SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB/A
                                Amendment No. 1

(Mark One)

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

                  For the quarterly period ended March 31, 2004

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

              For the transition period from__________to__________.

                          Commission File No. 0-27929


                        ETERNAL TECHNOLOGIES GROUP, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


          Nevada                                           62-1655508
-------------------------------                ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)


           Suite 04-06, 28/F, Block A, Innotec Tower, 235 Nanjing Road
                      Heping District, Tianjin, PRC 300100
        -----------------------------------------------------------------
                    (Address of principal executive offices)

                               011-86-22-2721-7020
                            -------------------------
                           (Issuer's telephone number)

     Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act 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 May 15, 2004, 29,387,380 shares of Common Stock of the issuer were
outstanding.

<PAGE>
                        Eternal Technologies Group, Inc.
                                      INDEX


                                                                          Page
                                                                         Number
PART I - FINANCIAL INFORMATION

  Item 1.  Consolidated Financial Statements

           Consolidated Balance Sheets - March 31, 2004 (unaudited)and
           December 31, 2003                                              3

           Unaudited Consolidated Statements of Income - For the
           three months ended March 31, 2004 and 2003                     4

           Unaudited Consolidated Statements of Cash Flows-
           For the three months ended March 31, 2004 and 2003             5

           Notes to Consolidated Financial Statements                     6

  Item 2.  Management Discussion and Analysis or Plan of Operations       9

  Item 3.  Controls and Procedures                                       10

PART II - OTHER INFORMATION

  Item 1.  Legal Proceedings                                             10
  Item 2.  Changes in Securities and Small Business Issuers              10
           Purchaser of Equity Securities                                10
  Item 3.  Defaults Upon Senior Securities                               10
  Item 4.  Submission of Matters to a Vote of Security Holders           10
  Item 5.  Other Information                                             10
  Item 6.  Exhibits and Reports on Form 8-K                              10

            Signatures

            Certifications


                                       2
<PAGE>

                          PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements

                ETERNAL TECHNOLOGIES GROUP INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                 MARCH 31, 2004
                             (UNITED STATES DOLLARS)

                                     ASSETS
<TABLE>

                                                                         March 31                December 31
                                                                           2004                      2003
                                                                      ---------------           ---------------
                                                                      ---------------           ---------------
<S>                                                                   <C>                       <C>

                                                                        (Unaudited)               (Audited)
CURRENT ASSETS
  Cash and Cash equivalents                                             $ 16,471,005               $16,302,464
  Inventories                                                              1,208,582                 1,214,182
  Accounts receivable                                                        215,783                         -
  Other receivable                                                         3,399,995                 3,399,995
  Receivable due from related company                                        617,824                   617,825
  Prepayments and deposits                                                   190,190                   145,190
  Property held for sale                                                   2,138,554                 2,192,071
                                                                      ---------------           ---------------
                                                                      ---------------           ---------------

TOTAL CURRENT ASSETS                                                      24,241,933                23,871,727


FIXED ASSETS
  (net of accumulated depreciation of $2,071,919 in 2004
   and $1,943,831 in 2003                                                  6,288,251                 6,416,341
LAND USE RIGHTS
   (net of accumulated amortization of $869,061 in 2004
    and $806,961 in 2003)                                                  5,130,940                 5,193,039
                                                                      ---------------           ---------------
                                                                      ---------------           ---------------

TOTAL ASSETS                                                           $ 35,661,124              $ 35,481,107
                                                                      ===============           ===============
                                                                      ===============           ===============


        LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
   Notes payable                                                             443,366                   503,857
   Accounts payable and accrued expenses                                   1,317,145                 1,133,462
   Payable to related company                                                 98,796                   205,957
   Amounts due to related parties                                            421,954                   417,617
                                                                      ---------------           ---------------
                                                                      ---------------           ---------------

TOTAL CURRENT LIABILITIES                                                  2,281,261                 2,260,893
                                                                      ---------------           ---------------
                                                                      ---------------           ---------------


