UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10 - K


                                   (MARK ONE)
[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
     1934 For the Fiscal Year Ended June 30, 2009.

                                       OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ______TO _______.

                       COL China Online International Inc.
                       -----------------------------------
             (Exact name of registrant as specified in its charter)

                                    Delaware
                                    --------
                 (State or other jurisdiction of incorporation)

                 333-39208                          52-2224845
                 ---------                          ----------
        (Commission File Number)       (IRS Employer Identification Number)

                       3176 South Peoria Court, Suite 100
                             Aurora, Colorado 80014
                             ----------------------
           (Address of principal executive offices including zip code)

                                 (303) 695-8530
                                 --------------
              (Registrant's telephone number, including area code)

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

      Securities registered pursuant to Section 12(g) of the Exchange Act:
                          $.001 par value common stock

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act.
[ ] Yes [X] No

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act.
[ ] Yes [X] No

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 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.
[X] Yes [ ] No

<PAGE>

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss. 232.405
of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files).

[ ] Yes [X] No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (ss.229.405 of this chapter) is not contained herein, and will
not be contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.
[X] Yes [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer  [ ]                  Accelerated filer          [ ]

Non-accelerated filer    [ ]                  Smaller reporting company  [X]
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).
[X] Yes [ ] No

As of December 31, 2008, the aggregate market value of the voting stock held by
non-affiliates of the issuer was approximately $197,750. Because there is no
public trading market for the issuer's common stock, this calculation is based
upon the sale price of $.05 per share of common stock sold in the Registrant's
initial public offering pursuant to a Registration Statement on Form SB-2/A
declared effective by the U.S. Securities and Exchange Commission on February 8,
2001 (Registration No. 333-32908). Without asserting that any director or
executive officer of the issuer, or the beneficial owner of more than five
percent of the issuer's common stock, is an affiliate, the shares of which they
are the beneficial owners have been deemed to be owned by affiliates solely for
this calculation.

The number of shares of the registrant's common stock, par value $.001 per
share, outstanding as of September 21, 2009 was 50,155,000.

Documents Incorporated By Reference. None.

================================================================================

<PAGE>

COL China Online International Inc.
10-K for the Year Ended June 30, 2009

Table of Contents

PART I .......................................................................1

Item 1.  Business.............................................................1

Item 1A. Risk Factors.........................................................3

Item 2.  Properties...........................................................6

Item 3.  Legal Proceedings....................................................6

Item 4.  Submission of Matters to a Vote of Security Holders..................6

PART II ......................................................................6

Item 5.  Market for Registrant's Common Equity, Related Stockholder
         Matters and Issuer Purchases of Equity Securities....................6

Item 6.  Selected Financial Data..............................................6

Item 7.  Management's Discussion and Analysis of Financial Condition or
         Plan of Operations...................................................6

Item 8.  Financial Statements.................................................9

Item 9.  Changes in and Disagreements with Accountants on Accounting
         and Financial Disclosure.............................................9

Item 9A(T).  Controls and Procedures..........................................9

Item 9B. Other Information....................................................10

PART III .....................................................................10

Item 10. Directors, Executive Officers and Corporate Governance...............10

Item 11. Executive Compensation...............................................12

Item 12. Security Ownership of Certain Beneficial Owners and Management
         and Related Stockholder Matters......................................13

Item 13. Certain Relationships and Related Transactions.......................15

Item 14. Principal Accountant Fees and Services...............................16

PART IV ......................................................................17

Item 15. Exhibits and Financial Statement Schedules...........................17

                                       -i-
<PAGE>

PART I

Item 1.      Business

Overview of COL International
-----------------------------

COL China Online International Inc., which is referred to herein as "COL
International", the "Company", "our Company", "we", "us" or "our", was formed on
February 18, 2000 for the purpose of acquiring and conducting the engineering
services and the internet related business of Migration Development Limited, a
British Virgin Islands company ("Migration"), and raising equity capital to be
utilized in the business of Migration. Beginning in approximately January 2004,
the Company focused its business on internet and telecommunication convergence
solutions and customer-specific solutions for the retail industry.

Initial Public Offering - In July 2001, the Company completed its initial public
offering of common stock. The Company issued 1,655,000 shares of common stock in
this offering at US$0.05 per share (approximately US$83,000). All net proceeds
from this offering were used to pay costs associated with the offering.

Going Concern - The ability of COL International to continue operations as a
"shell company", as discussed below, and as a going concern is dependent upon
continued support from Honview International Limited (Honview), a former
shareholder of Migration, which is now a major stockholder of COL International.

Acquisition - In September 2001, the Company acquired all the outstanding shares
of common stock of Migration in exchange for 40.2 million shares of the
Company's common stock. As a result of the acquisition, Migration became a
wholly-owned subsidiary of COL International. However, for accounting purposes,
this transaction Was treated as a reverse acquisition, whereby Migration was
considered an acquirer.

Migration was formed on May 18, 1998, and has two subsidiaries, Shenzhen
Knowledge & Communications Co., Ltd. (formerly Shenzhen Rayes Electronic Systems
Co., Ltd.), referred to as Joint Venture, and Shanghai Shangyi Science and Trade
Information Consulting Co., Ltd., referred to as Shangyi, in which it has 90%
and 70% equity interests, respectively. The Joint Venture and Shangyi are
Sino-foreign equity joint ventures in the People's Republic of China, or the
PRC. Most of the operations of Migration were through the Joint Venture, which
did not commence substantive operations until the spring of 1999.

Migration initially provided marketing and technical services for Internet
Service Providers (ISP) and value-added services generally related to the
installation of computer network systems (i.e., Local Area Networks or LANs) in
the PRC.

Termination of Operations - Because the Company's past business model was not
successful, the Company developed a new business model in late 2003. From late
2003 through mid-2007, the Company focused on the business of providing internet
and telecommunication convergence solutions to its customers. However, the
majority of the Company's business activities were suspended effective July
2007, and all of the Joint Venture's and the Company's operations were
discontinued upon expiration of the Joint Venture's business license on December
10, 2007. The Company had used the amounts collected from its accounts
receivable and deposits paid to pay any outstanding liabilities or accounts
payable, and does not expect that there will be any assets left to distribute to
the parties of the Joint Venture or stockholders of the Company. For further
information regarding the Company's Plan of Operations following the termination
of its business, see Part II, Item 7 "Management's Discussion and Analysis or
Plan of Operation" below.

                                       1
<PAGE>

Shell Company Plan of Operations. In connection with the termination of
substantially all of the Company's operations, the Company effectively became a
"shell company". Under Rule 12b-2 of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), a "shell company" is defined as a company that has
(1) no or nominal operations; and (2) either: (a) no or nominal assets; (b)
assets consisting solely of cash and cash equivalents; or (c) assets consisting
of any amount of cash and cash equivalents and nominal other assets. Because the
Company is now effectively a shell company, it is currently seeking to enter
into a business combination with one or more yet to be identified privately held
businesses. The Board of Directors believes that the Company will be attractive
to privately held companies interested in becoming publicly traded by means of a
business combination with the Company, without offering their own securities to
the public. The Board of Directors has not restricted, and does not intend to
restrict its search for business combination candidates to any particular
geographical area, industry or industry segment, and may enter into a
combination with a private business engaged in any line of business. The
Company's discretion is, as a practical matter, unlimited in the selection of a
combination candidate.

Following the suspension of business effective July 2007, the Company's Board of
Directors resolved on November 23, 2007 to cease the operations of the only
business of the Company upon the expiration of the Joint Venture's business
license on December 10, 2007. Accordingly, the Company reentered development
stage for accounting purposes on December 10, 2007. It is expected that the
Company will remain in such status until a business combination is taken place.

Exchange Rate

In this report, references to "U.S. dollars," "US$" or "$" are to U.S. currency
and references to "Renminbi," "RMB" or "Rmb" are to China's currency. Solely for
the convenience of the reader, this report contains translations of certain
Renminbi amounts into U.S. dollars at specified rates. These translations should
not be construed as representations that the Renminbi amounts actually represent
such U.S. dollar amounts or could be converted into U.S. dollars at the rate
indicated. The Rmb is not a freely convertible security. Unless otherwise
stated, conversion of amounts from Renminbi into United States dollars for the
convenience of the reader has been made at the exchange rate of US$1.00 =
Rmb6.84476, which was close to the exchange rate on June 30, 2009 and is not
expected to have a material effect on the Company's financial statements.

