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

                                   FORM 10-QSB

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                For the quarterly period ended December 31, 2004

                                       OR

[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

           For the transition period from ____________ to ____________

                              TS ELECTRONICS, INC.
                              --------------------
             (Exact name of registrant as specified in its charter)

   Delaware                           0-29523                        73-1564807
--------------               ------------------------              -------------
  (state of                  (Commission File Number)              (IRS Employer
incorporation)                                                      I.D. Number)


Unit 8, D Area, Office Hall, Haikou Bonded Zone, Haikou, Hainan Province, China.
                                Zip Code: 570216
                          Telephone: +86 898 6681 8282
              ----------------------------------------------------
             (Address and telephone number of registrant's principal
               executive offices and principal place of business)

       Securities registered under Section 12(b) of the Exchange Act: None

         Securities registered under Section 12(g) of the Exchange Act:

                         Common Stock, $0.001 par value
                         ------------------------------
                                (Title of Class)

     Check  whether  the issuer (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act of 1934  during the past 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 [ ]

     As of September 30, 2005,  the Company had  30,000,000  shares of its $.001
par value common stock issued and outstanding.

Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]




<PAGE>

                                TABLE OF CONTENTS
                                                                            Page

PART 1

FINANCIAL INFORMATION                                                          1

Item 1.  Financial Statements                                                  1

Item 2.  Management's Discussion and Analysis or Plan of Operation            12

Item 3.  Controls and Procedures                                              15


PART II - OTHER INFORMATION

Item 1.  Legal Proceedings                                                    15

Item 2.  Unregistered Sales of Equity Securities                              15

Item 3   Defaults Upon Senior Securities                                      16

Item 4   Submission of Matters to a Vote of Security Holders                  16

Item 5   Other Information                                                    16

Item 6   Exhibits and Reports on Form 8-K                                     16


SIGNATURES                                                                    17











<PAGE>
<TABLE>
<CAPTION>

Item 1.  Financial Statements

                              TS ELECTRONICS, INC.
                           CONSOLIDATED BALANCE SHEET
                               SEPTEMBER 300, 2005
                                   (UNAUDITED)

                             Chinese Yuan (Renminbi)
------------------------------------------------------------------------------------------------
<S>                                                                                 <C>
ASSETS
Current assets
Cash and cash equivalents                                                           Y 28,816,278
Trade accounts receivables, less allowance for doubtful accounts of Y11,585,939       48,681,466
Other non-trade receivables, less allowance for doubbtful accounts of Y910,800         7,274,964
Advance to suppliers                                                                     397,483
Inventory, net                                                                        38,822,115
------------------------------------------------------------------------------------------------
Total current assets                                                                 123,992,306
------------------------------------------------------------------------------------------------

Non-current assets
Property and equipment, net                                                           20,532,270
Intangible assets, net                                                                   504,158
Deferred tax assets                                                                      426,052
------------------------------------------------------------------------------------------------
Total non-current assets                                                              21,462,480
------------------------------------------------------------------------------------------------
Total assets                                                                        Y145,454,786
================================================================================================

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Trade accounts payable                                                              Y 17,521,905
Accrued expenses                                                                         486,426
Taxes payable                                                                          1,898,829
Other accounts payable                                                                 2,929,802
Advances from customers                                                                2,375,880
Dividend payable                                                                      34,688,034
Accounts payable-related parties                                                         889,792
Short-term notes payable                                                              28,000,000
Current portion of long-term note payable                                             23,000,000
------------------------------------------------------------------------------------------------
Total current liabilities                                                            111,790,668
------------------------------------------------------------------------------------------------

Long-term liabilities
Research and development commitment                                                      250,000
------------------------------------------------------------------------------------------------
Total long-term liabilities                                                              250,000
------------------------------------------------------------------------------------------------

Shareholders' equity
Common shares - Y0.008 par value; 100,000,000 shares authorized;
27,778,445 shares issued and outstanding                                                 229,908
Additional paid-in capital                                                            28,170,574
Retained earnings                                                                      5,013,636
------------------------------------------------------------------------------------------------
Total shareholders' equity                                                            33,414,118
------------------------------------------------------------------------------------------------
Total liabilities and shareholders' equity                                          Y145,454,786
================================================================================================
</TABLE>

      See the accompanying notes to the consolidated financial statements.


                                       1
<PAGE>
<TABLE>
<CAPTION>

                      TS ELECTRONICS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                             Chinese Yuan (Renminbi)
----------------------------------------------------------------------------------------
                                                 For the Three       For the Period from
                                                 Months Ended        January 12, through
                                                 September 30,          September 30,
                                                      2005                   2005
<S>                                           <C>                    <C>
----------------------------------------------------------------------------------------
Revenues                                      Y        20,958,797    Y        25,035,222
Cost of revenues                                       13,056,960             15,717,843
----------------------------------------------------------------------------------------
Gross profit                                            7,901,837              9,317,379
----------------------------------------------------------------------------------------
Operating expenses
Selling expenses                                          347,928                385,085
General and administraive                               1,991,579              2,157,756
----------------------------------------------------------------------------------------
Total operating expenses                                2,339,507              2,542,841
----------------------------------------------------------------------------------------
Income from operations                                  5,562,330              6,774,538
----------------------------------------------------------------------------------------

Non-operating income(expenses)
Interest income                                             2,154                  2,154
Interest expense                                       (1,004,020)            (1,243,167)
----------------------------------------------------------------------------------------
Non-operating income(expenses)                         (1,001,866)            (1,241,013)
----------------------------------------------------------------------------------------
Income before taxes                                     4,560,464              5,533,525
Income tax expense                                        430,931                519,889
----------------------------------------------------------------------------------------
Net income                                    Y         4,129,533    Y         5,013,636
========================================================================================

Basic and diluted earnings per common share   Y              0.33    Y              1.14
========================================================================================

