.9  Not  subject  any  of  its business, property or assets whatever,
tangible  or  intangible,  to  any  mortgage,  lien,  pledge,  hypothecation  or
encumbrance  in any manner except for a full and fair consideration in the usual
and  ordinary  course  of  business;

          2.10  Not  borrow  any  money,  make  any  unusual  or  extraordinary
expenditure  or incur or become liable for any obligations or liabilities except
current  liabilities  in  the  usual  and  ordinary  course  of  its  business;

          2.11  Not  make  any loans or advances or extend any credit except in
the usual  and  ordinary  course  of  its  business.

     3.   Publicity.

          All  notices  to  third  parties  other  than  Parties  and  all other
publicity  concerning  the  transactions contemplated by this Agreement shall be
planned  and  coordinated  jointly  by  Buyer  and  by  the  Company.

     4.   Warranties  and  Representations.

          The  Buyer and Company will promptly furnish to all the Parties copies
of  any and all financial statements of the Buyer and Company prepared by or for
the Buyer or Company subsequent to the date hereof, and will promptly furnish to
and  advise  the Parties of any and all material information, details, facts and
circumstances  concerning  the  Buyer's  or  Company's  financial  condition, or
business arising subsequent to the date of this Agreement by reason of which any
changes,  modifications,  amendments,  additions  or deletions from any Schedule
annexed  hereto  or  any warranty, representation, covenant or condition recited
herein  would  be  necessary  to  render  the  same true and correct in material
respects  and  not  materially  false  or  misleading,  as  of  the  date  such
information,  details,  facts  and  circumstances  are furnished to the Parties.

E.   MANAGEMENT
     ----------

Upon  the Closing under this Agreement in accordance with Paragraph H below, the
Buyer's  corporate  headquarters  will relocated to 103 East Holly Street, Suite
303,  Bellingham,  WA  98225,  the current Board of Directors will resign and J.
Greig  will  be  elected to the Board of Directors of the Buyer as its Chairman.

F.   CONDITIONS  PRECEDENT  TO  CLOSING
     ----------------------------------

     All  obligations  of the Buyer, Seller and the Company under this Agreement
are  subject to the fulfillment of each of the following conditions, in addition
to  the fulfillment of any and all other conditions set forth in this Agreement:


<PAGE>
     1.   Effectiveness  of  Warranties.

          Each  and every one of the warranties and representations of the Buyer
as  hereinbefore  set  forth  in  Paragraph  B hereof, and of the Seller and the
Company as hereinbefore set forth in Paragraph C hereof, shall be true at and as
of  the  Closing Date as though such representations were made at and as of such
time.

     2.   Performance  of  Covenants.

          Each  and every covenant herein made by Buyer, Seller and the Company,
as set forth in Paragraph D, which is to be performed at or prior to the Closing
Date,  shall  have  been  duly  performed  by  such  times.

     3.   Corporate  Action.

          3.1  Prior  to the Closing Date, the Board of Directors of the Company
and  of  the  Buyer  shall have duly adopted resolutions to the same effect with
respect  to  the  aforesaid  matters.

          3.2  Prior  to the Closing Date, the Board of Directors of the Company
and  of  the Buyer shall call a special meeting of their respective shareholders
whereby  their  respective shareholders shall have duly approved the above Board
of  Directors  resolutions  to  the  same  effect  with respect to the aforesaid
matters.

     4.   Termination.

          In  the  event  any of the foregoing conditions shall not be fulfilled
prior  to the Closing, unless caused by any action or failure to act on the part
of  Parties,  any of the Parties shall have the right to terminate the Agreement
by  notice  thereof  in  writing  to  the other, and the parties hereto shall be
restored  as  far  as possible to status quo, whereupon the parties hereto shall
have  no  further  obligations  or liabilities hereunder, one against the other,
except  for the obligation of Buyer under Section G hereof which shall survive a
termination  of  this  Agreement.

