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                    U.S. SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


                                  FORM 20-F/A

         [  ]  REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g)
                    OF THE SECURITIES EXCHANGE ACT OF 1934

                                      OR

           [X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
                  For the fiscal year ended December 31, 1999

                                      OR

         [  ] 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 0-29946

                      QIAO XING UNIVERSAL TELEPHONE, INC.
            ------------------------------------------------------
            (Exact name of Registrant as specified in its Charter)


                      QIAO XING UNIVERSAL TELEPHONE, INC.
                -----------------------------------------------
                (Translation of Registrant's name into English)

                            British Virgin Islands
                -----------------------------------------------
                (Jurisdiction of incorporation or organization)

                              Qiao Xing Building
                            Wu Shi Industrial Zone
                           Huizhou City, Guangdong,
                          People's Republic of China
                   ----------------------------------------
                   (Address of principal executive offices)

Securities registered or to be registered pursuant to Section 12(b) of the Act.


          Title of each                            Name of each exchange
             class                                  on which registered
          -------------                            ---------------------
              None                                          N/A
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Securities registered or to be registered pursuant to Section 12(g) of the Act.

                 $.001 Par Value Common Stock ("Common Stock")
                 ---------------------------------------------
                               (Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d)
of the Act.

                                     None
                               ----------------
                               (Title of Class)

     Indicate the number of outstanding shares of each of the issuer's classes
of capital or common stock as of December 31, 1999:

                       9,600,000 Shares of Common Stock

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 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     No  _____
          -----

     Indicate by check mark which financial statement item the registrant has
elected to follow.

Item 17  _____    Item 18    X
                           -----

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST
FIVE YEARS)

     Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.

     Not Applicable.

                                      -2-
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ITEM 12.  OPTIONS TO PURCHASE SECURITIES FROM REGISTRANT OR SUBSIDIARIES.
-------   --------------------------------------------------------------



     As of June 30, 2000, the following options to purchase shares of common
stock were outstanding:

 .    warrants to purchase 40,000 shares (20,000 shares at $3.25 per share and
     20,000 shares at $5.50 per share) at any time until November 1, 2004

 .    warrants to purchase 660,000 shares at $20.7625 per share at any time until
     December 31, 2004

 .    warrants to purchase 660,000 shares at $24.378 per share at any time until
     May 26, 2005

 .    stock options to purchase 995,000 shares at $15.00 per share at any time
     until April 14, 2005, all of which are held by directors and officers of
     the Company as a group

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                                  SIGNATURES

      Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant certifies that it meets all of the requirements for
filing on Form 20-F and has duly caused this annual report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                        QIAO XING UNIVERSAL TELEPHONE, INC.
                                                    (Registrant)


Date: October 6, 2000                        By: /s/ Rui Lin Wu
      -----------------                          --------------

                                                     Rui Lin Wu
                                                     Chairman