Weighted-average common shares outstanding             12,407,908              4,399,431
========================================================================================
</TABLE>

<TABLE>
<CAPTION>
                      TS ELECTRONICS, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
        FOR THE PERIOD FROM JANUARY 12, 2005 (DATE OF INCEPTION) TRHOUGH
                               SEPTEMBER 30, 2005
                                   (UNAUDITED)

                                                   Chinese Yuan (Renminbi)
                                                 -------------------------------------------------------------------------------

                                                          Common Stock             Additional                          Total
                                                 -----------------------------      Paid-in          Retained      Stockholder's
                                                     Shares          Amount         Capital          Earnings          Equity
--------------------------------------------------------------------------------------------------------------------------------
<S>                                              <C>             <C>             <C>              <C>              <C>
Balance - January 12, 2005 (Date of Inception)            --     Y        --     Y        --      Y        --      Y        --
Issuance for cash, April 12, 2005                       85,112             704            (696)            --                  8
Issuance for cash, August 16, 2005                  25,193,273         208,512      28,228,983             --         28,437,495
Issuance in exchange for the liabilities of
TS Electronics, Inc.                                 2,500,060          20,692         (57,713)            --            (37,021)
Net income                                                --              --              --          5,013,636        5,013,636
--------------------------------------------------------------------------------------------------------------------------------
Balance - September 30, 2005                        27,778,445   Y     229,908   Y  28,170,574    Y   5,013,636    Y  33,414,118
--------------------------------------------------------------------------------------------------------------------------------
</TABLE>

      See the accompanying notes to the consolidated financial statements.


                                       2
<PAGE>

                      TS ELECTRONICS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENT OF CASH FLOWS
        FOR THE PERIOD FROM JANUARY 12, 2005 (DATE OF INCEPTION) THROUGH
                               SEPTEMBER 30, 2005
                                   (UNAUDITED)

                             Chinese Yuan (Renminbi)
--------------------------------------------------------------------------------
Cash Flows from Operating Activities
Net income                                                         Y  5,013,636
Depreciation and amortization                                           629,887
Accretion of discount on notes payable                                  700,000
Deferred tax asset                                                     (102,935)
Changes in assets and liabilities:
Accounts receivable                                                 (12,330,407)
Other receivable                                                     (3,506,939)
Advances to suppliers                                                 9,291,099
Inventory                                                           (11,599,887)
Accounts payable                                                     13,960,147
Other accounts payable                                               (3,843,802)
Accounts payable-related parties                                        889,792
Accrued expenses                                                        452,436
Advances from customers                                                 120,834
Accrued taxes payable                                                   232,650
--------------------------------------------------------------------------------
Net cash used in operating activities                                   (93,489)
--------------------------------------------------------------------------------

Cash Flows from Investing Activities
Collection on note receivable                                            91,728
Net cash received in purchase of Hainan                               1,068,275
Purchases of property and equipment                                    (118,115)
--------------------------------------------------------------------------------
Net cash provided by investing activities                             1,041,888
--------------------------------------------------------------------------------

Cash Flows from Financing Activities
Payment of dividend payable                                            (532,603)
Proceeds from issuance of common shares                              28,400,482
--------------------------------------------------------------------------------
Net cash provided by financing activities                            27,867,879
--------------------------------------------------------------------------------

Net increase in cash                                                 28,816,278
Cash and cash equivalents at beginning of period                           --
--------------------------------------------------------------------------------

Cash and cash equivalents at end of period                         Y 28,816,278
================================================================================

      See the accompanying notes to the consolidated financial statements.


                                       3
<PAGE>

NOTE 1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Organization - Onny Investment  Limited ("Onny") was incorporated in the British
Virgin  Islands  on  January  12,  2005.  Through  June  15,  2005,  Onny  was a
development stage enterprise with no development stage activities except for the
acquisition  of Helpson,  as discussed  below.  Upon the  acquisition  of Hainan
Helpson Medical  Biotechnology  Co., Ltd  ("Helpson")  and its operations,  Onny
emerged from the development stage.

On April 12,  2005,  Onny  issued 100  shares of common  stock to Tsui Hueng Mei
("Ms. Tsui") in exchange for Y8 in cash. Ms. Tsui also elected herself as Onny's
sole director.

On June 16, 2005, the Company  acquired all the  outstanding  shares of Helpson.
See Note 2.

On October 20, 2005,  Onny was  reorganized as a  wholly-owned  subsidiary of TS
Electronics, Inc. The reorganization was accomplished by Ms. Tsui exchanging her
29,700 Onny common shares for 20,555,329  common shares of TS Electronics,  Inc.
and for the  commitment  by TS  Electronics,  Inc. to issue Ms.  Tsui  4,723,056
common shares  following an amendment of the TS  Electronics,  Inc.  articles of
incorporation  increasing the number of common shares  authorized to 100,000,000
shares,  which  exchange  of  shares  was on an  851-for-1  exchange  ratio.  In
addition,  the prior Onny  preferred  shareholders  exchanged  their 10,000 Onny
common shares for 6,944,611 common shares of TS Electronics, Inc. which exchange
was on a  694-for-1  exchange  ratio.  (The  issuance of the  preferred  shares,
conversion  into Onny common  shares and the exchange for TS  Electronics,  Inc.
common  shares are not presented  herein).  The  reorganization  of Onny into TS
Electronics,  Inc. was  recognized  as a stock split of the common stock of Onny
and the effective issuance by Onny of the 2,500,060 shares of common stock of TS
Electronics,  Inc. that remained  outstanding  in exchange for the assumption of
Y37,021 of  liabilities.  The reverse  acquisition of TS  Electronics,  Inc. was
recognized as a nonmonetary  exchange and has been included in the  accompanying
consolidated  financial statements as though the transaction between Onny and TS
Electronics, Inc. had occurred on September 30, 2005.