G.   INDEMNIFICATION
     ---------------

     1.   Parties  shall  be  indemnified  as  follows:

          Seller  and  the  Company  shall indemnify and hold harmless the Buyer
from  and  against  any  losses,  damages  or  expenses which may be suffered or
incurred  by Buyer arising from or by reason of the inaccuracy of any statement,
representation  or  warranty  of  Seller  or  the Company made herein or, in any
schedule  hereto or certificate delivered in connection herewith, or the failure
of  Seller  or  the  Company to perform any agreement made by them herein. Buyer
shall give Seller prior written notice of any claim, demand, suit or action with
respect  to  which  indemnity may be sought pursuant to this Section. Seller, in
every  such  case,  shall  have  the  right  at  his  sole  expense  and cost to
participate  in contesting the validity or the amount of any such claim, demand,
suit  or  action.  In  the  event  Buyer  suffers loss, damage or expense and is
entitled  to  indemnification  under  this Section, the amount of any such loss,
damage  or expense shall be assessed against and shall be paid by Seller. Seller
shall have no liability under this Section unless a claim for indemnification is
made  by  the  Buyer  prior  to  the  Six  (6) month anniversary of the Closing.


<PAGE>
Notwithstanding  anything herein to the contrary, Seller shall have no liability
under  this Section for any loss, damage, expense or amount suffered or incurred
by Buyer or the Company (a) as a result of any election made by the Buyer or the
Company subsequent to the Closing under Section 338 of the Internal Revenue Code
of  1954,  as  amended,  or  (b) which is covered by insurance maintained by the
Company  on  the  Closing  Date.

     2.     The  Buyer shall indemnify the Company and Seller and shall hold the
Company  and  Seller  harmless, from and against any losses, damages or expenses
which  may  be  suffered or incurred by the Company or Seller arising from or by
reason  of  the  inaccuracy  of any statement, representation or warranty of the
Buyer  made  herein  or  in  any  schedule  hereto  or  certificate delivered in
connection herewith, or the failure of Buyer to perform any agreement made by it
herein.  Seller shall give Buyer prior written notice of any claim, demand, suit
or  action  with  respect  to  which  indemnity  may  be sought pursuant to this
Section.  Buyer,  in  every  such case, shall have the right at his sole expense
and  cost  to  participate  in contesting the validity or the amount of any such
claim,  demand,  suit  or  action.  In  the event Seller suffers loss, damage or
expense and is entitled to indemnification under this Section, the amount of any
such  loss,  damage  or  expense  shall be assessed against and shall be paid by
Buyer.  Buyer  shall  have  no  liability  under this Section unless a claim for
indemnification  is made by the Seller prior to the Six (6) month anniversary of
the  Closing.

H.   CLOSING
     -------

     1.   Time  and  Place.

          The  closing  under  this Agreement (the "Closing") and all deliveries
hereunder shall take place at the office of the Seller's attorneys office at 103
East  Holly  Street,  Suite  303, Bellingham, Washington 98225 on September ___,
2001 or such other date as shall be agreed upon by all the parties ("the Closing
date").

     2.   Delivery  of  Documents.

          At  the  Closing,  the Company will deliver to the Buyer the following
     documents:

          2.1  A  written  opinion,  dated  on  the  Closing  Date,  of  counsel
representing  the  Company,  to  the  effect  that  the  Company  has  been duly
incorporated  and  is  on  the closing date validly existing as a corporation in
good standing under the laws of the state of its incorporation; that the Company
is  duly  qualified  or licensed as a foreign corporation in all other states in
which  it does business; that the shares of capital stock delivered by Seller to
Buyer  at  the closing have been validly issued and are outstanding, fully paid,
and  non-assessable,  and constitute all of the issued and outstanding shares of
capital  stock  of  the  Company;  that  such  counsel  knows  of no litigation,
proceeding  or investigation pending or threatened against the Company or Seller
which might result in any material adverse change in the business, properties or
financial  condition  of  the  Company  or  which questions the validity of this
Agreement  or  of  any  action taken or to be taken pursuant to or in connection
with  the  provisions  of this Agreement, other than as represented elsewhere in
this  Agreement;  and  that to the knowledge of such counsel the sale, transfer,
assignment  and  delivery  by  Seller  to  Buyer  of  the Stock pursuant to this
Agreement will vest in Buyer all rights, title and interest in and to such Stock
free  and  clear  of  all  liens,  encumbrances,  and  equities.