SHAREHOLDERS' EQUITY
   Preferred shares - 5,000,000 authorized $.001 par -
      none issued                                                                  -                         -
   Common shares - 95,000,000 shares authorized, at
  $.001 par, 29,387,380  and 29,177,396 shares issued and
   outstanding at March 31, 2004 and December 31, 2003, respectively          29,387                    29,177
   Paid - in capital                                                       8,238,436                 8,088,159
   Stock subscription receivable                                             (10,176)                  (10,176)
   Retained earnings                                                      25,122,216                25,113,054
                                                                      ---------------           ---------------
                                                                      ---------------           ---------------
TOTAL SHAREHOLDERS' EQUITY                                                33,379,863                33,220,214
                                                                      ---------------           ---------------
                                                                      ---------------           ---------------

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                              $ 35,661,124               $35,481,107
                                                                      ===============           ===============

                 See Notes to Consolidated Financial Statements
</TABLE>
                                       3
<PAGE>

                ETERNAL TECHNOLOGIES GROUP INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                             (UNITED STATES DOLLARS)
                                                            March 31
                                               -------------------------------
                                               -------------------------------
                                                  2004             2003
                                               -------------     -------------
                                               -------------     -------------

                                                (Unaudited)       (Unaudited)

SALES                                            $2,044,578          $ 28,376

COST OF SALES                                     1,449,937                 -
                                               -------------     -------------
                                               -------------     -------------

GROSS PROFIT                                        594,641            28,376


DEPRECIATION AND AMORTIZATION                       190,188           213,469

SELLING AND ADMINISTRATIVE EXPENSES                 368,154           150,233

OTHER INCOME (EXPENSE)
  Interest Income                                    26,380            16,223
  Impairment Loss                                   (53,517)                -
                                               -------------     -------------
                                               -------------     -------------

NET INCOME BEFORE INCOME TAXES                        9,162          (351,549)

INCOME TAXES                                              -                 -

                                               -------------     -------------
                                               -------------     -------------

NET INCOME                                          $ 9,162        $ (351,549)
                                               =============     =============
                                               =============     =============


EARNINGS PER SHARE
  Basic and diluted
  Net income (loss)                                 $ 0.00            $ (0.01)
                                                    =======           ========

Weighted average number of common
  shares outstanding
  Basic and diluted                             29,337,381         26,079,316
                                                ===========        ===========
                                       4

                 See Notes to Consolidated Financial Statements
<PAGE>

                ETERNAL TECHNOLOGIES GROUP INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                             (UNITED STATES DOLLARS)


                                                               March 31
                                                    ----------------------------
                                                    ----------------------------
                                                       2004             2003
                                                    -------------   ------------
                                                    -------------   ------------

                                                     (Unaudited)     (Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                             $ 9,162       $ (319,103)
Adjustments to reconcile net income to
   net cash provided by operating activities:
     Depreciation and amortization                     190,190          213,469
     Stock issued for services                          45,000                -
     Impairment loss                                    53,517                -
(Increase) decrease in assets:
     Inventories                                         5,600                -
     Accounts receivable                              (215,783)       4,483,855
     Prepayments and deposits                                -           (2,892)
Increase (decrease) in liabilities:
     Accounts payable and accrued expenses             183,679           19,682
     Notes payable                                           -              100
     Amounts advanced by related parties                 4,337           18,342
     Account payable to related company               (107,161)          (4,886)
                                                  -------------   --------------
                                                  -------------   --------------

     Net cash provided by operating activities         168,541        4,408,567
                                                  -------------   --------------
                                                  -------------   --------------

CASH FLOWS FROM FINANCING ACTIVIES
    Issuance of capital shares                               -           81,886
                                                  -------------   --------------
                                                  -------------   --------------


NET INCREASE IN CASH AND
     BANK BALANCES                                     168,541        4,490,453

     Cash and bank balances, beginning of period    16,302,464        7,135,559
                                                  -------------   --------------
                                                  -------------   --------------

     Cash and bank balances, at end of period      $16,471,005      $11,626,012
                                                  =============   ==============
                                                  =============   ==============

SUPPLEMENTARY CASH FLOWS DISCLOSURES

1. Interest paid                                             -                -
   Taxes paid                                                -                -

2.   During the  quarter  ended March 31,  2003,  548,000  shares  were  issued.
     249,000 of these  shares were  subscribed  to and the  related  proceeds of
     $71,706 were collected on April 2, 2003.  Offering cost associated with the
     total issues were $43,687.

3.  During the quarter ended March 31, 2004, 109,984 shares were issued for the
    payment of notes payable of $60,491. 100,000 shares were issued related to
    services and prepaid services totaling $90,000.