The following table sets forth certain information concerning exchange rates
between Renminbi and U.S. dollars for the periods indicated:

                      --------------------------------------------------
Calendar Year         Period End      Average      High           Low
-------------         ----------      -------      ----           ---
                      (Rmb per US$)
                      --------------------------------------------------
2002                  8.2771          8.2769       8.2774         8.2765
2003                  8.2776          8.2774       8.2800         8.2767
2004                  8.2866          8.2871       8.2870         8.2468
2005                  8.2865          8.2869       8.2868         8.2365
2006                  8.0353          8.0807       8.2666         7.9665
2007                  7.6248          7.8285       7.9950         7.6035
2008                  6.8718          7.2793       7.6035         6.8421
2009 (through June)   6.8448          6.8482       6.88810        6.7480

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

Research and Development

In the years ended June 30, 2009 and June 30, 2008, the Company did not incur
any research and development costs.

                                       2
<PAGE>

Employees

As of June 30, 2009, neither the Company nor the Joint Venture had any
employees, as all positions were terminated in connection with the winding up of
the business of the Company and Joint Venture.

Liquidation

Under the Chinese joint venture laws, the Joint Venture may be liquidated in
certain limited circumstances, including expiration of the ten-year term or any
term of extension, the inability to continue operations due to severe losses,
force majeure, or the failure of a party to honor its obligations under the
joint venture agreement or the Articles of Association in such a manner as to
impair the operations of the joint venture. The Chinese joint venture laws
provide that, upon liquidation, the net asset value (based on the prevailing
market value of the assets) of a joint venture shall be distributed to the
parties in proportion to their respective registered capital in the joint
venture. Currently, the Company does not expect that there will be any
distribution to the parties of the Joint Venture in connection with the
termination of the Joint Venture's license and business.

Disclosure Regarding Forward-Looking Statements and Cautionary Statements

This Annual Report on Form 10-K includes "forward-looking statements." All
statements other than statements of historical fact included in this Annual
Report, including without limitation under Item 1: "Business" and Item 7:
"Management's Discussion and Analysis of Financial Condition and Results of
Operations," regarding our financial position, business strategy, plans and
objectives of our management for future operations and capital expenditures, and
other matters, other than historical facts, are forward-looking statements.
Although we believe that the expectations reflected in such forward-looking
statements and the assumptions upon which the forward-looking statements are
based are reasonable, we can give no assurance that such expectations will prove
to have been correct.

Additional statements concerning important factors that could cause actual
results to differ materially from our expectations are disclosed in this section
and elsewhere in this Annual Report. All written and oral forward-looking
statements attributable to us or persons acting on our behalf subsequent to the
date of this Annual Report are expressly qualified in their entirety by the
following risk factors.

Item 1A.      Risk Factors

Risk Factors that May Affect Future Operating Results

You should carefully consider the risks described below before making an
investment decision. The risks and uncertainties described below are not the
only ones facing our Company. Additional risks and uncertainties not presently
known to us or what we currently deem immaterial may also impair our current
strategic plans and any future business operations. If any of the following
risks actually occur, our business, financial condition, or results of
operations could be materially adversely affected. You should also refer to the
other information about us contained in this Form 10-K, including our financial
statements and related notes.


     We have no operating history nor any revenues or earnings from operations.

We have no operating history nor any revenues or earnings from operations. We
have no assets or other financial resources. We have operated at a loss to date
and will, in all likelihood, continue to sustain operating expenses without
corresponding revenues, at least until the consummation of a business
combination.

     Our management does not devote its full time to our business and
operations.

                                       3
<PAGE>

In connection with the Board of Directors' decision to discontinue our business
operations as of December 2007, our management will only devote minimal time to
the new business plan. Management does not have any written employment
agreements with us, and is not expected to enter into any. Our management will
serve only on a part-time basis. We lack the funds or other incentives to hire
full-time experienced management. Management has other employment or business
interests to which we expect they devote their primary attention, devoting time
to the Company only on an as-needed basis.

     Our proposed operations are purely speculative.

The success of our proposed plan of operations will depend to a great extent on
the operations, financial condition and management of the identified target
company. While business combinations with entities having established operating
histories are preferred, there can be no assurance that we will be successful in
locating candidates meeting these criteria. If we complete a business
combination, the success of our operations will be dependent upon management of
the target company and numerous other factors beyond our control. No combination
candidate has been identified for acquisition by the Board of Directors or
management, nor has any determination been made as to any business for the
Company to enter, and stockholders will have no meaningful voice in any such
determinations. There is no assurance that we will be successful in completing a
combination or originating a business, nor that we will be successful or that
our shares will have any value even if a combination is completed or a business
originated.

     Our continued existence is highly dependent on our majority stockholder.

Our continued existence is largely dependent upon the support of Honview
International Limited, our majority stockholder. As of June 30, 2009, Honview
owns approximately 45.6 percent of our outstanding shares of common stock. To
date, Honview has continued to financially support the Company. Pursuant to a
Loan Agreement, Honview agreed to lend Migration its cash needs, from time to
time, at any time until January 1, 2004 up to an aggregate principal amount of
US$8 million. In addition, Honview has continued to financially support the
Company even after the Loan Agreement. As of June 30, 2009, advances from
Honview totaled Rmb 80,384,466 (US$11,743,942).

With the Board of Directors' decision to cease operations of the Joint Venture
upon expiration of the business license on December 10, 2007, there is
substantial risk that stockholders other than Honview may be significantly
diluted or will be harmed due to the significant liabilities currently owed to
Honview. These liabilities also may deter prospective target companies from
seeking a business combination with us.

     Management has controlling ownership of the Company that creates conflicts
of interest.

Kam Che Chan, our Chairman of the Board, and Paul Wong and Qi Yu Zhang, two of
our directors, are considered beneficial owners of 45.6 percent, 45.6 percent
and 34.7 percent, respectively, of our outstanding shares of common stock.
Controlling ownership of our business by our directors could create conflicts of
interest. Although management's duties are directed to the best interests of the
Company, we cannot guarantee that conflicts of interests will not arise.

     We may have significant difficulty in locating a viable business
combination candidate.

We are and will continue to be an insignificant participant in the business of
seeking mergers with and acquisitions of business entities. A large number of
established and well-financed entities, including venture capital firms, are
active in mergers and acquisitions of companies that may be merger or
acquisition target candidates for us. Nearly all of these competitors have
significantly greater financial resources, technical expertise and managerial
capabilities than we do and, consequently, we will be at a competitive

                                       4
<PAGE>

disadvantage in identifying possible business opportunities and successfully
completing a business combination. Moreover, we compete with numerous other
small public companies in seeking merger or acquisition candidates.

     It is possible that the per share value of your stock will decrease upon
the consummation of a business combination.

A business combination normally will involve the issuance of a significant
number of additional shares. Depending upon the value of the assets acquired in
a business combination, the current stockholders of the Company may experience
severe dilution of their ownership due to the issuance of shares in the
combination. Any combination effected by the Company almost certainly will
require its existing management and board members to resign, thus stockholders
have no way of knowing what persons ultimately will direct the Company and may
not have an effective voice in their selection.

     Any business combination that we engage in may have tax effects on us.

Federal and state tax consequences, and possible international tax consequences,
will, in all likelihood, be major considerations in any business combination
that we may undertake. Currently, a business combination may be structured so as
to result in tax-free treatment to both companies pursuant to various federal
and state tax provisions. We intend to structure any business combination so as
to minimize the federal and state tax consequences to both us and the target
company; however, there can be no assurance that a business combination will
meet the statutory requirements of a tax-free reorganization or that the parties
will obtain the intended tax-free treatment upon a transfer of stock or assets.
A non-qualifying reorganization could result in the imposition of both federal
and state taxes that may have an adverse effect on both parties to the
transaction.

     We have discretionary use of proceeds.

Because we are not currently engaged in any substantive business activities, as
well as management's broad discretion with respect to selecting a business or
industry for commencement of operations or completing an acquisition of assets,
property or business, we are deemed to be a blank check or shell company.
Although management intends to apply any proceeds we may receive through the
issuance of stock or debt to a suitable business enterprise, such proceeds will
not otherwise be designated for any more specific purpose. We can provide no
assurance that any use or allocation of such proceeds will allow us to achieve
our business objectives.

     We are subject to the penny stock rules.

Our securities may be classified as penny stock. The Securities and Exchange
Commission (the "SEC") has adopted Rule 15g-9, which establishes the definition
of a "penny stock," for purposes relevant to us, as any equity security that has
a market price of less than $5.00 per share or with an exercise price of less
than $5.00 per share whose securities are admitted to quotation but do not trade
on a national securities exchange. For any transaction involving a penny stock,
unless exempt, the rules require delivery of a document to investors stating the
risks, special suitability inquiry, regular reporting and other requirements.
Prices for penny stocks are often not available and investors are often unable
to sell this stock. Thus, an investor may lose his investment in a penny stock
and consequently should be cautious of any purchase of penny stocks.

