Exhibit 10.2

        TECHNOLOGY SHARING AGREEMENT OF DIETARY SUPPLEMENT PRODUCTS

This  Agreement  has been entered into as of October 26, 2005 in Wuqing New Tech
Industrial Park, Tianjin, and P.R.C. by the following Parties:

Assignor:  Tianjin Tianshi Biological  Development Co.,Ltd.( Hereinafter " Party
A") Legal Registered Office:  Wuqing New Tech Industrial Park,  Tianjin,  P.R.C.
Legal Person: LI,JINYUAN

Assignee:  Tianjin Tianshi  Biological  Engineering  Ltd.( called Party B below)
Legal  Registered  Office:  No.6,  Yuanquan Rd. Wuqing New Tech Industrial Park,
Tianjin, P.R.C Legal Person: LI,JINYUAN

Whereas  Party A holds the  ownership  of 10  dietary  supplement  products  and
relevant  manufacture  technology;  and agrees to change the sole ownership into
sharing ownership by Party A and Party B; and

Whereas Party B has long term cooperation relationship with Party A, and Party B
is responsible for sales and marketing of such 10 dietary supplement products in
China for a long time.  Party B agrees to share with Party A the above ownership
of manufacture technology of 10 dietary supplement products.

Therefore,  with regard to the above ownership of manufacturing technology of 10
dietary  supplement  products,  in  consideration of reinforcing the cooperation
between the two Parties and  achieving  the  maximized  economical  benefits and
returns for both sides, Party A and Party B hereto agree as follows:

1. CHANGING OF OWNERSHIP

     1.1 Party A agrees to change the ownership of  manufacturing  technology of
10 dietary supplement products,  which is wholly owned and indicated in Appendix
1. After changing, Party A and Party B hold the above ownership of manufacturing
technology of 10 dietary supplement products together.

     1.2  Party B agrees  the  above  changing  of  ownership  of  manufacturing
technology of 10 dietary supplement  products,  and agrees to share with Party A
the above  ownership  and  usufruct of  manufacturing  technology  of 10 dietary
supplement products.

     1.3 Party A and Party B shall hold the  changed  ownership  of  manufacture
technology  together and both  Parties  shall take the right as the owners of 10
dietary supplement  products,  such as Super Calcium Powder,  etc., and bear the
relevant  obligations.  Either  of Party A or  Party B has the  right to use the
manufacture  technology of 10 dietary  supplement  products  solely and under no
restriction to produce,  manufacture and sell the 10 dietary supplement products
according  with  the  requirements  of  manufacture  technology  of  10  dietary
supplement products and relevant laws.



<PAGE>

     1.4 Both  Parties  agree  that  either of two  Parties  is not  allowed  to
transfer the ownership to the third party after the sole ownership of 10 dietary
supplement products changes into sharing ownership by two Parties.

2. THE BUSINESS SCOPE AFTER TRANSFERRING

     2.1 After the  transferring  of the  manufacture  technology  of 10 dietary
supplement  products,  such as Super  Calcium  Powder,  both Party A and Party B
shall employ the technology  within the business scope prescribed by regulations
and laws of the State.

     2.2  Either  Party A or Party B, who  breaches  the  faith,  shall bear the
relevant  results  of  employing  the  manufacture   technology  of  10  dietary
supplement products beyond the promised business scope or against the laws.

3.  COSTS FOR CHANGE

     3.1 Both Parties come to the agreement that the costs for the change of the
ownership  of the  production  technologies  for the above 10 dietary  nutrition
supplements  should be  pursuant  to the  "Market  Evaluation  Report"  from the
Nutrition Supplements Market Committee of the China Healthcare Association.

     3.2 Both Parties come to the agreement  that the change of the ownership of
the production  technologies for the above 10 dietary nutrition supplements aims
at the  reinforcement  of bilateral  cooperation and the realization of economic
benefits and returns  satisfactory  for both sides,  and the  transaction  price
should be in accordance with what is confirmed in the "Market Evaluation Report"
from  the  Nutrition  Supplements  Market  Committee  of  the  China  Healthcare
Association:  Party B makes an one time payment of  1,398,912  RMB to Party A as
the transfer price.