                                       5

                 See Notes to Consolidated Financial Statements
<PAGE>

                ETERNAL TECHNOLOGIES GROUP INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                 MARCH 31, 2004
--------------------------------------------------------------------------------
NOTES

1.       Reporting entity

              Pursuant to an exchange agreement, Eternal Technologies Group,
              Inc., ("Company") formerly known as Waterford Sterling
              Corporation, completed its acquisition of 100% interest of Eternal
              Group Limited and Subsidiaries on December 12, 2002. The Company
              has treated the transaction as a reverse merger for accounting
              purposes. Following the acquisition, the former shareholders of
              Eternal Technology Group Limited, a British Virgin Islands limited
              liability company, now owns approximately 85% of the issued and
              outstanding common shares of Eternal Technologies Group Inc.

              Eternal Phoenix Company Limited was incorporated in the British
              Virgin Islands with limited liability on March 3, 2000. Pursuant
              to a resolution passed on June 17, 2000 Eternal Phoenix Company
              Limited changed its name to ETERNAL TECHNOLOGY GROUP LTD.,
              ("Eternal"). Eternal is a holding company for investments in
              operating companies.

              Eternal acquired a 100% equity interest in Willsley Company
              Limited ("Willsley"), a company incorporated in the British Virgin
              Island with limited liability on May 16, 2000.

              Willsley's principal activity is investments and owns 100%
              interest in Inner Mongolia Aershan Agriculture & Husbandry
              Technology Co., Ltd ("Aershan").

              Aershan was incorporated in the People's Republic of China ("the
              PRC") with limited liability on July 11, 2000 and its principal
              activities are to run a breeding center, transplant embryos, and
              to propagate quality meat sheep and other livestock breeds in
              Inner Mongolia.


                                       6
<PAGE>



2. Condensed financial statements and footnotes

              The interim consolidated financial statements presented herein
              have been prepared by the Company and include the unaudited
              accounts of the Company and its subsidiaries. All significant
              inter-company accounts and transactions have been eliminated in
              the consolidation.

              These condensed financial statements have been prepared in
              accordance with generally accepted accounting principles for
              interim financial information and the instructions to Form 10-QSB
              and Item 310 (b) Regulation S-B. Certain information and footnote
              disclosures normally included in financial statements presented in
              accordance with generally accepted accounting principles have been
              condensed or omitted. The Company believes the disclosures made
              are adequate to make the information presented not misleading. The
              condensed consolidated financial statements should be read in
              conjunction with the Company's consolidated financial statements
              for the year ended December 31, 2003 and notes thereto included in
              the Company's Form 10-KSB.

              In the opinion of management, the unaudited condensed consolidated
              financial statements reflect all adjustments (which include only
              normal recurring adjustments) necessary to present fairly the
              financial position of the Company as of March 31, 2004, the
              results of operations for the three months ended March 31, 2004
              and 2003, respectively. Interim results are not necessarily
              indicative of full year performance because of the impact of
              seasonal and short-term variations.

3.       Cash
             At March 31, 2004, approximately $15,549,752 of cash is arbitrarily
             restricted by management for operations in the PRC.

4.       Public relations agreement
             During January 2004, the Company entered into a six-month public
             relations agreement with PMR and Associates, LLC (PMR). As
             consideration for public relations services, the Company shall
             compensate PMR the equivalent of $90,000 in shares subject to Rule
             144. During February 2004, the Company issued 100,000 shares to PMR
             for these services. For the three months ended March 31, 2004, the
             Company expensed $45,000 associated with this agreement and
             recorded $45,000 as prepaid consulting expense at March 31, 2004.

                                       7
<PAGE>

5.       Notes payable
          The  Company's  promissory  notes  payable are in default at March 31,
          2004 and the holder of the notes has made  demand  for  payment of the
          notes and has threatened litigation. The Company and its attorneys are
          performing an additional  detailed review of all expenditures prior to
          the merger.  The  balances of the notes are subject to change  pending
          the outcome of the review of these expenditures.  The Company believes
          it has meritorious defenses to any lawsuit related to the notes.

6.       Contingencies
             In conjunction with certain subscription agreements entered into
             during 2003, the Company has agreed to register the shares issued
             under a Form SB-2 registration statement. There are penalties for
             not timely meeting filing and effectiveness deadlines, and the
             Company has received claims related to these penalties. For the
             three months ended March 31, 2004, the Company has accrued expenses
             for penalties of $52,361.

