Transfer
Agreement

    


    Transferee:
Shandong Haiwang Chemical Stock Co., Ltd (Party A)

    Transferor:
Shandong Yuyuan Group Co., Ltd (Party B)

    


    Party B
owns a bromine plant, which is located i in the east of Mi River within Hanting
District to be transferred. Party A agrees to acquire it upon negotiation. In
order to clarify the rights and obligations, both parties enter into the
following agreement.

    


    
      
        	
              	
                I

              	
                The
      transfer price is RMB 9 million. Party A firstly shall pay RMB 3 million
      when both parties enter into this contract, while the remaining balance
      shall be paid off on the next day after signing the contract in cash and
      bank acceptance, (including party A pays 4 million in cash and pays
      5million in bank acceptance). If party A can’t pay off the balance, it
      will not be allowed to
produce.

              


      

    

    


    
      
        	 	
                ii

              	
                The
      inventory, fixed assets, low value consumables, finished goods and
      scraps will be owned by party A from 12 AM, Dec. 24th,
      2006. The bromine produced before the handover will be owned by Party
      B.

              


      

    

    


    
      
        	 	
                iii

              	
                Party B
      should be responsible for all claims, debts, employees’ salaries,
      taxes, administrative expenses, mining fees, fees of extracting brine
      water from surrounding saltpans incurred before 12AM, Dec. 24th,
      2006.

              


      

    

    


    
      
        	 	
                iv

              	
                Party
      B uses electricity form Haihua Power Supply bureau, Haihua Power Company
      and Hanting Power Supply bureau. Party B’s power supply facilities and
      assets should be transferred to party A.. Electricity charges incurred
      before 12AM, Dec. 24th,
      2006 should be paid off by Party
  B.

              


      

    

    


    
      
        	 	
                v

              	
                The
      agreements that Party B signed regarding the salt pans and the land
      use right, utilizing brine water should be succeeded by Party
      A.

              


      

    

    


    
      
        	 	
                vi

              	
                Party
      B shall coordinate with all parties to make Part A successfully succeed
      governmental approval documents, mineral permits, safety production
      permits on the bromine plant and if
      there is any losses to Party A caused by fault of Party B, Party B should
      be liable and make compensations to Party
  A

              


      

    

    


    
      
        	 	
                vii

              	
                The key
      equipment profile and underground cable line profile should be
      transferred to Party A.

              


      

    

    


    
      
        	 	
                viii

              	
                Party B is
      responsible for settling current employees. Party A does not hold
      any responsibility under any
circumstances.

              


      

    

    


    
      
        	 	
                ix

              	
                Once any
      party beaches the contract, the other has the right to file a
      lawsuit against the breaching
party.

              


      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    

    


    
      	 	
              X

            	
              If any party
      breaches the agreement, non-breaching party should institute
      legal proceedings
      to local law institution.

            


    

    


    
      	 	
              XI

            	
              This
      agreement shall be in duplicable, and each party shall hold one
      copy.

            


    

    


    
      	 	
              XII

            	
              This
      agreement will become effective since both parties put the
      signatures on it.

            


    

    


    Party A: (seal) Shandong
Haiwang Chemcial Stock Co., Ltd

      


    /s/
Tongjiang Sun

      


    Party B: (seal) Shandong
Yuyuan Group Co., Ltd

      


    /s/
Jiang Zhang

      


    Dec.
24th,
2006.