     Our shares are subject to 144 resale restrictions applicable to shell
companies.

Any securities issued by us while we are a shell company will be subject to
resale limitations imposed on shell companies that limit the resale of
securities issued by shell company until 12 months after the cessation of shell
company status and the filing of the Form 10 information about the acquired
company as required by Item 5.01(a)(8) of Form 8-K of the SEC.

                                       5
<PAGE>

     Our shares have limited liquidity.

The current and possible future lack of a public market may prevent investors
from selling their shares when they wish to do so, and investors may not be able
to use our shares as collateral for a loan or other matter. Further, any public
trading that may develop in the future may have very limited liquidity. Even if
a trading market for our shares develops, stock prices may be volatile.

Item 2.      Properties.

The Company maintains an office in the United States at 3176 South Peoria Court,
Suite 100, Aurora, Colorado 80014 through the Company's North American
representative. The cost is included in the $1,000 per month paid to the
representative and this arrangement may be cancelled at any time. The Joint
Venture also had a two-and-a-half-year lease that expired on April 24, 2008 on
an approximately 7,000 square foot office in Shanghai. During the year, the
Company shared the office with other parties and only paid for its share of the
office. The total rent paid by the Company for the year ended June 30, 2008 was
Rmb55,300 (US$8,047). Management did not renew the lease upon its expiration in
April 2008 and therefore had no rent expense for the year ended June 30, 2009.

Item 3.      Legal Proceedings.

We know of no litigation pending, threatened, or contemplated, or unsatisfied
judgments against the Company, or any proceedings of which the Joint Venture is
a party. We know of no legal actions pending or threatened, or judgments entered
against any of our officers or directors in their capacities as such.

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

None.

PART II

Item 5.      Market for Registrant's Common Equity, Related Stockholder Matters
             and Issuer Purchases of Equity Securities.

There is no established public trading market for any of the Company's
securities, and management does not expect that, and there is no assurance that,
a trading market will develop. As of June 30, 2009 the Company had approximately
331 stockholders of record.

Recent Sales of Unregistered Securities

None.

Issuer Purchases of Equity Securities

None.

Item 6.      Selected Financial Data.

Not Applicable.

Item 7.      Management's Discussion and Analysis of Financial Condition or Plan
             of Operations.

The following is the Company's plan of operations and a discussion and
comparison of the financial condition and results of operations of the Company
as of June 30, 2009 and the periods then ended. These discussions should be read
in conjunction with our financial statements, the notes to the financial
statements, and the other financial data included elsewhere in this report.

                                       6
<PAGE>

This document contains certain forward-looking statements that involve risks and
uncertainties, such as statements of the Company's plans, objectives,
expectations and intentions. When used in this document, the words "expects",
"anticipates", "intends" and "plans" and similar expressions are intended to
identify certain of these forward-looking statements. The cautionary statements
made in this document should be read as being applicable to all related
forward-looking statements wherever they appear in this document. Our actual
results could differ materially from those discussed in this document. Factors
that could cause or contribute to such difference include those discussed below
and described in the risk factors set forth herein.

Overview
--------

COL China Online International, Inc. was formed for the purpose of acquiring and
conducting the engineering services and the internet related business of
Migration Developments Limited, a British Virgin Islands company ("Migration"),
and raising equity capital to be utilized in the business of Migration.
Migration held a 90% equity interest in Shenzhen Knowledge & Communication Co.
Ltd., which was a Sino-foreign equity joint venture (the "Joint Venture") in the
People's Republic of China ("PRC").

Going concern - The ability of the Company to continue operations as a going
concern is dependent upon the continuing support from Honview International
Limited ("Honview"), a majority stockholder of the Company, until such time as,
when or if, the combined entity of the Company and Migration achieve profitable
operations and/or additional funds are raised in future private and public
offerings or the Company is party to a business combination due to the
termination of its operations, as described below.

Termination of Operations - The Company had focused on the business of providing
internet and telecommunication convergence solutions to its customers up to the
end of its 2007 fiscal year. Substantially all of the Company's business
activities were suspended effective July 2007. On November 23, 2007, the Board
of Directors resolved to cease the Company's primary operations due to the
expiration of the Joint Venture's business license on December 10, 2007. The
Company used the amounts collected from its deposits paid and cash on hand to
pay any outstanding liabilities or accounts payable, and expects that the
remaining liabilities will be undertaken by Honview. The Company does not expect
any assets to remain outstanding or to be available for distribution to the
parties of the Joint Venture or stockholders of the Company.

In connection with the termination of substantially all of the Company's
operations on November 23, 2007, the Company effectively became a "shell
company". Under Rule 12b-2 of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), a "shell company" is defined as a company that has (1) no
or nominal operations; and (2) either: (a) no or nominal assets; (b) assets
consisting solely of cash and cash equivalents; or (c) assets consisting of any
amount of cash and cash equivalents and nominal other assets. As a result, the
Company is now effectively a shell company under the Exchange Act, and it is
currently seeking to enter into a business combination with one or more yet to
be identified privately held businesses. The Board of Directors believes that
the Company will be attractive to privately held companies interested in
becoming publicly traded by means of a business combination with the Company,
without offering their own securities to the public. The Board of Directors has
not restricted and does not intend to restrict its search for business
combination candidates to any particular geographical area, industry or industry
segment, and may enter into a combination with a private business engaged in any
line of business. The Company's discretion is, as a practical matter, unlimited
in the selection of a combination candidate.

The Company has not entered into any agreement, arrangement or understanding of
any kind with any person regarding a business combination. Depending upon the
nature of the transaction, the current officers and directors of the Company

                                       7
<PAGE>

likely will resign their directorship and officer positions with the Company in
connection with any consummation of a business combination. The current
management is not expected to have any control over the conduct of the Company's
business following the completion of a business combination. The Company has no
plans, understandings, agreements, or commitments with any individual or entity
to act as a finder of or as a business consultant in regard to any business
opportunities for the Company. In addition, there are no plans to use
advertisements, notices or any general solicitation in the search for
combination candidates.

Results of Operations

General and administrative expenses for continuing operations included salaries,
professional fees and other expenses. For the year ended June 30, 2009, general
and administrative expenses decreased to Rmb861,841(US$125,912) from Rmb936,071
(US$136,757) for the year ended June 30, 2008, due to the downsizing of
operations since the termination of operations.

No revenues were earned from discontinued operations for the year ended June 30,
2009, compared to revenues of Rmb9,646 (US$1,409) for the year ended June 30,
2008. The decrease was due to the Company's cessation of business upon
expiration of the Joint Venture's business license in December 2007.

Other income from discontinued operations for the year ended June 30, 2008
included mostly the write back of provision for staff welfare, taxation and
deposit received. For the year ended June 30, 2009 and 2008, other income was
Rmb NIL and Rmb258,945 (US$37,831), respectively.

Operating expenses for discontinued operations includes rent, business trip
expenses, insurance, salaries and other expenses. For the year ended June 30,
2009, general and administrative expenses decreased to Rmb6,842 (US$1,000) from
Rmb258,025 (US$37,697) for the year ended June 30, 2008, due to the Company's
termination of operations in the Joint Venture half way through fiscal 2008 and
corresponding reduction in manpower, audit fees, rent and building management
fees during fiscal year ended June 30, 2009.

The Company has not recognized any future tax benefits resulting from its
operating losses due to the uncertainty of future realization. No share of loss
has been absorbed by the minority shareholder of the Joint Venture for the year
ended June 30, 2009 and 2008 as its initial capital contribution was fully
absorbed.

The foregoing revenues and expenses have resulted in net losses of Rmb868,683
(US$126,912) and Rmb955,505 (US$139,597) for the year ended June 30, 2009 and
2008, respectively. The Company expects to continue to incur non-operating
expenses as a shell company.

The Company has recorded other comprehensive income of Rmb61,665 (US$9,009) and
Rmb1,641,379 (US$239,801) for the year ended June 30, 2009 and 2008,
respectively, directly into the Stockholders' deficit. This comprehensive income
is the result of an unrealized gain on translation of United States dollar
advances from the majority stockholder, Honview International Limited, from US$
to Rmb on consolidation. The decrease in comprehensive income is due to the
appreciation of the Rmb as compared to the US$ during the fiscal year ended June
30, 2009.