<PAGE>
          2.2  A  certificate  of  the  Chief  Executive  Officer  and the Chief
Financial  Officer of the Company, dated the Closing Date certifying to the best
of  his  knowledge,  in reasonable detail as Buyer may request on and as of said
date,  to  the fulfillment, as of the Closing Date, of each and every one of the
conditions  precedent  to  the  closing  set  forth  in  Paragraph F hereof, and
specifically  setting  forth  each  and  every  change, amendment, modification,
omission  or  addition  to  any  provision  hereof or schedule annexed hereto or
furnished  hereunder,  necessary  to render each and every one of the provisions
hereof or schedules annexed hereto correct and accurate in material respects and
not  materially  false  or  misleading.

          2.3  Such  additional  copies  or  duplicate  originals  of  the above
described  documents  and  such  other documents, undertakings and assurances as
Buyer  shall  reasonably  require,  all  of  which  documents,  undertakings and
assurances  shall  be  delivered to Buyer sufficiently in advance of the Closing
Date, as Buyer shall reasonably require, so as to permit adequate inspection and
examination  thereof,  all of which documents, undertakings and assurances shall
be  in  form  satisfactory  to  counsel  to  Buyer.

I.   CONFIDENTIALITY
     ---------------

     All information and documentation provided or to be provided by the Company
or  Seller  to  Buyer  in  connection  with  this Agreement and the transactions
contemplated  hereby has been and shall be provided in the strictest confidence.
Pending  the  Closing,  Buyer  covenants  and  agrees  not  to  use  any of such
information  or  documentation  in or for the benefit of any business engaged in
directly  or  indirectly  by  Buyer  and  not to furnish or disclose any of such
information  or  documentation  to  any  person  or company. If the transactions
contemplated  by  this Agreement are not consummated, Buyer covenants and agrees
to  return  all such information and documentation to the Company and not retain
any  copies  thereof,  and  Buyer  further  covenants and agrees to maintain the
confidentiality  of such information and documentation and to neither use any of
it  in  or  for the benefit of any business engaged in directly or indirectly by
the  Buyer  nor  furnish  or  disclose  any  of  it  to  any  person or company.

J.   RESCISSION
     ----------

     The  parties  hereby  agree  that the purpose of this Agreement between the
parties  herein, is to implement the Company's Business Plan, a copy of which is
attached  herein  and  made  a part of this Agreement.  As part of said Business
Plan,  the parties herein agree that on or before 90 days from execution of this
Agreement,  the  Company  will  execute  a purchase agreement for a blending and
mixing  facility  in  accordance  with  said  Business  Plan and the Seller will
arrange  for  a  minimum  of $175,000 USD to be deposited into the Company which
shall  be  used  as  a  down  payment for that purpose, and within the same time
period  start  an environmental audit of the facility prior to the completion of
the  purchase  of  said facility.  In the event Seller fails to do so within the
specified  90 days time period, a majority of the Company's shareholders without
the  Seller's  shares  taken  into  consideration,  may  elect  to  rescind this
Agreement  within  180 days from execution of this Agreement, and in such event,
the  Seller  shall  bear all costs associated with said rescission including but
not  limited  to  costs  associated  with  regulatory  fees.


<PAGE>
K.   GENERAL  PROVISIONS
     -------------------

     1.   Survival  of  Representations,  Warranties  and  Covenants.

          Unless  otherwise  expressly  provided  herein,  the  representations,
warranties,  covenants,  indemnities and other agreements herein contained shall
be  deemed  to  be  continuing  and  shall  survive  the  consummation  of  the
transactions  contemplated  by  this  Agreement.

     2.   Diligence.

          The  parties  hereto  agree  that each shall with reasonable diligence
proceed  to  take  all action which may be reasonably required to consummate the
transaction  herein  contemplated.

     3.   Waivers.

          Each  party  hereto  may:

          3.1  Extend  the time for performance of any of the obligations of the
other  party;

          3.2  Waive  in  writing  any  inaccuracies  in  representations  and
warranties  made to it contained in this Agreement or any schedule hereto or any
certificate  or  certificates  delivered by any of the other parties pursuant to
this  Agreement;  and

          3.3  Waive  in  writing  the  failure  of  performance  of  any of the
agreements, covenants, obligations or conditions of the other parties herein set
forth,  or  alternatively  terminate  this  Agreement  for  such  failure.