Nature of  Operations - Helpson  manufactures  and markets  several  Western and
Chinese  medicines sold mainly to hospitals and private sellers in PRC,  through
its marketing  department in Hainan Province and from nine sales  representative
offices in other  provinces and cities.  Helpson's  other  operating  activities
include biochemical products, health products, and cosmetics.

Accounting  Estimates - 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  and the disclosures of contingent  assets and
liabilities at the date of the financial statements, and the reported amounts of
revenues and expenses during the reporting periods.  Actual results could differ
from those estimates.

Consolidation  and  Basis  of  Presentation  -  The  accompanying   consolidated
financial  statements  include the accounts and operations of Onny from the date
of its  inception on January 12, 2005,  the accounts and  operations  of Helpson
from  the  date of its  acquisition  on June  16,  2005,  and the  accounts  and
operations of TS  Electronics,  Inc. from September 30, 2005.  The  accompanying
consolidated  financial statements have been restated on a retroactive basis for
the effects of the stock split resulting from the reorganization of Onny into TS
Electronics,  Inc. All significant  inter-company balances and transactions have
been eliminated in consolidation.


                                       4
<PAGE>

The  accompanying  financial  statements  have been prepared in accordance  with
accounting  principles  generally accepted in the United States of America.  The
Company's   functional   currency  is  the  Chinese  Yuan   (Renminbi)  and  the
accompanying   financial   statements   have  been  expressed  in  Chinese  Yuan
(Renminbi).

Fair Values of Financial  Instruments  --Based on the borrowing  rates currently
available  to the  Company  for  bank  loans  with  similar  terms  and  average
maturities, the carrying amounts of notes payable approximate fair value because
of either the immediate or short-term maturity of these financial instruments or
because  the  underlying  instruments  are at interest  rates which  approximate
current market rates.

Cash and cash equivalents - Cash and cash  equivalents  include interest bearing
and non-interest  bearing bank deposits,  money market accounts,  and short-term
certificates of deposit with original maturities of three months or less.

Trade  receivables and allowance for doubtful  accounts - Trade  receivables are
carried at original invoiced amounts less an allowance for doubtful accounts.

The Company presents trade receivables net of allowances for doubtful  accounts,
to ensure trade  receivables  are not  overstated due to  uncollectibility.  The
allowances  are  calculated  based on  detailed  review  of  certain  individual
customer accounts and an estimation of the overall economic conditions affecting
the Company's  customer  base. The Company  reviews a customer's  credit history
before  extending  credit.  If the financial  condition of its customers were to
deteriorate,  resulting  in an  impairment  of their  ability to make  payments,
additional allowances may be required.

Provision is made against accounts  receivable to the extent they are considered
unlikely to be  collected.  It is common  practice in China for  receivables  to
extend  beyond  one  year.   Included  in  trade  receivables  is  approximately
Y1,780,000  that  occurred more than one year from  September  30, 2005,  but is
estimated to still be collectable.

Inventory - Inventories are stated at weighted  average  costing.  The method of
determining  inventory costs is used consistently  from year to year.  Allowance
for inventory  obsolescence  is provided in situation when its market values are
lower than its costs at the year end valuation.

Valuation of Long-lived Assets - The carrying values of the Company's long-lived
assets are reviewed for impairment  whenever events or changes in  circumstances
indicate  that  they may not be  recoverable.  When  such an event  occurs,  the
Company would project  undiscounted  cash flows to be generated  from the use of
the asset and its eventual  disposition over the remaining life of the asset. If
projections  were to indicate that the carrying  value of the  long-lived  asset
will not be recovered,  the carrying value is reduced by the estimated excess of
the carrying value over the projected discounted cash flows.

Property and Equipment - Property and equipment are stated at cost.  Maintenance
and  repairs  are  charged to expense as  incurred  and major  improvements  are
capitalized.  Gains or  losses  on  sales or  retirements  are  included  in the
statements of operations in the period of  disposition,  determined by reference
to their carrying amounts.


                                       5
<PAGE>

Intangible  Assets  -  Acquisition  costs  on  patents,  trademarks,   licenses,
techniques,  formulas and other  intangibles are capitalized and amortized using
the straight-line  method over their useful lives. For those intangible  assets,
such as patents,  with legal protection over a period,  their useful life is the
protected  period.  Others  that  do not  have  legal  protection  periods,  are
amortized  generally  over  5 to 10  years.  The  Company  does  not  capitalize
internally generated intangible assets.

Intangible  assets are  techniques  for  medicines.  Amortization  on intangible
assets was Y41,372 for the period from  January 12, 2005 through  September  30,
2005.

Advances to Suppliers  and  Advances  from  Customers - The  Company,  as is the
common  practice in the PRC,  will often pay advanced  payments to suppliers for
materials  and receive from  customers  advances for  finished  products.  As of
September  30, 2005,  the advances to suppliers  were  Y397,483 and the advances
from customers were Y2,375,880, respectively.

Revenue  Recognition  - The Company  recognizes  revenue when it is realized and
earned. The Company considers revenue realized or realizable and earned when (1)
it has persuasive evidence of an arrangement, (2) delivery has occurred, (3) the
sales  price is fixed or  determinable,  and (4)  collectability  is  reasonably
assured. Delivery does not occur until products have been shipped to the client,
risk of loss has  transferred  to the  client  and  client  acceptance  has been
obtained, client acceptance provisions have lapsed, or the Company has objective
evidence that the criteria  specified in client acceptance  provisions have been
satisfied.  The sales price is not considered to be fixed or determinable  until
all contingencies related to the sale have been resolved.

Cost of Revenues - Cost of revenues include wages, materials,  handling charges,
and other expenses associated with the manufacture and delivery of product.

Research and Development - Research and development expenditures are recorded as
expenses in the period in which they occur.