Liquidity and Capital Resources

As of June 30, 2009 and June 30, 2008, the Company had a negative working
capital of Rmb167,657 (US$24,496) and Rmb154,276 (US$22,539), respectively. As
of June 30, 2009, advances from the majority stockholder totaled Rmb80,384,466
(US$11,743,942) compared to advances from the majority stockholder of
Rmb79,590,829 (US$11,627,994) as of June 30, 2008. The majority stockholder has
stated that it is currently willing to provide continued financial support to
the Company.

                                       8
<PAGE>

Cash used in operating activities for the year ended June 30, 2009 was
Rmb881,947 (US$128,851) as compared with Rmb1,176,887 (US$171,940) for the year
ended June 30, 2008. The cash used in operations was to fund operating losses of
Rmb868,683 (US$126,912) and Rmb955,505 (US$139,597) for the year ended June 30,
2009 and 2008, respectively.

Cash flows from financing activities have generally come from advances by the
majority stockholder of the Company. During the year ended June 30, 2009 and
2008, the majority stockholder advanced to the Company Rmb853,274 (US$124,661)
and Rmb1,054,528 (US$154,064), respectively.

Critical Accounting Policies

The preparation of financial statements in conformity with accounting principles
generally accepted in the U.S., or U.S. GAAP, requires the Company to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting year. Actual results could differ from those estimates.

The critical accounting policies and use of estimates are discussed in the
annual consolidated financial statements and notes included in this Form 10-K,
which includes audited consolidated financial statements for the two fiscal
years ended June 30, 2009.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to its
stockholders.

Item 8.      Financial Statements

The financial statements and schedules that constitute Item 8 of this Annual
Report on Form 10-K are included in Item 15 below.

Item 9.      Changes in and Disagreements with Accountants on Accounting and
             Financial Disclosure

See Part IV below, incorporated herein by reference.

Item 9A(T).  Controls and Procedures

The Company's management, with the participation of the Chief Executive Officer
and Principal Financial Officer, evaluated the effectiveness of the design and
operation of the Company's disclosure control and procedures, as defined in
Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as
amended over financial reporting as of the period covered by this report (the
"Evaluation Date"). Based on this evaluation, our management, with the
participation of the Chief Executive Officer and Principal Financial Officer,
concluded that, as of the Evaluation Date, our disclosure controls and
procedures over financial reporting were effective.

Management's Annual Report on Internal Control Over Financial Reporting

The Company's management, including our Executive Officer and Principal
Financial Officer, is responsible for establishing and maintaining adequate
internal control over financial reporting (as defined in Rule 13a-15(f) under
the Exchange Act). The Company's internal control over financial reporting is a
process designed to provide reasonable assurance regarding the reliability of

                                       9
<PAGE>

financial reporting and the preparation of financial statements for external
purposes of accounting principles generally accepted in the United States.
Specifically, our internal control over financial reporting includes those
policies and procedures that:

     o    Pertain to the maintenance of records that, in reasonable detail,
          accurately and fairly reflect the transactions and dispositions of our
          assets;

     o    Provide reasonable assurance that transactions are recorded as
          necessary to permit preparation of financial statements in accordance
          with generally accepted accounting principles, and that our receipts
          and expenditures are being made only in accordance with authorizations
          by our management and/or directors; and

     o    Provide reasonable assurance regarding prevention or timely detection
          of unauthorized acquisition, use or disposition of our assets that
          could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting
may not prevent or detect misstatements. Therefore, even those systems
determined to be effective can provide only reasonable assurance of achieving
their control objectives.

Under the supervision and with the participation of our management, including
our Chief Executive Officer and Principal Financial Officer, we conducted an
evaluation of the effectiveness of our internal control over financial reporting
based on the framework in Internal Control -- Integrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission (the "COSO
Framework"). Based on this evaluation under the COSO Framework, management
concluded that our internal control over financial reporting was effective as of
June 30, 2009.

This Annual Report does not include an attestation report of the Company's
registered public accounting firm regarding internal control over financial
reporting. Management's report was not subject to attestation by the Company's
registered public accounting firm pursuant to temporary rules of the Securities
and Exchange Commission that permit the Company to provide only management's
report in this Annual Report.

Changes in Internal Control over Financial Reporting.

There were no changes in our internal control over financial reporting that
occurred during the last fiscal quarter of the period covered by this report
that have materially affected or are reasonably likely to materially affect our
internal control over financial reporting.

Item 9B.     Other Information

None.

PART III

Item  10.    Directors, Executive Officers and Corporate Governance

Directors and Officers

Our directors and executive officers are listed below, including their
respective names, ages and positions with COL International. Each director,
unless such director resigns or is removed, shall serve on the Company's Board
of Directors until the next annual meeting or until his successor is duly
elected and qualified. Each officer, unless officer resigns or is terminated,
shall serve in his respective position until his successor is duly appointed and
qualified.

                                       10
<PAGE>

NAME                 Age       Position with COL International
----                 ---       -------------------------------
Kam Che Chan         60        Chairman of the Board
Chi Keung Wong       71        Chief Executive Officer, Chief Financial Officer
                               and Chief Operating Officer
Anthony Ng           60        Director and Secretary
Paul Wong            59        Director
Qi Yu Zhang          51        Director


Kam Che Chan has served as a director and Chairman of the Company's Board of
Directors since our formation in 2000. He has been the General Manager and a
director of Hogan Industries Limited since 1989, which has operations in China,
Vietnam, the U.S. and Mexico and nearly 5,000 staff members. In these
capacities, Mr. Chan has been working in project management and marketing for
Hogan Industries. After majoring in accounting at what is now Hong Kong Baptist
University in Hong Kong, he spent 18 years working in several major certified
public accounting firms in Hong Kong before moving into marketing and
management.

Chi Keung Wong has been a director of the Joint Venture since 1999 and the Chief
Financial Officer of the Joint Venture since 1999. Mr. Wong also has been a
director and Chief Financial Officer of Migration since July 1998. Mr. Wong was
appointed as Chief Executive Officer, Chief Financial Officer, and Chief
Operating Officer of the Company effective September 1, 2004. Mr. Wong has 40
years of experience as a financial controller and an auditor both in Australia
and Hong Kong. He started his career in the audit department of Lowe Bingham &
Mathews (now PricewaterhouseCoopers LLP) in 1960 after having graduated in Hong
Kong in accounting. He was the Financial Controller for the YMCA of Darwin,
Australia from 1984 through July 1998. Chi Keung Wong is the brother of Paul
Wong, one of the directors of the Company.

Anthony Ng became the Secretary, and also was elected as a director, of the
Company effective March 31, 2002. From March 31, 2002 to September 1, 2004, he
served as the Chief Executive Officer of COL International. From 1996 to 1999,
Mr. Ng was the Chief Executive Officer of Pan Pacific Strategy Corporation, a
listed company in Canada, which is an investment company with investments mainly
in the Asian region and the People's Republic of China. From 1999 to 2001, Mr.
Ng was the Chief Executive Officer of Zuespac Capital Partners Limited, which is
a financial consulting company.

Paul Wong has been a director of the Company since our formation in 2000. He is
the founder and has served as the Chairman of the board of directors of Hogan
Industries Limited since 1982. Mr. Wong's factories are suppliers of molded baby
bottles to leading U.S. and European brand names, as well as precision scale
models to major airlines worldwide. His responsibilities include new product
concepts regarding investments in high tech companies in Asia. Paul Wong is the
brother of Chi Keung Wong, the Company's Chief Executive Officer, Chief
Financial Officer, and Chief Operating Officer.

Qi Yu Zhang has been a director of the Company since our formation in 2000. He
became Chief Executive Officer of the Rayes Group in April 1997. Mr. Zhang was
one of the founders and has served as a director of the Rayes Group since 1995.
In these capacities, he has been responsible for the ISP and ICP development and
operations of the Rayes Group in more than ten Chinese cities. Mr. Zhang also
became the Chief Executive Officer and a director of Migration in July 1998. Mr.
Zhang is a member of the Computer Engineering Application Association in China
and has obtained advanced degrees after studying Computer Telecommunications at
Xian Electronic Technology University.