     3.3 Any cost charged in the process of the ownership change will be charged
to Party A.

4. WAYS OF PAYMENTS

     Party B shall make the payment to Party A in accordance  with the following
deadlines  upon receiving the invoices from Party A:



<PAGE>

     4.1 Make a deposit  equal to 20% of the total price upon the  Agreement  is
signed, which is 279,782.4 RMB.

     4.2 Party B should pay the rest 1,119,129.6 RMB within 7 days after Party A
delivers all the technologic documents for the 10 dietary nutrition supplements.

     4.3 Both  Parties  unanimously  agree to pay by (1)  cash,  (2)  check  (3)
remittance Payment by remittance by Party B should be remitted to the designated
account of Party A:

     Account Number:
     Name of the Bank:

5. TECHNOLOGY TRANSFER

     5.1 Party A shall transfer all the technologic documents, including but not
limited to products formulations,  production techniques,  quality standard etc.
to Party B, in order for Party B to employ the manufacturing  technology for the
10 dietary nutrition supplements in manufacturing smoothly.

     5.2 Party A should  deliver the  technologic  documents to Party B within 7
working  days  after the  Agreement  is  signed  and  Party B  receives  all the
municipal ratifications for food manufacturing enterprises.

     5.3 After the  delivery of the  technologic  documents  to Party B, Party A
should still bear the  responsibility  to instruct  Party B to test, try out and
produce until Party B can produce the first qualified products, but Party A does
not bear the financial responsibility attainable for Party B.

     5.4 The specific  technology  for the 10 dietary  nutrition  supplements is
jointly owned by Party A and Party B after the technology sharing. Each Party is
not allowed to transfer the specific  technology  to any third party without the
written permission of the other party. Besides,  without any restrictions,  each
Party in its own name has the  authority to employ the 10 specific  technologies
to manufacture, produce and sell products complying with the State standard.

     5.5  Any  newly-exploited  technical  products  basing  on the 10  specific
technologies  from either Party after the  technology  sharing  should belong to
both Parties.

     5.6 After the technology  sharing,  both Parties should keep the technology
under  secret  conditions  and are not allowed to  disclose to any third  party.
Otherwise, it shall bear the breach responsibility and repay the other party for
the losses.



<PAGE>

6  TESTING STANDARDS AND TESTING MANNERS FOR THE TECHNOLOGY TRANSFER

     6.1 Testing  Standards:  in  accordance  with the  national  or  industrial
standards.  If no national  or  industrial  standards,  in  accordance  with the
technologic parameters promised to achieve by Party A.

     6.2 Testing manners:  Party B receives the technologic documents from Party
A, fully understands the content, and signs for confirmation.

7. DOCUMENT DELIVERY

     7.1  The  relevant  technologic  documents  and  letters,  required  by the
Agreement,  shall be drafted in Chinese and  delivered by specific  personnel or
fax;

     7.2 All the documents for delivery shall be regarded to have been delivered
according to the following date, whichever happens first:

     o    If delivered by specific personnel, the date when they are arrived;
     o    If delivered by fax, the date when the return receipt is confirmed.

8.  REPRESENTATIONS AND WARRANTIES

     8.1 Party A and Party B each  respectively  represents and warrants that it
has the authority and capacity to enter into and execute this Agreement. The two
Parties have hereto signed this Agreement by their duly authorized  officers and
representatives.  The execution and performance of this Agreement does not cause
to be in breach of any Agreement to the third party, or cause the other party to
be  liable  for  any  responsibility  to any  third  party  as a  result  of the
performance of this Agreement.

     8.2 Party A represents  and warrants  that it owns the entire  intellectual
right and technology  material prior to such  Agreement.  It guarantees that the
conclusion  of the Agreement  does not infringe the any third party's  technical
rights and interests.  Party A shall be  responsible  for dealing with any legal
issues which may incur and bear any costs and liabilities in connection with the
performance of this Agreement.

     8.3  Party A  guarantees  Party B that  the  technical  material  which  is
transferred  to Party B is the most recent.  It guarantees  that the material is
complete, properly drafted, and reliable. Party A shall transfer the material to
party B in accordance with the rules hereinto.



<PAGE>

     8.4 Party B guarantees that it has acquired or shall acquire the production
license,  healthy certification,  and guarantees that it meets all the necessary
requirements for producing and manufacturing wellness products.

     8.5 Party B guarantees  that after the effect of this Agreement it produces
and manufactures in accordance with the original formulation,  quality standard,
production  techniques of the ten dietary supplement  products and in compliance
with  national laws and  regulations.  Party B is  responsible  for any economic
losses  suffered by itself as a result of Party B's breaching the above articles
under this Agreement.  And Party B shall reimburse Party A any economic  losses,
directly or indirectly  suffered by Party A arising out of or in connection with
Party B's default.