     4.   Non-Waiver.

          The  waiver  by any party hereto of any breach, default, inaccuracy or
failure  by another party with respect to any provision in this Agreement or any
schedule  hereto  shall  not  operate  or  be construed as a waiver of any other
provision  thereof  or  of  any  subsequent  breach  thereof.

     5.   Further  Assurances.

          Each  party  hereto  agrees  to  execute  such  further  documents  or
instruments,  requested  by  the  other party, as may be reasonably necessary or
desirable  to  effect  the  purposes  of  this  Agreement  and  to carry out its
provisions,  at  the  expense  of  the  party  requesting  the  same.

     6.   Entire  Agreement.

          This  Agreement  constitutes  a  complete  statement  of  all  the
arrangements,  understandings  and agreements between the parties, and all prior
memoranda  and  oral  understandings  with  respect  thereto  are merged in this
Agreement.  There  are  no representations, warranties, covenants, conditions or
other  agreements among the parties except as herein specifically set forth, and
none  of  the  parties hereto shall rely on any statement by or on behalf of the
other  parties  which  is  not  contained  in  this  Agreement.


<PAGE>
     7.   Governing  Law.

          Irrespective  of  the  place  of  execution  or  performance  of  this
Agreement,  it shall be governed by and construed in accordance with the laws of
the State of Delaware, United States of America applicable to contracts made and
to  be  performed in the United States, and cannot be changed, modified, amended
or  terminated  except  in  writing,  signed  by  the  parties  hereto.

     8.   Benefit  and  Assignability.

          This  Agreement  shall  bind  and  inure to the benefit of the parties
hereto  and  their  respective  legal  representatives,  successors and assigns,
provided, however, that this Agreement cannot be assigned by any party except by
or  with  the written consent of the others. Nothing herein expressed or implied
is  intended or shall be construed to confer upon or to give any person, firm or
corporation  other  than  the  parties  hereto  and  their  respective  legal
representatives,  successors  and  assigns  any  rights  or benefits under or by
reason  of  this  Agreement.

     9.   Approval  of  Counsel.

          The form of all legal proceedings and of all papers and documents used
or  delivered  hereunder,  shall be subject to the approval of counsels to Buyer
and  Seller.

     10.  Costs.

          The  Company  and/or Seller shall pay all legal and financial expenses
in  connection  with  this  transaction.

     11.  Counterparts.

          This  Agreement may be executed in any number of counterparts, each of
which  shall  be  deemed an original, but all of which together shall constitute
one  and  the  same  Agreement.

     12.  Notices.

          Any  notices and other communications under this Agreement shall be in
writing  and  shall  be  considered  given  if delivered personally or mailed by
certified  mail  to  the party, for whom such notice is intended, at the address
indicated  at  the  outset  hereof  (or  at such other address as such party may
specify  by  notice  to  the  other  parties  hereto).

     13.  Headings.

          The  headings in this Agreement are intended solely for convenience of
reference  and shall be given no effect in the construction or interpretation of
this  Agreement.

     14.  Further  Action.

          Any  further  action  required  or  permitted  to  be taken under this
Agreement,  including  giving  notices, executing documents, waiving conditions,
and  agreeing  to amendments or modifications, may be taken on behalf of a party
by  its  Board of Directors, its President or any other person designated by its
Board  of Directors, and when so taken shall be deemed the action of such party.


<PAGE>
     IN  WITNESS  WHEREOF,  the  parties  hereto have respectively executed this
Agreement  the  day  and  year  first  above  written.

                                            BUYER
                                            -----

                                            China Gateway Holding Limited


                                            By:   /s/  Danny  Wu
                                               -------------------------------
                                                  Danny  Wu,  President

                                            Witness:
                                                    --------------------------


                                            SELLER
                                            ------

                                            By:   /s/  J.  Greig
                                               -------------------------------
                                                  J.  Greig

                                            Witness:
                                                    --------------------------

                                            THE  COMPANY
                                            ------------

                                            Chemical  Consortium,  Inc.


                                            By:   /s/  J.  Greig
                                               -------------------------------
                                                  J.  Greig,  President

                                            Witness:
                                                    --------------------------


<PAGE>