7.       Subsequent event
             On April 30, 2004, the Company and a local government entity
             reached an agreement on the final purchase price and terms related
             to the Company's reception center and certain equipment that is
             recorded as "Property held for Sale" at December 31, 2003 and March
             31, 2004. At December 31, 2003, the Company had recorded an
             estimated impairment loss of $300,000. At March 31, 2004, the
             Company recorded an additional impairment loss of $53,517 based on
             the amount the Company had recorded of $2,192,071 and the final
             purchase price of $2,138,554. The agreement calls for cash payments
             of $620,482 and the remainder will be paid in livestock of
             $1,518,073. The Company accounts for non-monetary transactions in
             accordance with APB Opinion No. 29.


                                       8
<PAGE>


Item 2. Management Discussion and Analysis or Plan of Operation

The Company's  business is highly seasonal,  with most of the Company's  revenue
and  income  being  earned  during  the fourth  quarter  of the  calendar  year.
Accordingly,  the results of operations for the calendar quarter ended March 31,
are not indicative of the results for any other quarter or for the fiscal year.

Three Months  Ended March 31, 2004  compared to the Three Months Ended March 31,
2003

Revenues

Revenues for the three months ended March 31, 2004  increased by  $2,016,202  to
$2,044,578  from $28,376 for the  corresponding  period of the prior year.  This
increase in revenue  occurred  because the Company  purchased and sold processed
lamb meat for food processing in the first quarter of 2004 while the Company had
no such business in the first quarter of 2003.

Cost of Sales

There were no cost of sales for the three months ended March 31, 2003, but costs
of sales totalled  $1,449,937 for the three months ended March 31, 2004 from the
purchase of the processed lamb meat.

Depreciation and Amortization

     Depreciation and amortization  expense for the three months ended March 31,
2004   decreased  by  $23,281  or  10.9%  to  $190,188  from  $213,469  for  the
corresponding  period  of the prior  year.  The  decrease  in  depreciation  and
amortization  primarily  resulted from the fact that certain equipment was fully
depreciated as of December 31, 2003.


Selling and Administrative Expenses

     Selling and  administrative  expenses  for the three months ended March 31,
2004  increased  by  $217,921  or  145.1%  to  $368,154  from  $150,233  for the
corresponding  period  of the  prior  year.  The  increase  in the  selling  and
administrative  expenses is principally  attributable to an increase in salaries
of $102,939 an increase in  marketing  expenses of $45,520,  the penalty for the
delay in the  registration  of $52,361 an  increase in the  interest  expense of
$9,500, and an increase in research and development of $7,229.

Net Income (Loss)

     As a result of the foregoing,  the Company reported  earnings of $9,162 for
the three  months  ended March 31, 2004  compared to a loss of $351,549  for the
three  months  ended March 31,  2003.  There were no income  taxes  recorded for
either three month period.

Liquidity and Capital Resources

     As of March 31,  2004,  the  Company  had cash of  $16,471,005  and working
capital of  $21,960,672.  This  compares  with cash of  $16,302,464  and working
capital of $21,610,834 at December 31, 2003.

     Cash flows from operating  activities totaled $168,541 for the three months
ended March 31, 2004.  This compares  with cash used in operating  activities of
$4,408,567 for the three months ended March 31, 2003. The decrease in cash flows
resulted from changes in the current accounts,  particularly accounts receivable
($4,699,638)  and reduced  depreciation of $23,281 which was partially offset by
an  increase  in  earnings  of  $328,265  the  issuance  of shares for  services
($45,000) and a non-cash charge for an impairment loss of $53,517.

     There were no investing  activities by the Company  during either the three
months ended March 31, 2004 or 2003.

     There were no  financing  activities  for the three  months ended March 31,
2004. Cash flows from financing  activities for the three months ended March 31,
2003 totaled $81,886 All of the cash flows from the financing  activity was from
the sale of the Company's common stock.

                                       9
<PAGE>

     Although  the  Company  has  a  cash  and  bank  balance  of   $16,471,005,
$15,549,752  is arbitrarily  restricted by management for operations  within the
People's Republic of China.  Therefore,  if the Company is to expand outside the
PRC, as it anticipates  doing,  or pay its non-PRC  obligation,  it will have to
sell additional shares of its stock or borrow funds from third parties.