Retirement  Benefit  Plans  -  The  Company   contributes  to  various  employee
retirement  benefit plans organized by provincial  governments under which it is
required to make monthly contributions to these plans at rates prescribed by the
related provincial  governments.  The provincial governments undertake to assume
the retirement benefit  obligations of all existing and future retired employees
of the Company. Contributions to these plans are charged to expense as incurred.

Advertising Costs - Advertising costs are expensed when incurred.

Basic and Diluted Earnings per Common Share - Basic earnings per common share is
computed by dividing net income by the weighted-average  number of common shares
outstanding.  Diluted  earnings per common share is calculated to give effect to
potentially  issuable  dilutive  common shares.  There were no potential  common
shares outstanding at September 30, 2005.


                                       6
<PAGE>

Credit  risk - The  carrying  amounts of  accounts  receivable  included  in the
balance  sheets  represent the Company's  exposure to credit risk in relation to
its financial assets. No other financial assets carry a significant  exposure to
credit risk.

The Company  performs  ongoing credit  evaluations of each customer's  financial
condition.  It maintains allowances for doubtful accounts and such allowances in
the aggregate have not exceeded management's estimations.

Interest  rate risk - The Company is exposed to the risk arising  from  changing
interest rates,  which may affect the ability of repayment of existing debts and
viability of securing future debt instruments within the PRC.

Recently  Enacted  Accounting  Standards  -  In  November  2004,  the  Financial
Accounting  Standards  Board ("FASB") issued SFAS No. 151,  Inventory  Costs--An
Amendment of ARB No. 43, Chapter 4 ("SFAS 151"). SFAS 151 amends the guidance in
ARB No. 43, Chapter 4, Inventory Pricing, to clarify the accounting for abnormal
amounts of idle facility expense,  freight,  handling costs, and wasted material
(spoilage).  Among other  provisions,  the new rule  requires that items such as
idle facility expense, excessive spoilage, double freight, and re-handling costs
be  recognized  as  current-period  charges  regardless of whether they meet the
criterion  of "so  abnormal"  as stated in ARB No.  43.  Additionally,  SFAS 151
requires  that the  allocation  of fixed  production  overhead  to the  costs of
conversion be based on the normal  capacity of the production  facilities.  SFAS
151 is effective for fiscal years  beginning after June 15, 2005 and is required
to be adopted by the Company beginning on January 1, 2006.

In  December  2004,  the FASB issued SFAS No. 123  (revised  2004),  Share-Based
Payment ("SFAS 123R"),  which revises SFAS No. 123,  Accounting for  Stock-Based
Compensation.  SFAS 123R also supersedes APB 25,  Accounting for Stock Issued to
Employees,  and amends SFAS No. 95,  Statement  of Cash Flows.  In general,  the
accounting  required by SFAS 123R is similar to that of SFAS No.  123.  However,
SFAS No. 123 gave companies a choice to either recognize the fair value of stock
options in their income  statements  or disclose the pro forma income  statement
effect  of the fair  value  of  stock  options  in the  notes  to the  financial
statements.  SFAS 123R eliminates that choice and requires the fair value of all
share-based  payments  to  employees,  including  the fair  value of  grants  of
employee stock options,  be recognized in the income  statement,  generally over
the option vesting period. SFAS 123R must be adopted no later than July 1, 2005.
Early adoption is permitted.

In  December  2004,  the FASB issued SFAS No.  153,  Exchanges  of  Non-monetary
Assets--An  Amendment  of  APB  Opinion  No.  29,  Accounting  for  Non-monetary
Transactions  ("SFAS 153").  SFAS 153  eliminates  the exception from fair value
measurement for non-monetary exchanges of similar productive assets in paragraph
21(b) of APB Opinion  No. 29,  Accounting  for  Non-monetary  Transactions,  and
replaces  it  with an  exception  for  exchanges  that  do not  have  commercial
substance.  SFAS 153 specifies  that a  non-monetary  exchange  have  commercial
substance  if the  future  cash  flows of the  entity  are  expected  to  change
significantly as a result of the exchange.

The adoption of these  pronouncements  is not expected to have a material effect
on the Company's financial position or results of operations.

NOTE 2.  ACQUISITION

On May 25, 2005, the Company entered into an agreement with the  shareholders of
Helpson, a privately held Chinese joint venture,  in which the Company agreed to


                                       7
<PAGE>

acquire and the  shareholders  of Helpson agreed to sell all of the  outstanding
common  shares of  Helpson to the  Company in  exchange  for the  assumption  of
obligations  to make cash  payments to the Helpson  shareholders  in the form of
common  stock  dividends  from  Helpson  of   Y34,076,800,   the  assumption  of
Y38,115,843  of other  liabilities  and the  issuance  of  non-interest  bearing
promissory notes totaling Y28,000,000 payable three months after Helpson obtains
a business  license in the People's  Republic of China as a wholly foreign owned
entity. Helpson obtained such license on June 16, 2005 and the shares of Helpson
were  transferred  to the Company on that date.  June 16, 2005 was recognized as
the date of the acquisition. The promissory notes are due September 16, 2005.

Helpson  manufactures  and markets  several  Western and Chinese  medicines sold
mainly to  hospitals  and  private  sellers in the  Peoples  Republic  of China,
through  its  marketing  department  in  Hainan  Province  and from  nine  sales
representative offices in other provinces and cities.  Helpson's other operating
activities include biochemical products, health products, and cosmetics.

Since  Helpson is an operating  company and control of Helpson  changed upon the
closing of the acquisition agreement, the Company is the accounting acquirer and
has  recognized  the  acquisition  of  Helpson  as  a  business  combination  in
accordance with Statements of Financial  Accounting  Standards No. 141, Business
Combinations.  On April 25,  2005,  Helpson  declared a dividend  to the selling
shareholders of Y34,076,800,  which equaled Helpson's retained earnings at March
31, 2005 less  deferred  income tax assets of Y713,565  that are not  considered
part of  distributable  profits  under  Chinese  law.  The fair value of the net
assets of Helpson was  determined  by appraisal and exceeded the cost of the net
assets  acquired.  That  excess was  allocated  as a pro rata  reduction  of the
amounts  that  otherwise  would have been  assigned  to the  non-current  assets
acquired.

