**EXHIBIT 4.18**     THE SECURITIES REPRESENTED HEREBY MAY NOT BE TRANSFERRED UNLESS (I) SUCH SECURITIES HAVE BEENREGISTERED FOR SALE PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED, (11) SUCH SECURITIES MAY BESOLD PURSUANT TO RULE 144(K)**,**OR (111) THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLYSATISFACTORY TO IT THAT SUCH TRANSFER MAY LAWFULLY BE MADE WITHOUT REGISTRATION UNDER THESECURITIES ACT OF 1933 OR QUALIFICATION UNDER APPLICABLE STATE SECURITIES LAWS.     SUBJECT TO THE PROVISIONS OF SECTION 10 HEREOF, THIS WARRANT SHALL BE VOID AFTER *5:00*P.M.EASTERN TlME ON DECEMBER 20, 2008 (THE “EXPIRATION DATE).No. W-**CORGI INTERNATIONAL LIMITED****WARRANT TO PURCHASE ___ AMERICAN DEPOSITARY SHARES**     For VALUE RECEIVED,                      (“Warrantholder”), is entitled to purchase,subject to the provisions of this Warrant, from Corgi International Limited, a corporationorganized under the laws of Hong Kong (the “Company”), at any time not later than 5:00 P.M.,Eastern time, on the Expiration Date (as defined above), at an exercise price per share equal to$7.80 (after giving effect to the Reverse Merger); provided, however, that if suchHolder exercises any Warrant Shares prior to 5:00 p.m. (Pacific Standard Time) on August 15, 2007or on the 10th business day following the consent of the Majority Holders of the Amendment toWarrants, Commitment to Issue Replacement Warrants and Waiver (such early exercised Warrantsreferred to as the “Early Exercised Warrants”), whichever is later, then for such EarlyExercised Warrants only at an exercise price per share equal to $5.00 (after giving effect to theReverse Merger) (the exercise price in effect being called the Warrant Price); provided,further that the Company shall be required to issue to each Holder who timely exercisestheir Early Exercised Warrants new Warrants at an exercise price of $6.00 per share (the“Replacement Warrants”) to purchase the number of ADSs equal to the product (rounded downto the nearest whole number) of (i) 0.5 and (ii) the number of Warrants Shares received uponexercise of the Early Exercised Warrants, ___ of the Company’s American Depositary Shares(“Warrant Shares”). The number of Warrant Shares purchasable upon exercise of this Warrant and theWarrant Price shall be subject to adjustment from time to time as described herein.     This Warrant is one of a series of Warrants of like tenor issued by the Company pursuant tothe Purchase Agreement, dated November 16, 2006 as amended by the Amendment to Warrants, Commitmentto Issue Replacement Warrants, Amendment to Registration Rights Agreement and Waiver, effective asof August 22, 2007 (the “Purchase Agreement”), among the Company and the investors named thereinand initially covering an aggregate of 4,800,000 ADSs (prior to giving effect to the ReverseMerger) (collectively, the “Company Warrants”).
 

 
Capitalized terms used herein have the respective meanings ascribed thereto in the PurchaseAgreement unless otherwise defined herein.     Section 1. Registration. The Company shall maintain books for the transfer andregistration of the Warrant. Upon the initial issuance of this Warrant, the Company shall issue andregister the Warrant in the name of the Warrantholder.     Section 2. Transfers. As provided herein, this Warrant may be transferred onlypursuant to a registration statement filed under the Securities Act of 1933, as amended (the“Securities Act”), or an exemption from such registration. Subject to such restrictions, theCompany shall transfer this Warrant from time to time upon the books to be maintained by theCompany for that purpose, upon surrender hereof for transfer, properly endorsed or accompanied byappropriate instructions for transfer and such other documents as may be reasonably required by theCompany, including, if required by the Company, an opinion of its counsel to the effect that suchtransfer is exempt from the registration requirements of the Securities Act, to establish that suchtransfer is being made in accordance with the terms hereof, and a new Warrant shall be issued tothe transferee and the surrendered Warrant shall be canceled by the Company.     Section 3**.**Exercise of Warrant. Subject to the provisions hereof, the Warrantholdermay exercise this Warrant, in whole or in part, at any time prior to its expiration upon surrenderof the Warrant, together with delivery of a duly executed Warrant exercise form, in the formattached hereto as Appendix A (the “Exercise Agreement”) and payment by cash, certified check orwire transfer of funds of the aggregate Warrant Price for that number of Warrant Shares then beingpurchased, to the Company during normal business hours on any business day at the Company’s UnitedStates executive offices. The Warrant Shares so purchased shall be deemed to be issued to theWarrantholder or the Warrantholder’s designee, as the record owner of such shares, as of the closeof business on the date on which this Warrant shall have been surrendered (or the date evidence ofloss, theft or destruction thereof and security or indemnity satisfactory to the Company has beenprovided to the Company), the Warrant Price shall have been paid and the completed ExerciseAgreement shall have been delivered. Certificates for the Warrant Shares so purchased shall bedelivered to the Warrantholder within a reasonable time after this Warrant shall have been soexercised. The certificates so delivered shall be in such denominations as may be requested by theWarrantholder and shall be registered in the name of the Warrantholder