                                       11
<PAGE>

Involvement in Certain Legal Proceedings

None of the Company's directors, director nominees or executive officers has
been involved in any transactions with the Company or any of the Company's
directors, executive officers, affiliates or associates that are required to be
disclosed pursuant to the rules and regulations of the SEC other than as set
forth in "Item 13. Certain Relationships and Related Transactions" below. None
of the directors, director designees or executive officers to our knowledge has
been convicted in a criminal proceeding, excluding traffic violations or similar
misdemeanors, or has been a party to any judicial or administrative proceeding
during the past five years that resulted in a judgment, decree or final order
enjoining the person from future violations of, or prohibiting activities
subject to, federal or state securities laws, or a finding of any violation of
federal or state securities laws, except for matters that were dismissed without
sanction or settlement.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires the Company's directors, executive
officers and holders of more than 10% of the Company's common stock to file with
the Securities and Exchange Commission initial reports of ownership and reports
of changes in ownership of common stock and other equity securities of the
Company. The Company believes that during the year ended June 30, 2009, its
officers, directors and holders of more than 10% of the Company's common stock
complied with all Section 16(a) filing requirements. In making these statements,
the Company has relied solely upon its review of copies of the Section 16(a)
reports filed for the fiscal year ended June 30, 2009 on behalf of the Company's
directors, officers and holders of more than 10% of the Company's common stock.

Audit Committee

The Company has not established an audit committee and does not currently have
an audit committee financial expert on either an audit committee or the Board of
Directors. Although the Company believes it would be desirable to have an audit
committee financial expert, the Company currently believes that the costs
associated with retaining such an expert would be prohibitive.

Code of Ethics

The Company has not adopted a code of ethics for its executive officers because
of the small number of persons involved in the management of the Company.

Item 11.     Executive Compensation

The following table sets forth in summary form the compensation received by Chi
Keung Wong, our Chief Executive Officer, Chief Financial Officer, and Chief
Operating Officer. None of our employees and no employees of the Joint Venture
received total salary and bonus in excess of $100,000 during the last two
completed fiscal years.

<TABLE>
<CAPTION>
<S> <C> <C>

Summary Compensation Table
--------------------------

                                                                                             Nonqualified
                                                                            Non-Equity       Deferred
                                                           Stock   Option   Incentive Plan   Compensation  All Other
Name and Principal Position   Year   Salary($)   Bonus($)  Award   Awards   Compensation     Earnings      Compensation   Total
                                     (1)         (2)       ($)     ($)      ($) (3)          ($) (3)       ($) (4)        ($)
---------------------------   ----   ---------   --------  -----   ------   ------------     --------      ------------   -----

         Chi Keung Wong,      2009    $61,538                                                                            $61,538
Chief Executive Officer,      2008    $61,538                                                                            $61,538
 Chief Financial Officer
     and Chief Operating
                 Officer


                                       12
</TABLE>
<PAGE>

Compensation of Directors

The Company has no standard arrangements in place or currently contemplated to
compensate the Company's directors for their service as directors or as members
of any committee of directors.

Employment Contracts and Termination of Employment and Change-In-Control
Arrangements

The Company does not have and currently is not planning to have any written
employment contracts with respect to any of its directors, officers or other
employees. The Company has no compensatory plan or arrangement that results or
will result from the resignation, retirement, or any other termination of an
executive officer's employment or from a change-in-control of COL International
or a change in an executive officer's responsibilities following a
change-in-control.

Employee Retirement Plans, Long-Term Incentive Plans, and Pension Plans

Other than our stock option plan that is described below under "2000 Stock
Option Plan", the Company has no employee retirement plan, pension plan, or
long-term incentive plan to serve as incentive for performance to occur over a
period longer than one fiscal year.

2000 Stock Option Plan

Pursuant to the Company's 2000 Stock Option Plan, the Company may grant options
to purchase an aggregate of 4,000,000 shares of common stock to key employees
and other persons who have contributed, or are contributing, to the Company's
success. The options granted pursuant to the 2000 Plan may be either incentive
options qualifying for beneficial tax treatment for the recipient, or
non-qualified options. The terms of the 2000 Plan concerning incentive options
and non-qualified options are substantially the same except that only employees
or employees of subsidiaries are eligible for incentive options and employees
and other individuals who have contributed or are contributing to the Company's
success are eligible for non-qualified options. With respect to options granted
to persons other than outside directors, the 2000 Plan also is administered by
an option committee that determines the terms of the options subject to the
requirements of the 2000 Plan.

All options granted under the 2000 Plan will become fully exercisable on the
date that the options are granted or other dates that the Option Committee
determines and will continue for a period up to a maximum of ten years. Options
granted pursuant to the 2000 Plan are not transferable during the optionee's
lifetime. Subject to the other terms of the 2000 Plan, the option committee has
discretion to provide vesting requirements and specific expiration provisions
with respect to the incentive options and non-qualified options granted. As of
September 21, 2009, no options had been granted under the 2000 Plan.

Outstanding Equity Awards

None.

Item 12.     Security Ownership of Certain Beneficial Owners and Management and
             Related Stockholder Matters

Equity Compensation Plan Information

Securities authorized for issuance under our equity compensation plans as of
June 30, 2009 are as follows:

                                       13
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C>

Equity Compensation Plan Table

                                                                                      Number of securities
                                     Number of securities to   Weighted-average       remaining available
                                     be issued upon exercise   exercise price of      for future issuance
                                     of outstanding option,    outstanding options,   under equity
                                     warrants and rights       warrants and rights    compensation plans
                                     -------------------       -------------------    ------------------


Equity compensation plans approved             0                      0                   4,000,000
by security holders

Equity compensation plans not                 n/a                    n/a                       n/a
approved by security holders

                            Total:             0                      0                   4,000,000


Beneficial Ownership

As of September 21, 2009, there were 50,155,000 shares of common stock
outstanding. The following table sets forth certain information as of September
21, 2009, by all executive officers and directors as a group, and by each other
person known by us to be the beneficial owner of more than five percent of the
common stock:

                                           No. of Shares                Percentage of
Name and Address of Beneficial Owner       Beneficially Owned (1)       Shares Outstanding
------------------------------------       ----------------------       ------------------

Kam Che Chan (2)                           22,849,680                   45.6%
Flat D3, 5/F
36 Broadcast Drive
Kowloon, Hong Kong

Paul Wong (3)                              22,849,680                   45.6%
32-2A Clovelly Court
12 May Road
Hong Kong

Qi Yu Zhang (4)                            17,350,320                   34.6%
2811 City E. Station
Lai Zhen Mansion
40 Fu Min Road, Fu Tian Area
Shenzhen, PRC  518033

First Strike Securities Limited (5)        17,350,320                   34.7%
18/F, Kam Sang Building
255-257 Des Voeux Road Central
Hong Kong

Honview International Limited (6)          22,849,680                   45.6%
Room 1408, Lippo Sun Plaza
28 Canton Road
Kowloon, Hong Kong

Anthony Ng                                  6,000,000                   12.0%
Apt. 305, 9015 Leslie Street
Richmond Hill, Ontario
Canada  L4B 4J8

All Executive Officers and Directors as    46,200,000                   92.1%
a group (five persons) (2)(3)(4)

----------

(1)  "Beneficial ownership" is defined in the regulations promulgated by the SEC
     as having or sharing, directly or indirectly (A) voting power, which
     includes the power to vote or to direct the voting, or (B) investment
     power, which includes the power to dispose or to direct the disposition, of
     shares of the common stock of an issuer. Unless otherwise indicated, the
     beneficial owner has sole voting and investment power.

                                       14
</TABLE>
<PAGE>

(2)  Kam Che Chan may be considered a beneficial owner of the 22,849,680 shares
     of which Honview International Limited is the record owner. Mr. Chan is a
     director of Honview International Limited and he also is the beneficial
     owner of 15.20 percent of the outstanding equity interests of Honview. The
     shares to be issued to Honview are included three times in the table. They
     are listed as being held beneficially by each of Kam Che Chan, Honview
     International Limited and Paul Wong. Mr. Chan is the Chairman of our Board
     of Directors. See also footnotes 3 and 6 below.

(3)  Paul Wong may be considered a beneficial owner of the 22,849,680 shares of
     which Honview International Limited is the record owner. Mr. Wong is a
     beneficial owner of 39.21 percent of the outstanding equity interests in
     Honview. The shares to be issued to Honview are included three times in the
     table. They are listed as being held beneficially by each of Paul Wong, Kam
     Che Chan and Honview International Limited. Mr. Wong is a director of COL
     International. See also footnotes 2 and 6.

(4)  Qi Yu Zhang may be considered a beneficial owner of the 17,350,320 shares
     of which First Strike Securities Limited is the record owner. Mr. Zhang is
     the beneficial owner of 20 percent of the outstanding equity interests of
     First Strike. The shares to be issued to First Strike are included twice in
     the table. They are listed as being held beneficially by both Qi Yu Zhang
     and First Strike. Mr. Zhang is a director of COL International. See also
     footnote 5 below.