At June 16, 2005, the purchase price was allocated to the assets acquired and
liabilities assumed as follows:

Current assets                                                      Y 78,513,015
Property and Equipment                                                20,964,041
Intangible assets                                                        584,158
--------------------------------------------------------------------------------
Total assets acquired                                                100,061,214
--------------------------------------------------------------------------------

Current liabilities                                                   64,511,214
Long-term liabilities                                                  8,250,000
--------------------------------------------------------------------------------
Total liabilities assumed                                             72,761,214
--------------------------------------------------------------------------------
Net assets acquired                                                 Y 27,300,000
================================================================================

Intangible  assets  consist  of  registered   patents,   trademarks,   licenses,
techniques  and  formulas  related to several  Western  and  Chinese  medicines,
biochemical products,  health products,  and cosmetics.  These intangible assets
have a weighted-average useful life of approximately 5 years.

The  following  unaudited  pro forma  information  is  presented  to reflect the
operations of the Company and Helpson on a combined basis as if the  acquisition
of Helpson had been completed as of January 1, 2005, respectively. The unaudited
pro forma information is only illustrative of the effects of the acquisition and
does not necessarily  reflect the results of operations that would have resulted
had the acquisition actually occurred on those dates.


                                       8
<PAGE>

                                                             For the Period from
                                                             January 12, through
                                                                September 30,
                                                                     2005
--------------------------------------------------------------------------------
                                                                 (unaudited)

Revenue                                                      Y        69,102,267
Net income                                                            18,749,610
Basic earnings per common share                                             1.51
================================================================================


Pro forma net  income  for the for the nine  months  ended  September  30,  2005
include   nonrecurring   interest   expense  of  Y700,000   resulting  from  the
amortization of the discount on the Y28,000,000  promissory notes payable to the
former Helpson  shareholders,  which discount was computed based upon an imputed
interest rate of 10% per annum.

The  reorganization  was recognized as a stock split of the common stock of Onny
and the effective issuance by Onny of the 2,500,060 shares of common stock of TS
Electronics,  Inc. that remained  outstanding  in exchange for the assumption of
Y37,021 of liabilities.  The acquisition of TS Electronics,  Inc. was recognized
as a non-monetary exchange.


NOTE 3 - INVENTORY

Inventory consisted of the following at September 30, 2005:

--------------------------------------------------------------------------------
Raw materials                                                       Y33,901,357
Work in progress                                                      1,163,392
Finished goods                                                        3,772,075
Provision for obsolescence                                              (14,709)
--------------------------------------------------------------------------------
Total Inventory                                                     Y38,822,115
================================================================================


NOTE 4 - PROPERTY AND EQUIPMENT

Property and equipment consisted of the following:

--------------------------------------------------------------------------------
Permit of land use                                                  Y 2,816,679
Building                                                              9,067,566
Plant, machinery and equipment                                        9,029,542
Motor vehicle                                                           115,405
Office equipment                                                         91,592
--------------------------------------------------------------------------------
Total                                                                21,120,784
Less: Accumulated depreciation                                         (588,514)
--------------------------------------------------------------------------------
Property and equipment, net                                         Y20,532,270
================================================================================


                                       9
<PAGE>

Depreciation  is computed on a  straight-line  basis over the  estimated  useful
lives of the assets as follows:

Asset                                                                     Life
--------------------------------------------------------------------------------
Permit of land use                                                       40 - 70
Building                                                                 20 - 35
Plant, machinery and equipment                                                10
Motor vehicle                                                             5 - 10
Office equipment                                                               5
--------------------------------------------------------------------------------

Depreciation  expense was  Y588,514 for the period from January 12, 2005 through
September 30, 2005.


NOTE 5 - INTANGIBLE ASSETS

Intangible  assets  represent  the  costs  on  patents,  trademarks,   licenses,
techniques and formulas.  Intangible assets have a weighted-average  useful life
of approximately 5 years. The estimated aggregate  amortization  expense for the
remainder of the period ending  December 31, 2005 and the succeeding  four years
is as follows:

--------------------------------------------------------------------------------
2005                                                                    Y 41,372
2006                                                                      41,936
2007                                                                      41,936
2008                                                                      27,826
2009                                                                      24,638
--------------------------------------------------------------------------------


NOTE 6 - INCOME TAXES

The Company  accounts  for its income  taxes in  accordance  with  Statement  of
Financial  Accounting  Standards ("SFAS") No. 109, which requires recognition of
deferred tax assets and liabilities for future tax consequences  attributable to
differences  between the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases and any tax credit carry forwards
available.  Deferred tax assets and  liabilities  are measured using enacted tax
rates expected to apply to taxable income in the years in which those  temporary
differences are expected to be recovered or settled.  The effect on deferred tax
assets and  liabilities  of a change in tax rates is recognized in income in the
period that includes the enactment date.