or such other name as shallbe designated by the Warrantholder, as specified in the Exercise Agreement. If this Warrant shallhave been exercised only in part, then, unless this Warrant has expired, the Company shall, at itsexpense, at the time of delivery of such certificates, deliver to the Warrantholder a new Warrantrepresenting the right to purchase the number of shares with respect to which this Warrant shallnot then have been exercised. As used herein, “business day” means a day, other than a Saturday orSunday, on which banks in New York City and Hong Kong are open for the general transaction ofbusiness. Each exercise hereof shall constitute the re-affirmation by the Warrantholder that therepresentations and warranties contained in Section 5 of the Purchase Agreement are true andcorrect in all material respects with respect to the Warrantholder as of the time of such exercise.     Section 4. Compliance with the Securities Act of 1933. Except as provided in thePurchase Agreement, the Company may cause the legend set forth on the first page of thisWarrant to be set forth on each Warrant, and a similar legend on any security issued orissuable
 

 
upon exercise of this Warrant, unless counsel for the Company is of the opinion as to anysuch security that such legend is unnecessary.     Section 5. Payment of Taxes. The Company will pay any documentary stamp taxesattributable to the initial issuance of Warrant Shares issuable upon the exercise of the Warrant;provided, however, that the Company shall not be required to pay any tax or taxes which may bepayable in respect of any transfer involved in the issuance or delivery of any certificates forWarrant Shares in a name other than that of the Warrantholder in respect of which such shares areissued, and in such case, the Company shall not be required to issue or deliver any certificate forWarrant Shares or any Warrant until the person requesting the same has paid to the Company theamount of such tax or has established to the Company’s reasonable satisfaction that such tax hasbeen paid. The Warrantholder shall be responsible for income taxes due under federal, state orother law, if any such tax is due.     Section 6. Mutilated or Missing. Warrants. In case this Warrant shall be mutilated, lost,stolen, or destroyed, the Company shall issue in exchange and substitution of and upon surrenderand cancellation of the mutilated Warrant, or in lieu of and substitution for the Warrant lost,stolen or destroyed, a new Warrant of like tenor and for the purchase of a like number of WarrantShares, but only upon receipt of evidence reasonably satisfactory to the Company of such loss,theft or destruction of the Warrant, and with respect to a lost, stolen or destroyed Warrant,reasonable indemnity with respect thereto, if requested by the Company.     Section 7. Reservation of Shares. The Company covenants and agrees that all WarrantShares that may be issued upon the exercise of the rights represented by this Warrant will, uponissuance, be validly issued and outstanding, fully paid and nonassessable, and free from all taxes,liens and charges with respect to the issuance thereof. The Company further covenants and agreesthat the Company will at all times prior to the Expiration Date, have authorized and reserved, freefrom preemptive rights, a sufficient number of ADSs (and underlying Ordinary Shares of the Company)to provide for the exercise of the rights represented by this Warrant. If at any time prior to theExpiration Date the number of authorized but unissued ADSs or Ordinary Shares shall not besufficient to permit exercise of this Warrant, the Company will take such corporate action as may,in the opinion of its counsel, be necessary to increase its authorized but unissued Ordinary Sharesand ADSs to such number of shares as shall be sufficient for such purposes.     Section 8. Adjustments. Subject and pursuant to the provisions of this Section 8, theWarrant Price and number of Warrant Shares subject to this Warrant shall be subject to adjustmentfrom time to time as set forth hereinafter.          (a) If the Company shall, at any time or from time to time while this Warrant is outstanding,pay a dividend or make a distribution on its Ordinary Shares or ADSs in Ordinary Shares or ADSs,subdivide its outstanding Ordinary Shares or ADSs into a greater number of shares or combine itsoutstanding Ordinary Shares or ADSs into a smaller number of shares or issue by reclassification ofits outstanding Ordinary Shares or ADSs any shares of its capital stock (including any suchreclassification in connection with a consolidation or merger in which the Company is thecontinuing corporation), then (i) the Warrant Price in effect immediatelyprior to the date on which such change shall become effective shall be adjusted by multiplying
 

 