(5)  First Strike Securities Limited owns 17,350,320 shares of our common stock.
     These shares are included twice in the table. They are listed as being held
     beneficially by both First Strike Securities Limited and Qi Yu Zhang. See
     also footnote 4 above.

(6)  Honview International Limited owns 22,849,680 shares of our common stock.
     These shares are included three times in the table. They are listed as
     being held beneficially by each of Honview International Limited, Paul Wong
     and Kam Che Chan. See also footnotes 2 and 3 above.

Item 13.     Certain Relationships and Related Transactions

Honview International Limited owns 22,849,680 shares of our common stock, or
45.6 percent of our outstanding common stock, and First Strike Securities
Limited owns 17,350,320 shares of our common stock, or 34.6 percent of our
outstanding common stock. Paul Wong is a director of Honview and he also is a
beneficial owner of 39.2 percent of the outstanding equity interests in Honview.
Mr. Wong also is a director of COL International.

Kam Che Chan is a director of Honview and he also is the beneficial owner of
15.2 percent of the outstanding equity interests of Honview. Mr. Chan also is
the Chairman of our Board of Directors.

Qi Yu Zhang is a director of First Strike and he also is the beneficial owner of
20.0 percent of the outstanding equity interests of First Strike. Mr. Zhang also
is a director of COL International.

Pursuant to a Loan Agreement, Honview agreed to lend Migration its cash needs,
from time to time, at any time until January 1, 2004 up to an aggregate
principal amount of US$8 million. As of June 30, 2004, advances from Honview
totaled Rmb71,059,244 (US$8,574,371). As a result of Migration becoming a
wholly-owned subsidiary of COL International, any amounts loaned from Honview
prior to February 8, 2001, the effective date of the registration statement
related to COL International's initial public offering, may be paid at the
option of Honview, by converting, at any time after October 10, 2001, part or
all the unpaid principal amount of the loan into shares of COL International's
common stock, at a price equal to the greater of $1.20 per share or 90 percent
of the average weighted trading price of the common stock for the 20 trading
days preceding the date of notice of exercise of conversion. Any amounts loaned
from Honview after the effective date of that registration statement may be
paid, at the option of Honview, by converting, at any time after October 10,
2001, part or all the unpaid principal amount of the loan into shares of COL

                                       15
<PAGE>

International's common stock, at a price equal to the greater of $1.20 per share
or 110 percent of weighted average trading price of common stock for the 20
trading days preceding the date of the loan. Since 2001, there were additional
advances from Honview to COL. As of June 30, 2009, additional advances from
Honview with no conversion rights totaled Rmb80,384,466 (US$11,743,942) and the
total advances owed to Honview as of June 30, 2009 equaled
Rmb80,384,466(US$11,743,942).

Except as discussed above, during the past two years there were no transactions
between COL International and its directors, executive officers or known holders
of more than five percent of the common stock, or transactions by COL
International in which any of the foregoing persons had a direct or indirect
material interest, in which the amount involved exceeded $120,000.

Item 14.     Principal Accountant Fees and Services

Currently, the Company has selected Mazars CPA Limited ("Mazars") as its
independent registered public accounting firm for the fiscal year ended June 30,
2009. During the two most recent fiscal years and subsequent interim period
prior to its selection as independent accountants, Mazars had not been consulted
by the Company on any of the matters referenced in Regulation S-K Item
304(a)(2)(i) or (ii).

Audit Fees

Mazars billed the Company $40,731 for the year ended June 30, 2009, and
US$19,231 for the year ended June 30, 2008 for professional services rendered
for the audit of the Company's annual financial statements and review of
financial statements included in the Company's Forms 10-Q and services normally
provided by independent accountants in connection with statutory and regulatory
filings or engagements for those fiscal years.

Audit-Related Fees

For the years ended June 30, 2009 and June 30, 2008, Mazars did not provide the
Company with any services for assurance and related services that are reasonably
related to the performance of the audit or review of the Company's financial
statements and are not reported above under "--Audit Fees."

Tax Fees

For the years ended June 30, 2009 and June 30, 2008, Mazars did not provide the
Company with professional services for tax compliance, tax advice, and tax
planning.

All Other Fees

For the years ended June 30, 2009 and June 30, 2008, Mazars did not bill the
Company for products and services other than those described above.

Audit Committee Pre-Approval Policies

The Board of Directors, which is performing the equivalent functions of an audit
committee, currently does not have any pre-approval policies or procedures
concerning services performed by the New Auditor or the Former Auditor. All the
services performed by Mazars that are described above were pre-approved by the
Board of Directors. Less than 50% of the hours expended on Mazar's engagement to
audit the Company's financial statements for the fiscal years ended June 30,
2009 and June 30, 2008 were attributed to work performed by persons other than
Mazar's full-time, permanent employees.

                                       16
<PAGE>

PART IV

Item 15.     Exhibits and Financial Statement Schedules

See the audited financial statements for the year ended June 30, 2009 following
the signature page, which are incorporated herein.

The following is a complete list of Exhibits filed as part of this Report on
Form 10-K, which Exhibits are incorporated herein.

Number         Description
------         -----------

2.1            Stock Exchange Agreement between and among Migration Developments
               Limited, the Company and the stockholders of Migration
               Developments Limited dated June 8, 2000 (1)

3.1            Certificate of Incorporation filed with the Delaware Secretary of
               State effective as of February 22, 2000 (1)

3.2            Certificate of Amendment to the Certificate of Incorporation
               filed with the Delaware Secretary of State effective as of April
               3, 2000 (1)

3.3            Amended and Restated Bylaws (4)

3.4            Sino-Foreign Joint Venture Contract (2) (1)

3.5            Articles of Association of the Sino-Foreign Joint Venture (1)

4.1            Specimen Common Stock Certificate (1)

10.1           Joint Venture Business License (2) (1)

10.2           Cooperation Agreement Regarding China Online's Internet
               Connection Service Commercial Business dated July 15, 1998
               between Neihi Electronic Systems Co., Ltd. (now known as the JV)
               and Rayes Group (2) (1)

10.3           Cooperation Agreement Regarding China Online's Internet Content
               Service Commercial Business dated July 15, 1998 between Neihi
               Electronic Systems Co., Ltd. (now known as the JV) and Rayes
               Group (2) (1)

10.4           Cooperation Agreement for Dissemination of Educational Resources
               between the JV and Wuhan City No.2 Secondary School to establish
               Education Net dated January 7, 2000 (2) (1)

10.5           Cooperation Agreement for Transmission of Education Materials
               between the JV and Wuhan Cable TV to provide Education Net
               infrastructure dated March 10, 2000 (2) (1)

10.6           Purchase Agreement between the JV, Shanghai Togji Construction
               Materials Technology Sales Service Co., Ltd. and other parties
               specified thereby dated October 22, 1999 (2) (1)

10.7           2000 Stock Option Plan* (1)

10.8           Form of Subscription Agreement (1)

10.9           Form of Escrow Agreement between the Company and American
               Securities Transfer and Trust, Inc. (1)

10.10          Form of Migration's Convertible Promissory Note (3)

10.11          Migration's Loan Agreement dated October 10, 2000 (3)

10.12          Sino-Foreign Joint Venture Agreement dated July 7, 2000 between
               Migration and Shanghai Dongyi Scientific Technology Engineering
               Co. (3)

                                       17
<PAGE>

10.13          Share Purchase Agreement dated July 17, 2000 between Shanghai
               Shangyi Science and Trade Information Consulting Co., Ltd. and
               Shanghai Tongji Construction Materials Sales and Services Co.,
               Ltd. (3)

10.14          Lease Agreement for Rental of Office Premises dated April 25,
               2000 (3)

10.15          COL International's Loan Agreement dated December 21, 2000 (4)

21             Subsidiaries of the Registrant (5)

31             Rule 13a-14(a)/15a-14(a) Certification of Chief Executive Officer
               and Chief Financial Officer

32             Certification of Chief Executive Officer and Chief Financial
               Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
               to Section 906 of the Sarbanes-Oxley Act of 2002

----------

*              Designates a management contract or compensatory plan required to
               be filed as an Exhibit to this Report on Form 10-K

(1)            Incorporated by reference from the Company's Form SB-2
               Registration Statement dated June 13, 2000 (File No. 333-39208)

(2)            Translated into English from Chinese

(3)            Incorporated by reference from the Company's Amendment No. 2 to
               Form SB-2 Registration Statement dated October 19, 2000 (File No.
               333-39208)

(4)            Incorporated by reference from the Company's Amendment No. 3 to
               Form SB-2 Registration Statement dated January 17, 2001 (File No.
               333-39208)

(5)            Incorporated by reference from the Company's Form 10-KSB dated
               November 15, 2001 for the year ended June 30, 2001 (File No.
               333-39208)








                                       18
<PAGE>


SIGNATURES

     In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                         COL CHINA ONLINE INTERNATIONAL INC.