The  provision  for income  taxes  consisted  only of current  taxes  payable of
Y519,889.  The Company is not subject to any income taxes in the United  States.
Income tax expense differed from the amounts computed by applying the enterprise
income tax rate of 7.5% to pretax income as a result of the following:


Tax at statutory rate (7.5%)                                           Y 342,035
Nondeductible expenses                                                   177,854
--------------------------------------------------------------------------------
Provision for income taxes                                             Y 519,889
--------------------------------------------------------------------------------

At September 30, 2005, net deferred tax assets consisted of the following:


                                       10
<PAGE>
<TABLE>
<CAPTION>

Allowances for doubtful accounts receivable                           Y  936,644
Property and equipment                                                 1,385,901
Intangible assets                                                         35,017
--------------------------------------------------------------------------------
Total deferred tax assets                                              2,357,562
Less: Valuation allowance                                              1,931,510
--------------------------------------------------------------------------------
Net deferred tax assets                                               Y  426,052
--------------------------------------------------------------------------------

The Company has also  incurred  various  other  taxes,  primarily  comprised  of
business tax,  value-added tax, urban construction tax, education surcharges and
etc.  Any unpaid  amounts are  reflected  on the  balance  sheets as other taxes
payable.


NOTE 7 - NOTES PAYABLE

Notes payable consisted of the following at September 30, 2005:
<S>                                                                              <C>
     Note payable to a bank, bearing interest at 6.6%, secured by equipment,
     building and land use rights, matured, in process of renewal               Y15,000,000
     Note payable to a bank, bearing interest at 6.6%, secured by equipment,
     building and land use rights, due in March 2006                              8,000,000
     Note payable to former Hainan Helpson shareholders, noninterest
     bearing, secured by the capital stock of Hainan Helpson                     28,000,000
-------------------------------------------------------------------------------------------
     Total notes payable                                                         51,000,000
     Less: Current portion                                                      (51,000,000)
-------------------------------------------------------------------------------------------
     Long term notes payable                                                    Y      --
===========================================================================================
</TABLE>

Annual  maturities  of notes  payable  for the  remainder  of the period  ending
December 31, 2005 and thereafter are as follows:

--------------------------------------------------------------------------------
2005                                                                Y 43,000,000
2005                                                                   8,000,000
================================================================================


NOTE 8. STOCKHOLDERS' EQUITY

On  July  6,  2005,  the   shareholder  of  Onny  amended  Onny's   articles  of
incorporation  increasing  the number of authorized  common shares to 4,000,000,
reducing the par value of the common  shares to Y0.08 per share and  authorizing
100 preferred  shares with a par value of Y825. On August 18, 2005, prior to the
reorganization with TS Electronics, Inc., the articles of incorporation of Onny,
were amended  changing the  authorized  capital of Onny to 40,000 common shares,
Y827.65 (US$100) par value, and 10,000  preferred  shares,  Y827.65 (US$100) par
value.

The Onny  preferred  shareholders  were entitled to receive  dividends  prior to
common  shareholders  at a rate of Y0.64  per annum  for each  preferred  share.
Following the payment of preferred  dividends,  the preferred  shareholders were
entitled to  participate  equally with common  shareholders  in  dividends.  The
preferred dividends were  non-cumulative.  The preferred shares were convertible
into common shares on a  one-for-one  basis any time after the date of issuance,
at the option of the holder.


                                       11
<PAGE>

As described in Note 1, the reorganization of Onny into TS Electronics, Inc. was
recognized  as  an  851-for-1  stock  of  the  Onny  common  shares   previously
outstanding.  The  number of common  shares  issued  and  outstanding  have been
restated in the accompanying  consolidated financial statements on a retroactive
basis for the effects of the stock split.

On August 16, 2005, the Onny  shareholder  made a capital  investment in Onny of
Y28,437,495  in cash in exchange for the issuance of  25,193,273  common  shares
(29,600 pre-split common shares).

The accompanying  financial statements reflect the effective issuance by Onny of
the  2,500,060  shares of common stock of TS  Electronics,  Inc.  that  remained
outstanding  in exchange for the  assumption of Y37,021 of liabilities as though
the issuance had occurred on September 30, 2005.


NOTE 9.  COMMITMENTS AND CONTINGENCIES

Economic  environment  -  Significantly  all of  the  Company's  operations  are
conducted  in the PRC,  the  Company is subject  to special  considerations  and
significant  risks not  typically  associated  with  companies  operating in the
United States of America.  These risks  include,  among others,  the  political,
economic and legal  environments  and foreign currency  exchange.  The Company's
results  may be  adversely  affected  by  changes  in the  political  and social
conditions in the PRC, and by changes in  governmental  policies with respect to
laws  and  regulations,  anti-inflationary  measures,  currency  conversion  and
remittance abroad, and rates and methods of taxation, among other things.

In addition,  all of the Company's  revenue is denominated in the PRC's currency
of  Renminbi  ("RMB"),  which must be  converted  into other  currencies  before
remittance  out of the PRC. Both the  conversion of RMB into foreign  currencies
and the  remittance of foreign  currencies  abroad  require  approval of the PRC
government.


NOTE 10.  SUBSEQUENT EVENTS

On October  19,  2005,  Onny issued  10,000  preferred  shares in  exchange  for
Y35,692,406 in cash, net of Y5,690,094 offering costs and estimated registration
costs,  and on that same date, those preferred shares were converted into 10,000
Onny common shares.

On  November  4, 2005 the  Company  made  payments  to satisfy in full the notes
payable to the former Helpson shareholders in the amount of Y28,000,000.

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATION

The following  discussion  should be read in conjunction  with our  consolidated
financial  statements and the notes thereto and the other financial  information
appearing elsewhere in this document. In addition to historical information, the
following   discussion  and  other  parts  of  this  document   contain  certain
forward-looking  information.  Our financial  statements are prepared in RMB and
are in accordance with accounting  principles  generally  accepted in the United
States.  When  used in this  discussion,  the words  "believes,"  "anticipates,"
"expects,"  and similar  expressions  are  intended to identify  forward-looking
statements.  Such  statements  are subject to certain  risks and  uncertainties,
which could cause actual results to differ  materially  from those projected due
to a number of factors beyond our control.