Item 3.    Controls and Procedures

         (a) Evaluation of disclosure controls and procedures. Our chief
executive officer and our chief financial officer, after evaluating the
effectiveness of the Company's "disclosure controls and procedures" (as defined
in the Securities Exchange Act of 1934 Rules 13a-14(c) and 15-d-14(c)) as of a
date (the "Evaluation Date") within 90 days before the filing date of this
quarterly report, have concluded that as of the Evaluation Date, our disclosure
controls and procedures were adequate and designed to ensure that material
information relating to us and our consolidated subsidiaries would be made known
to them by others within those entities.

         (b) Changes in internal controls. There were no significant changes in
our internal controls or to our knowledge, in other factors that could
significantly affect our disclosure controls and procedures subsequent to the
Evaluation Date.

                           PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

     None

Item 2.  Changes in Securities

     During the  quarter  ended March 31,  2003,  548,000  shares  were  issued,
     249,000 of these  shares were  subscribed  to and the  related  proceeds of
     $71,706 were  collected on April 2, 2003.  Cost  associated  with the total
     issues were  $43,687.  During the quarter  ended  March 31,  2004,  109,984
     shares  were issued for the  payment of notes  payable of $60,491.  100,000
     shares were also issued related to services and prepaid  services  totaling
     $90,000.

Item. 3. Defaults Upon Senior Securities

     None

Item 4.  Submissions of Matters to a Vote of Security Holders

     None

Item 5.  Other Information

     None

Item 6. Exhibits and Reports on Form 8-K

a)       Exhibits
                   None

         b)    Reports on Form 8-K
                   None

                                    Signature

Pursuant to the requirement of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto authorized.

                                      10
<PAGE>



                                         ETERNAL TECHNOLOGIES GROUP, INC.


                                       /s/ JiJun Wu
                                         -------------------------------------
May 12, 2004                               JiJun Wu, Chief Executive Officer


                                      /s/ Xingjian Ma
May 12, 2004                             -------------------------------------
                                          Xingjian Ma, Chief Financial Officer


                                       11
<PAGE>


                                 CERTIFICATIONS

I, JiJun Wu, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Eternal Technologies
Group, Inc.;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

         a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this quarterly report is being prepared;

         b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

         c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

         a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and

         b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's internal
controls; and

6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated: May 12, 2004

By: /s/ JiJun Wu
   ---------------------
JiJun Wu
Chief Executive Officer


                                       12
<PAGE>


I, Xingjian Ma, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Eternal Technologies
Group, Inc.

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

         a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this quarterly report is being prepared;

         b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

         c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

         a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and

         b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's internal
controls; and

6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated: May 12, 2004

By: /s/ Xingjian Ma
   --------------------
Xingjian Ma
Chief Financial Officer

                                       13
<PAGE>

  CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER PURSUANT
                         TO 18 U.S.C. SECTION 1350, AS
       ADOPTED PURSUANT TO SECTION 906 OF TEHE SARBANES-OXLEY ACT OF 2002

--------------------------------------------------------------------------------

I, JiJun Wu, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the  Sarbanes-Oxley  Act of 2002,  that the  Quarterly  Report of
Eternal  Technologies  Group, Inc. on Form 10-QSB for the quarterly period ended
March 31, 2004 fully complies with the requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934 and that information  contained in such Form
10-QSB  fairly  presents in all material  respects the  financial  condition and
results of operations of Eternal Technologies Group, Inc.

By: /s/ JiJun Wu
--------------------------
Name: JiJun Wu
Title: Chief Financial Officer
May 12, 2004

                                       14
<PAGE>

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER PURSUANT
                         TO 18 U.S.C. SECTION 1350, AS
       ADOPTED PURSUANT TO SECTION 906 OF TEHE SARBANES-OXLEY ACT OF 2002

--------------------------------------------------------------------------------

I, Xingjian Ma, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the  Sarbanes-Oxley  Act of 2002, that the Quarterly Report of
Eternal  Technologies  Group, Inc. on Form 10-QSB for the quarterly period ended
March 31, 2004 fully complies with the requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934 and that information  contained in such Form
10-QSB  fairly  presents in all material  respects the  financial  condition and
results of operations of Eternal Technologies Group, Inc.

By: /s/ Xingjian Ma
--------------------------
Name: Xingjian Ma
Title: Chief Financial Officer
May 12, 2004

                                       15