9. LIABILITY FOR BREACH OF THE AGREEMENT

     9.1 If Party A does not provide the  technical  materials  and  guidance on
tests,  trial, and production to Party B in accordance with the time,  quantity,
quality  provisions  stipulated  hereinabove,  Party A shall pay Party B penalty
equal to the sum of 5% of technology transfer fee.

     9.2 If Party A transfers  such  technology to any third party without prior
approval  by Party B, it shall  pay  Party B  penalty  equal to the sum of 5% of
technology transfer fee.

     9.3 In the event  that  there is any  technical  error for the  transferred
technology Party A shall make corrections and improve the quality  promptly.  If
such improvement still cannot reach the production  standard,  Party A shall pay
Party B penalty equal to the sum of 5% of technology transfer fee, and moreover,
reimburse Party B any losses incurred arising out of or in connection therewith.

     9.4 If Party B does not pay transfer fee to Party A in accordance  with the
time and amount stipulated by this Agreement, Party B shall pay penalty to Party
A subject to the bank's rules with respect to deferring payment.

10. CHANGES AND DISSOLUTION OF THE AGREEMENT

     10.1  Without  any  reasonable  cause  either  party  shall  not  change or
terminate this Agreement.

     10.2 In the case of failure to complete the ownership  transfer  procedures
of Wellness  Products  Certificate as a result of the change of national  policy
after the  conclusion  of this  Agreement,  both parties shall have the right to
terminate  this   Agreement.   In  such  case,   both  parties  shall  not  bear
responsibilities  for  default  and  suffer the  losses  arising  out of this by
themselves respectively.




<PAGE>

11 GOVERNING LAW AND SETTLEMENT OF DISPUTE

    11.1 The conclusion, validity, interpretation, implementation, amendments,
termination and settlement of dispute arising out of or in connection with this
Agreement shall be governed by the laws of the PRC.

    11.2 The two Parties hereto shall make all reasonable efforts to solve any
dispute arising out of the implementation of this Agreement through friendly
consultation. In case no settlement can be reached through consultation, the
court where Party A is located shall have jurisdiction to hear and determine the
suit subject to this written Agreement.

12 OTHERS

     12.1 A supplemental Agreement shall be signed separately thereafter by both
parties if some other items are to be covered.

     12.2 The changed parts,  if there are any, shall be invalid unless they are
properly sealed and validated by both parties.

     12.3 If any provision of this Agreement or part thereof is rendered void or
unenforceable,  it shall not affect in any way the validity or enforceability of
any other provision of this Agreement.

     12.4 The Agreement  shall take effect after both parties have affixed their
respective seals under the hands of their respective officers duly authorized in
that behalf.  In the event that a notarization  is needed,  the Agreement  shall
become effective after it is notarized by public notarial authority.

This Agreement shall be executed in eight  originals.  Each party holds one copy
and others will be submitted to the  authorized  governmental  department in the
course of proceeding the transfer application procedures.

IN WITNESS  WHEREOF this  Agreement has been entered into the day and year first
above written.




<PAGE>

PARTY A: TIANJIN TIANSHI BIOLOGICAL DEVELOPMENT CO., LTD.


SIGNED BY /s/ Jinyuan Li
         -----------------------------------------------------------------------

DATE October 26, 2005
    ----------------------------------------------------------------------------

CONTACT Fusen Han
       -------------------------------------------------------------------------

TEL 0086-22-82137186
   -----------------------------------------------------------------------------

FAX 0086-22-82133481
   -----------------------------------------------------------------------------

ADD. No. 6, Yuanquan Road, Wuqing New-tech Industrial Park, Tianjin, P.R. China
    ----------------------------------------------------------------------------


PARTY B: TIANJIN TIANSHI BIOLOGICAL ENGINEERING CO., LTD.

SIGNED BY /s/ Jinyuan Li
         -----------------------------------------------------------------------

DATE October 26, 2005
    ----------------------------------------------------------------------------

CONTACT Fusen Han
       -------------------------------------------------------------------------

TEL 0086-22-82137186
   -----------------------------------------------------------------------------

FAX 0086-22-82133481
   -----------------------------------------------------------------------------

ADD. No. 6, Yuanquan Road, Wuqing New-tech Industrial Park, Tianjin, P.R. China
    ----------------------------------------------------------------------------