                                       12
<PAGE>

We do not  undertake  to  publicly  update or revise any of the  forward-looking
statements even if experience or future changes show that the indicated  results
or events will not be realized. You are cautioned not to place undue reliance on
these  forward-looking  statements,  which speak only as of the date hereof. You
are also urged to carefully  review and consider our  discussions  regarding the
various  factors,  which  affect our  business,  included  in this  section  and
elsewhere in this report.

Factors that might cause actual  results,  performance or achievements to differ
materially,  among  other  things:  from  those  projected  or  implied  in such
forward-looking statements include: (i) the impact of competitive products; (ii)
changes in laws and  regulations;  (iii) adequacy and  availability of insurance
coverage;  (iv)  limitations on future  financing;  (v) increases in the cost of
borrowings  and  availability  of debt or  equity  capital;  (vi) the  effect of
adverse  publicity  regarding our  products;  (vii) our inability to gain and/or
hold market  share;  (viii)  exposure to and expense of resolving  and defending
product liability claims and other litigation;  (ix) consumer  acceptance of our
products;   (x)  managing  and  maintaining   growth;   (xi)  customer  demands;
(xii)market and industry  conditions  including pricing and demand for products,
(xiii)the success of product development and new product  introductions into the
marketplace;  (xiv)the departure of key members of management;  (xv) our ability
to  efficiently  market our products;  as well as other risks and  uncertainties
that are  described  from time to time in our filings  with the  Securities  and
Exchange Commission.

Notwithstanding the above,  Section 27A of the Securities Act and Section 21E of
the  Securities  Exchange Act expressly  states that the safe harbor for forward
looking  statements does not apply to companies that issue  securities that meet
the definition of a penny stock,  as such,  the safe harbor for forward  looking
statements does not apply to us.

Overview

On  June  16,  2005,  Onny  Investment  Limited  ("Onny")  acquired  all  of the
outstanding common shares of Helpson, a privately held Chinese joint venture, in
exchange  for cash  payments  to the Hainan  shareholders  in the form of common
stock dividends from Helpson of Y34,076,800 and non-interest  bearing promissory
notes totaling  Y28,000,000  payable on September 16, 2005.  The  acquisition of
Helpson was recognized as a business combination.

On August 16, 2005, the Onny  shareholder  made a capital  investment in Onny of
Y28,437,495  in  cash  in  exchange  for  the  issuance  of  25,193,273  (29,600
pre-split)  additional  common  shares.  On August 18, 2005,  the memorandum and
articles of association of Onny were amended to increase the number of shares of
preferred stock  authorized to 10,000 shares with a Y827.65  (US$100) par value.
On October  20,  2005,  Onny issued  10,000  preferred  shares in  exchange  for
Y35,692,406 in cash, net of offering costs and estimated registration costs, and
on that same date, those preferred shares were converted into 10,000 Onny common
shares and on November 4, 2005  principal  payments on the  promissory  notes of
Y28,000,000 were made to the former Helpson shareholders.

Also on October 20, 2005, Onny was  reorganized as a wholly-owned  subsidiary of
TS Electronics,  Inc. The  reorganization  was accomplished by the original Onny
common  shareholder  exchanging  her 29,700  Onny common  shares for  20,555,329


                                       13
<PAGE>

common shares of TS Electronics,  Inc. and for the commitment by TS Electronics,
Inc. to issue the  original  Onny common  shareholder  4,723,056  common  shares
following an amendment of the TS  Electronics,  Inc.  articles of  incorporation
increasing the number of common shares authorized to 100,000,000  shares,  which
was on an  851-for-1  exchange  ratio.  In  addition,  the prior Onny  Preferred
Shareholders  exchanged  their 10,000 Onny common  shares for  6,944,611  common
shares of TS Electronics, Inc. which was on a 694-for-1 exchange ratio.

The  reorganization  was recognized as a stock split of the common stock of Onny
and the effective issuance by Onny of the 2,500,060 shares of common stock of TS
Electronics,  Inc. that remained  outstanding  in exchange for the assumption of
Y37,021 of liabilities.  The acquisition of TS Electronics,  Inc. was recognized
as a nonmonetary exchange.

As a result of these transactions, we currently operate as a holding company for
Helpson, our China-based  indirect wholly owned subsidiary.  Through Helpson, we
research  and  produce a  variety  of  bio-pharmaceutical  products  that  focus
primarily on genetic engineering, bioengineering,  peptidergic medicine. We have
recently  expanded  into chemical  medicine.  Our main products can be separated
into  three  major  categories,  in terms of  product  purposes:  anti-infection
products,  and raw  materials for surface  wound-recovery  and the neural system
product..  We present  product  types  including  the covered  tablet,  capsule,
troche,  oral fluid,  injection,  frozen  powder  acicula,  and germfree  powder
acicula. By increasing  investment in research & development to develop products
with easier absorption,  stability and improved transportation safety, we strive
to fulfill a larger range of patient needs.

Operations  for the three  months ended  September  30, 2005 and the period from
January 12 to September 30, 2005

Revenues were Y20,958,797 for the three months ended September 30, 2005, and the
cost of  revenues  was  Y13,056,960,  which was 62% of the  revenues.  Operating
expenses  were  Y2,339,507,  which was 42% of income from  operations.  Interest
expense was Y1,004,020 and net income was Y4,129,533.  Revenues were Y25,035,222
for the period from January 12 to September  30, 2005,  and the cost of revenues
was  Y15,717,843,  which  is  63%  of  the  revenues.  Operating  expenses  were
Y2,542,841  for the period from January 12 to September 30, 2005,  which was 38%
of income from  operations.  Interest  expense for the period from January 12 to
September 30, 2005 was Y1,243,167, and the net income was Y5,013,636.

Liquidity and capital  resources of TS  Electronics  for the period  January 12,
2005 to September 30, 2005.