such Warrant Price by a fraction, the numerator of which shall be the number of Ordinary Shares orADSs, as applicable, outstanding immediately prior to such change and the denominator of whichshall be the number of Ordinary Shares or ADSs, as applicable, outstanding immediately after givingeffect to such change and (ii) the number of Warrant Shares purchasable upon exercise of thisWarrant shall be adjusted by multiplying the number of Warrant Shares purchasable upon exercise ofthis Warrant immediately prior to the date on which such change shall become effective by afraction, the numerator of which is shall be the Warrant Price in effect immediately prior to thedate on which such change shall become effective and the denominator of which shall be the WarrantPrice in effect immediately after giving effect to such change, calculated in accordance withclause (i) above. Such adjustments shall be made successively whenever any event listed above shalloccur.          (b) If any capital reorganization, reclassification of the capital stock of the Company,consolidation or merger of the Company with another corporation in which the Company is not thesurvivor, or sale, transfer or other disposition of all or substantially all of the Company’sassets to another corporation shall be effected, then, as a condition of such reorganization,reclassification, consolidation, merger, sale, transfer or other disposition, lawful and adequateprovision shall be made whereby each Warrantholder shall thereafter have the right to purchase andreceive upon the basis and upon the terms and conditions herein specified and in lieu of theWarrant Shares immediately theretofore issuable upon exercise of the Warrant, such shares of stock,securities or assets as would have been issuable or payable with respect to or in exchange for anumber of Warrant Shares equal to the number of Warrant Shares immediately theretofore issuableupon exercise of the Warrant, had such reorganization, reclassification, consolidation, merger,sale, transfer or other disposition not taken place, and in any such case appropriate provisionshall be made with respect to the rights and interests of each Warrantholder to the end that theprovisions hereof (including, without limitation, provision for adjustment of the Warrant Price)shall thereafter be applicable, as nearly equivalent as may be practicable in relation to anyshares of stock, securities or assets thereafter deliverable upon the exercise hereof. The Companyshall not effect any such consolidation, merger, sale, transfer or other disposition unless priorto or simultaneously with the consummation thereof the successor corporation (if other than theCompany) resulting from such consolidation or merger, or the corporation purchasing or otherwiseacquiring such assets or other appropriate corporation or entity shall assume the obligation todeliver to the Warrantholder, at the last address of the Warrantholder appearing on the books ofthe Company, such shares of stock, securities or assets as, in accordance with the foregoingprovisions, the Warrantholder may be entitled to purchase, and the other obligations under thisWarrant. The provisions of this paragraph (b) shall similarly apply to successive reorganizations,reclassifications, consolidations, mergers, sales, transfers or other dispositions.     (c) In case the Company shall fix a payment date for the making of a distribution to allholders of is Ordinary Shares or ADSs (including any such distribution made in connection with aconsolidation or merger in which the Company is the continuing corporation) of evidences ofindebtedness or assets (other than cash dividends or cash distributions payable out of consolidatedearnings or earned surplus or dividends or distributions referred to in Section 8(a)), orsubscription rights or warrants, the Warrant Price to be in effect after such payment date shall bedetermined by multiplying the Warrant Price in effect immediately prior to such payment dateby a fraction, the numerator of which shall be the total number of Ordinary Shares or ADSs, as
 

 
applicable, outstanding multiplied by the Market Price (as defined below) per Ordinary Share orADS, as applicable, prior to such payment date, less the fair market value (as determined by theCompany’s Board of Directors in good faith) of said assets or evidences of indebtedness sodistributed, or of such subscription rights or warrants, and the denominator of which shall be thetotal number of Ordinary Shares or ADSs, as applicable, outstanding multiplied by such Market Priceper Ordinary Share or ADS, as applicable, immediately prior to such payment date. “Market Price” asof a particular date (the “Valuation Date”) shall mean the following: (a) if the Ordinary Shares orthe ADSs, as applicable, are then listed on a national stock exchange, the closing sale price ofone Ordinary Share or ADS on such exchange on the last trading day prior to the Valuation Date; (b)if the Ordinary Shares or the ADSs, as applicable, are then quoted on the National Association ofSecurities Dealers, Inc. OTC Bulletin Board (the “Bulletin Board”) or such similar quotation systemor association, the closing sale price of one Ordinary Share or ADS on the Bulletin Board or suchother quotation system or association on the last trading day prior to the Valuation Date or, if nosuch closing sale price is available, the average of the high bid and the low asked price quotedthereon on the last trading day prior to the Valuation Date; or (c) if the Ordinary Shares or theADSs, as applicable, are not then listed on a national stock exchange or quoted on the BulletinBoard or such other quotation system or association, the fair market value of one Ordinary Share orADS, as applicable, as of the Valuation Date, as determined in good faith by the Board of Directorsof the Company and the Warrantholder. If the Ordinary Shares or the ADSs, as applicable, are notthen listed on a national securities exchange, the Bulletin Board or such other quotation system orassociation, the Board of Directors of the Company shall respond promptly, in writing, to aninquiry by the Warrantholder prior to the exercise hereunder as to the fair market value of anOrdinary Share or an ADS, as applicable, as determined by the Board of Directors of the Company. Inthe event that the Board of Directors of the Company and the Warrantholder are unable to agree uponthe fair market value in respect of subpart (c) of this paragraph, the Company and theWarrantholder shall jointly select an appraiser, who is experienced in such matters. The decisionof such appraiser shall be final and conclusive, and the cost of such appraiser shall be borneequally by the Company and the Warrantholder. Such adjustment shall be made successively wheneversuch a payment date is fixed.     (d) An adjustment to the Warrant Price shall become effective immediately after the paymentdate in the case of each dividend or distribution and immediately after the effective date of eachother event which requires an adjustment.     (e) In the event that, as a result of an adjustment made pursuant to this Section 8, theWarrantholder shall become entitled to receive any shares of capital stock of the Company otherthan Ordinary Shares or ADSs, the number of such other shares so receivable upon exercise of thisWarrant shall be subject thereafter to adjustment from time to time in a manner and on terms asnearly equivalent as practicable to the provisions with respect to the Warrant Shares contained inthis Warrant.     Section 9. Fractional Interest. The Company shall not be required to issue fractionsof Warrant Shares upon the exercise of this Warrant. If any fractional share of an ADS would,except for the provisions of the first sentence of this Section 9, be deliverable upon suchexercise, the Company, in lieu of delivering such fractional share, shall pay to theexercising
 

 
Warrantholder an amount in cash equal to the Market Price of such fractional ADS on thedate of exercise.     Section 10. Extension of Expiration Date; Termination upon Company Sale.     (a) If the Company fails to cause any Registration Statement covering Registrable Securities(as defined in the Registration Rights Agreement) to be declared effective prior to the applicabledates set forth in the Registration Rights Agreement, or if any of the events specified in Section2(c)(ii) of the Registration Rights Agreement occurs, and the Blackout Period (as defined in theRegistration Rights Agreement) (whether alone, or in combination with any other Blackout Period)continues for more than 60 days in any 12 month period, or for more than a total of 90 days, thenthe Expiration Date of this Warrant shall be extended one day for each day beyond the 60-day or90-day limits, as the case may be, that the Blackout Period continues.     (b) Notwithstanding the other provisions of this Warrant, the Expiration Date shall beaccelerated so that this Warrant shall expire upon the consummation of a Company Sale. As usedherein, “Company Sale” shall mean (x) the cash sale of all or substantially all of the Company’sassets, in a single transaction or series of related transactions, or (y) the merger or othercombination of the Company with .another entity in which the holders of the Company’s equitysecurities immediately prior to such merger or other combination receive only cash in payment fortheir equity securities.     Section 11. Benefits. Nothing in this Warrant shall be construed to give any person,firm or corporation (other than the Company and the Warrantholder) any legal or equitable right,remedy or claim, it being agreed that this Warrant shall be for the sole and exclusive benefit ofthe Company and the Warrantholder.     Section 12. Notices to Warrantholder. Upon the happening of any event requiring anadjustment of the Warrant Price, the Company shall promptly give written notice thereof to theWarrantholder at the address appearing in the records of the Company, stating the adjusted WarrantPrice and the adjusted number of Warrant Shares resulting from such event and setting forth inreasonable detail the method of calculation and the facts upon which such calculation is based.Failure to give such notice to the Warrantholder or any defect therein shall not affect thelegality or validity of the subject adjustment.     Section 13. Identity of Transfer Agent. The Transfer Agent for the ADSs is the Bank of New York. Upon the appointment of any subsequent transfer agent for the Warrant Shares or othershares of the Company’s capital stock issuable upon the exercise of the rights of purchaserepresented by the Warrant, the Company will mail to the Warrantholder a statement setting forththe name and address of such transfer agent.     Section 14. Notices. Unless otherwise provided, any notice required or permitted underthis Warrant shall be given in writing and shall be deemed effectively given as hereinafterdescribed (i) if given by personal delivery, then such notice shall be deemed given upon suchdelivery, (ii) if given by telex or facsimile, then such notice shall be deemed given uponreceipt
 

 
of confirmation of complete transmittal, (iii) if given by mail, then such notice shall bedeemed given upon the earlier of (A) receipt of such notice by the recipient or (B) three daysafter such notice is deposited in first class mail, postage prepaid, and (iv) if given by aninternationally recognized overnight air courier, then such notice shall be deemed given onebusiness day after delivery to such carrier. All notices shall be addressed as follows: if to theWarrantholder, at its address as set forth in the Company’s books and records and, if to theCompany, at the address as follows, or at such other address as the Warrantholder or the Companymay designate by ten days’ advance written notice to the other:If to the Company:Corgi International Limited