Date:  September 30, 2009                By: /s/ Chi Keung Wong
                                         ------------------------------------
                                         Chi Keung Wong,
                                         Chief Executive Officer and Chief
                                         Financial Officer (Principal Accounting
                                         Officer)

     In accordance with the Exchange Act, this report has been signed by the
following persons on behalf of the registrant in the capacities and on the dates
indicated.

Date                                     Signatures
----                                     ----------



September 30, 2009                       /s/ Kam Che Chan
                                         -------------------------
                                         Kam Che Chan, Director



September 30, 2009                       /s/ Anthony Ng
                                         -------------------------
                                         Anthony Ng, Director



September 30, 2009                       /s/ Paul Wong
                                         -------------------------
                                         Paul Wong, Director



September 30, 2009                       /s/ Qi Yu Zhang
                                         -------------------------
                                         Qi Yu Zhang, Director







                                       19
<PAGE>


            COL CHINA ONLINE INTERNATIONAL INC. AND ITS SUBSIDIARIES
            --------------------------------------------------------

                   Index to Consolidated Financial Statements
                   ------------------------------------------

                                    --INDEX--


                                                             Page(s)
Report of Independent Registered Public Accounting Firm      F-2

Consolidated Financial Statements:

Consolidated Balance Sheets
For the years ended June 30, 2009 and 2008                   F-3

Consolidated Statements of Operations
For the years ended June 30, 2009 and 2008                   F-4

Consolidated Statements of Changes in Stockholders' Deficit
For the years ended June 30, 2009 and 2008                   F-5

Consolidated Statements of Cash Flows
For the years ended June 30, 2009 and 2008                   F-6

Notes to Consolidated Financial Statements                   F-7 - F-13








                                       F-1
<PAGE>



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and the Stockholders
COL China Online International Inc.
(A Development Stage Company incorporated in Delaware)

We have audited the accompanying consolidated balance sheets of COL China Online
International Inc. and its subsidiaries (the "Company") as of June 30, 2009 and
2008, and the related consolidated statements of operations, changes in
stockholders' deficit and cash flows for each of the years then ended, and for
the period from December 10, 2007 (inception of reentering the development
stage) to June 30, 2009. These consolidated financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these consolidated financial statements based on our audits.

We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. The Company is not
required to have, nor were we engaged to perform, an audit of its internal
control over financial reporting. Our audits included consideration of internal
control over financial reporting as a basis for designing auditing procedures
that are appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Company's internal control over financial
reporting. Accordingly, we express no such opinion. Our audits also included
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of the Company as of
June 30, 2009 and 2008, and the results of its operations and its cash flows for
each of the years then ended and for the period from December 10, 2007
(inception of reentering the development stage) to June 30, 2009, in conformity
with accounting principles generally accepted in the United States of America.

The accompanying consolidated financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in note 3 to the
consolidated financial statements, the Company's ability to continue as a going
concern is dependent upon several factors, including, but not limited to,
continued financial support by the major stockholder, raising additional capital
or financing, potentially completing a merger or acquisition of a business and
ultimately achieving profitable operations with positive cash flow. There are
significant uncertainties as to the Company's ability to accomplish these
objectivities, which raise substantial doubt about the Company's ability to
continue as a going concern. The consolidated financial statements do not
include any adjustments that might result from the outcome of these
uncertainties.

Mazars CPA Limited
Certified Public Accountants
Hong Kong
September 30, 2009


                                       F-2
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C>

                                  COL CHINA ONLINE INTERNATIONAL INC.
                                     (A Development Stage Company)
                                     (CONSOLIDATED BALANCE SHEETS)


                                                          Note      JUNE 30, 2009          JUNE 30, 2008
                                                              --------------------------   -------------
                                                                    (US$)          (Rmb)          (Rmb)
                                                            (Illustrative
ASSETS                                                              only)
------

CURRENT ASSETS:
    Cash                                                            4,945         33,857         62,445
    Deposits                                                4       3,068         21,000         21,000
                                                              -----------    -----------    -----------

             Total current assets                                   8,013         54,857         83,445
    PROPERTY, OFFICE SPACE AND EQUIPMENT, NET               5        --             --             --
                                                              -----------    -----------    -----------

TOTAL ASSETS                                                        8,013         54,857         83,445
                                                              ===========    ===========    ===========

LIABILITIES AND STOCKHOLDERS' DEFICIT
-------------------------------------

CURRENT LIABILITIES:
    Accounts payable and accrued expenses                          32,509        222,514        237,721
                                                              -----------    -----------    -----------

             Total current liabilities                             32,509        222,514        237,721
                                                              -----------    -----------    -----------

NON-CURRENT LIABILITIES:
    Payable to related party                                6   11,743,942     80,384,466     79,590,829
                                                              -----------    -----------    -----------

             Total non-current liabilities                     11,743,942     80,384,466     79,590,829
                                                              -----------    -----------    -----------

COMMITMENTS AND CONTINGENCIES                               8        --             --             --
                                                              -----------    -----------    -----------

STOCKHOLDERS' DEFICIT:
    Common stock, US$0.001 par value, 100,000,000 shares
         authorized and 50,155,000 shares issued,
         outstanding                                               59,734        408,864        408,864
    Additional paid-in capital                                    177,378      1,214,118      1,214,118
    Accumulated deficit before reentering development stage   (12,229,567)   (83,708,451)   (83,708,451)
    Accumulated deficit from inception of reentering
         development stage                                       (204,310)    (1,398,453)      (529,770)
    Other comprehensive income                                    428,327      2,931,799      2,870,134
                                                              -----------    -----------    -----------

             Total stockholders' deficit                      (11,768,438)   (80,552,123)   (79,745,105)
                                                              -----------    -----------    -----------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                         8,013         54,857         83,445
                                                              ===========    ===========    ===========


                                                  F-3
<PAGE>

                                 COL CHINA ONLINE INTERNATIONAL INC.
                                    (A Development Stage Company)
                                CONSOLIDATED STATEMENTS OF OPERATIONS


                                                     FOR THE YEAR ENDED
                                        -------------------------------------------
                                                                                         Cumulative
                                                                                              since
                                                                                         reentering
                                                                                        development
                                                                                     stage December
                                                                                        10, 2007 to
                                               JUNE 30, 2009          JUNE 30, 2008   June 30, 2009
                                         --------------------------   -------------  --------------
                                                (US$)         (Rmb)          (Rmb)           (Rmb)
                                        (Illustrative
                                   Note         only)
CONTINUING OPERATIONS
    General and administrative
         expenses                           (125,912)      (861,841)      (936,071)    (1,302,073)
                                         -----------    -----------    -----------    -----------

LOSS FROM CONTINUING OPERATIONS             (125,912)      (861,841)      (936,071)    (1,302,073)
                                         -----------    -----------    -----------    -----------

DISCONTINUED OPERATIONS              7

Loss attributable to discontinued
     operations                               (1,000)        (6,842)       (19,434)       (96,380)
                                         -----------    -----------    -----------    -----------

NET LOSS                                    (126,912)      (868,683)      (955,505)    (1,398,453)

Other comprehensive income                     9,009         61,665      1,641,379      1,036,055
                                         -----------    -----------    -----------    -----------

COMPREHENSIVE (LOSS) INCOME                 (117,903)      (807,018)       685,874       (362,398)
                                         ===========    ===========    ===========    ===========


Basic and Fully Diluted Loss Per      2
    Share

Loss from continuing operations              (0.0025)       (0.0172)       (0.0187)       (0.0260)
                                         ===========    ===========    ===========    ===========

Loss from discontinued operations            (0.0000)       (0.0001)       (0.0004)       (0.0019)
                                         ===========    ===========    ===========    ===========


Weighted Average Common Stock
   Outstanding                            50,155,000     50,155,000     50,155,000     50,155,000
                                         ===========    ===========    ===========    ===========



                                                 F-4
<PAGE>

                                          COL CHINA ONLINE INTERNATIONAL INC.
                                             (A Development Stage Company)
                               CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
                                        FOR THE YEARS ENDED JUNE 30, 2008 AND 2009