As of  September  30,  2005  ,cash and cash  equivalents  of TS  Electronics  is
Y28,816,278. Cash used in operating activities was approximately Y93,489 for the
period  January  12, 2005 to  September  30,  2005,  which  resulted  from trade
accounts   receivable   increasing  by  Y12,330407  and  advances  to  suppliers
decreasing by Y9,291,099 and the inventory increasing by Y11,599,887 and account
payable increased amounts Y13,960,147.


                                       14
<PAGE>

Cash flows from investing activities for the period January 12,2005 to September
30,2005 were  Y1,041,888.  This was mainly a result of the net cash  received in
the purchase TS Electronics..

ITEM 3.  CONTROLS AND PROCEDURES

1)   Evaluation of Disclosure Controls and Procedures

     Disclosure  controls and procedures are designed to ensure that information
     required  to be  disclosed  in the  reports  filed or  submitted  under the
     Exchange  Act of 1934 is  recorded,  processed,  summarized  and  reported,
     within the time periods  specified in the rules and forms of the Securities
     and  Exchange  Commission.  Disclosure  controls  and  procedures  include,
     without  limitation,  controls  and  procedures  designed  to  ensure  that
     information include,  without limitation,  controls and procedures designed
     to ensure that  information  required to be disclosed in the reports  filed
     under the  Exchange  Act of 1934 is  accumulated  and  communicated  to the
     Company's  management,  including  its  principal  executive  and financial
     officers,  as appropriate,  to allow timely  decisions  regarding  required
     disclosure.

     Within the 90 days prior to the filing of this report,  the Company carried
     out an evaluation,  under the supervision and with the participation of the
     Company's  management,  including  its  principal  executive  and financial
     officer of the  effectiveness  of the design and operation of the Company's
     disclosure  controls and procedures.  Based upon and as of the date of that
     evaluation,   the  Company's  principal  executive  and  financial  officer
     concluded  that  the  Company's  disclosure  controls  and  procedures  are
     effective  to ensure  that  information  required  to be  disclosed  in the
     reports  that Company  files and submits  under the Exchange Act of 1934 is
     recorded, processed, summarized and reported as and when required.

2)   Changes in Internal Control

     There  were no  changes  in the  Company's  internal  controls  or in other
     factors that could have significantly affected those controls subsequent to
     the date of the Company's most recent evaluation.


                           PART II - OTHER INFORMATION

ITEM 1.  LEAGAL PROCEEDINGS

From  time to time,  we may  become  involved  in  various  lawsuits  and  legal
proceedings which arise in the ordinary course of business.  However, litigation
is subject to inherent  uncertainties,  and an adverse  result in these or other
matters may arise from time to time that may harm our business. We are currently
not aware of any such legal  proceeding  or claims  that we  believe  will have,
individually  or in the  aggregate,  a material  adverse effect on our business,
financial condition or operating results.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On May 11, 2005, we sold to Halter  Financial  Group,  Inc. ("HFG") in a private
placement  1,875,045  shares of restricted  common stock at a purchase  price of
$0.1066641 per share,  pursuant to the terms of a Stock Purchase  Agreement (the
"Purchase  Agreement")  executed by the parties on said date. As a result of the
purchase,  HFG became our controlling  shareholder,  owning approximately 75% of
our issued and  outstanding  shares of common  stock.  This issuance was made in
reliance on Section 4(2) of the Act and was made without general solicitation or
advertising.  The  purchaser  was a  sophisticated  investor  with access to all
relevant information  necessary to evaluate the investment,  and who represented
to us that the shares were being acquired for investment.


                                       15
<PAGE>

On October 20, 2005, we entered into a Securities  Exchange  Agreement with Onny
and its  original  stockholders  pursuant to which we acquired all of the issued
and outstanding shares of Onny from said stockholders in exchange for 27,499,940
shares of our common  stock.  This issuance was made in reliance on Section 4(2)
of the Act  and was  made  without  general  solicitation  or  advertising.  The
acquirers were sophisticated  investors with access to all relevant  information
necessary to evaluate the investment,  and who represented to us that the shares
were being acquired for investment.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5.  OTHER INFORMATION

On  August  17,  2005 we filed a Form 8-K to  announce  the  dismissal  of Evans
Gaither & Associates,  PLLC ("Evans") and the  appointment of Hansen,  Barnett &
Maxwell, PC.

On October  20,  2005,  we filed a Form 8-K to disclose  that we entered  into a
Securities  Exchange  Agreement (the "Exchange  Agreement") with Onny Investment
Limited,  a corporation  organized  under the laws of the British Virgin Islands
("Onny"),  and its  original  stockholders  and  Halter  Financial  Group,  Inc.
("Halter")  pursuant  to which we  acquired  all of the issued  and  outstanding
shares of Onny from said  stockholders in exchange for 27,499,940  shares of our
common stock.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

     31.1  -   Certification of Chief Executive  Officer pursuant to Rule 13a-14
               and Rule 15d-14(a) of the Exchange Act.

     31.2  -   Certification of Chief Financial  Officer pursuant to Rule 13a-14
               and Rule 15d-14(a) of the Exchange Act.

     32.1  -   Certification  of the  Chief  Executive  Officer  pursuant  to 18
               U.S.C.  Section 1350,  as adopted  pursuant to Section 906 of the
               Sarbanes-Oxley Act of 2002.

     32.2  -   Certification  of the  Chief  Financial  Officer  pursuant  to 18
               U.S.C.  Section 1350,  as adopted  pursuant to Section 906 of the
               Sarbanes-Oxley Act of 2002.

(b)  Reports on Form 8-K

See Item 5.


                                       16
<PAGE>

                                   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.

TS Electronics, Inc.



Date:  November 18, 2005                    /s/ Zhilin Li
                                           -------------------------------------
                                           Zhilin Li
                                           Chief Executive Officer and President



Date:  November 18, 2005                    /s/ Xinhua Wu
                                           -------------------------------------
                                           Xinhua Wu
                                           Chief Financial Officer












                                       17