                                                                    ACCUMULATED
                                                                        DEFICIT    ACCUMULATED
                                                                         BEFORE   DEFICIT FROM    ACCUMULATED
                                                       ADDITIONAL    REENTERING   INCEPTION OF          OTHER
                                                          PAID-IN   DEVELOPMENT    DEVELOPMENT  COMPREHENSIVE
                                COMMON STOCK              CAPITAL         STAGE          STAGE         INCOME         TOTAL
                          -------------------------   -----------   -----------    -----------    -----------   -----------
                               Number         (Rmb)         (Rmb)         (Rmb)          (Rmb)          (Rmb)         (Rmb)

Balances, July 1, 2007     50,155,000       408,864     1,214,118   (83,282,716)          --        1,228,755   (80,430,979)

Net loss                         --            --            --        (425,735)      (529,770)          --        (955,505)

Other
  comprehensive income           --            --            --            --             --        1,641,379     1,641,379
                          -----------   -----------   -----------   -----------    -----------    -----------   -----------

Balances, June 30, 2008    50,155,000       408,864     1,214,118   (83,708,451)      (529,770)     2,870,134   (79,745,105)

Net loss                         --            --            --            --         (868,683)          --        (868,683)

Other
  comprehensive income           --            --            --            --             --           61,665        61,665
                          -----------   -----------   -----------   -----------    -----------    -----------   -----------

Balances, June 30, 2009    50,155,000       408,864     1,214,118   (83,708,451)    (1,398,453)     2,931,799   (80,552,123)
                          ===========   ===========   ===========   ===========    ===========    ===========   ===========







                                                           F-5
<PAGE>

                                     COL CHINA ONLINE INTERNATIONAL INC.
                                        (A Development Stage Company)
                                    CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                                                  CUMULATIVE
                                                                                                       SINCE
                                                                                                  REENTERING
                                                                                                 DEVELOPMENT
                                                                                       FOR THE         STAGE
                                                                                    YEAR ENDED  DECEMBER 10,
                                                          FOR THE YEAR ENDED          JUNE 30,  2007 TO JUNE
                                                            JUNE 30, 2009                 2008      30, 2009
                                                       ------------------------    -----------   -----------
                                                             (US$)        (Rmb)          (Rmb)         (Rmb)
                                                     (Illustrative
                                                             only)
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                               (126,912)     (868,683)     (955,505)   (1,398,453)
  Adjustments to reconcile net loss to net cash used
   in operating activities:
       Write back of provision for staff welfare             --            --         (12,000)         --
       Write back of provision for taxation                  --            --        (220,418)         --
       Write back of deposits received                       --            --         (21,859)         --
     Change in operating assets and liabilities:
       Decrease in:
       Accounts receivable and other receivables             --            --          19,757          --
       Deposits and other receivables                        --            --         411,046        23,608
       Decrease in:
          Accounts payable and accrued expenses            (2,222)      (15,207)     (446,761)       41,618
          Business tax payable                               --            --          (5,250)         --
       Exchange difference                                    283         1,943        54,103        33,721
                                                       ----------    ----------    ----------    ----------

     Net cash used in operating activities               (128,851)     (881,947)   (1,176,887)   (1,299,506)
                                                       ----------    ----------    ----------    ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Advances from majority stockholder                      124,661       853,274     1,054,528     1,203,785
                                                       ----------    ----------    ----------    ----------

     Net cash provided by financing activities            124,661       853,274     1,054,528     1,203,785
                                                       ----------    ----------    ----------    ----------

EFFECT OF EXCHANGE RATE CHANGES ON CASH                        12            85        (5,775)       (2,094)
                                                       ----------    ----------    ----------    ----------

NET DECREASE IN CASH                                       (4,178)      (28,588)     (128,134)      (97,815)

CASH, beginning of year                                     9,123        62,445       190,579       131,672
                                                       ----------    ----------    ----------    ----------

CASH, end of year                                           4,945        33,857        62,445        33,857
                                                       ==========    ==========    ==========    ==========






                                                     F-6
</TABLE>
<PAGE>

                       COL CHINA ONLINE INTERNATIONAL INC.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   Company Organization and Operations
     -----------------------------------

     Nature of Operations - COL China Online International Inc. ("COL") was
     incorporated as a Delaware corporation on February 22, 2000 for the purpose
     of acquiring Migration Developments Limited, a British Virgin Islands
     company ("Migration") and raising equity capital to be utilized in the
     business of Migration. Migration held a 90% equity interest in Shenzhen
     Knowledge & Communication Co. Ltd. which was a Sino-foreign equity joint
     venture ("Joint Venture") in the People's Republic of China ("PRC"). COL
     and its subsidiaries are collectively referred to as "COL International" or
     the "Company" in these financial statements.

     As more fully explained in note 3 to these consolidated financial
     statements, the Company has terminated its operations since December 10,
     2007 and has become a shell company. After becoming a shell company, the
     Company reentered the development stage effective December 10, 2007. For
     the Company's plan of operations following the termination of its business,
     see note 3 to these financial statements.

2.   Significant Accounting Policies
     -------------------------------

     Principles of Consolidation - The consolidated financial statements include
     the accounts of COL and its subsidiaries. All significant intercompany
     accounts and transactions have been eliminated in consolidation.

     Cash Equivalents - COL International considers all highly liquid debt
     instruments with original maturities of three months or less to be cash
     equivalents.

     Income Taxes - COL International accounts for income taxes under the
     liability method of Statement of Financial Accounting Standard (SFAS) No.
     109, Accounting for Income Taxes, whereby current and deferred tax assets
     and liabilities are determined based on tax rates and laws enacted as of
     the balance sheet date. Deferred tax expense or benefit represents the
     change in the deferred tax asset/liability balance.

     Foreign Currency Transaction - Foreign currency transactions during the
     period are translated into Renminbi at approximately the market exchange
     rates ruling at the transaction dates. Monetary assets and liabilities
     denominated in foreign currencies are translated into Renminbi at
     approximately the market exchange rates ruling at the balance sheet date.
     Differences arising from foreign currency translation are included in the
     statements of operations for the year.

     The consolidated financial statements consolidate the financial statements
     of COL and its subsidiaries. Some of these companies use their local
     currencies other than Renminbi as the functional currency. For group
     consolidation purposes, assets and liabilities whose functional currency is
     not Renminbi are translated into Renminbi at the rate in effect at the
     balance sheet date. Revenue and expenses are translated at the average
     exchange rate during the year. The effects of translation adjustments are
     recorded in accumulated other comprehensive income.

     For illustrative purposes, the consolidated balance sheet as of June 30,
     2009, consolidated statement of operations, consolidated statement of
     changes in stockholders' deficit and consolidated statement of cash flows
     for the year then ended have been translated into US dollars at
     approximately Rmb6.84476 to the US dollar, which was the prevailing
     exchange rate at June 30, 2009. No representation is made that the US
     dollar amounts could have been, or could be, converted into Rmb at that
     rate on June 30, 2009 or at any other date.

                                      F-7
<PAGE>

2.   Significant Accounting Policies (Continued)
     -------------------------------------------

     Fair Value of Financial Instruments - The estimated fair values for
     financial instruments under SFAS No.107, Disclosures about Fair Value of
     Financial Instruments, are determined at discrete points in time based on
     relevant market information. These estimates involve uncertainties and
     cannot be determined with precision. The estimated fair values of COL
     International's financial instruments, which includes cash, accounts
     receivable and accounts payable, approximates their carrying value in the
     financial statements. The fair value of advances from COL International's
     majority stockholder, which are without interest, cannot be estimated due
     to the relationship between the entities.

     Comprehensive Income (Loss) - The Company accounts for comprehensive income
     in accordance with SFAS No. 130, Reporting Comprehensive Income. SFAS No.
     130 establishes standards for reporting comprehensive income and its
     components in financial statements. Comprehensive income, as defined
     therein, refers to revenues, expenses, gains and losses that are not
     included in net income but rather are recorded directly in stockholders'
     equity. Other comprehensive income for the years ended June 30, 2008 and
     2009 represented gain on foreign currency translation adjustments, which
     were mainly arisen from the amount payable to the majority stockholder.

     Net Loss Per Share - Basic and diluted net loss per share is computed by
     dividing net loss for continuing and discontinued operations, respectively,
     by the weighted average number of common stock outstanding.

     Pursuant to the COL's 2000 Stock Option Plan, options may be granted to
     purchase an aggregate of 4,000,000 shares of common stock to key employees
     and other persons who have or are contributing to the Company's success. As
     of June 30, 2008 and 2009, no options had been granted under the 2000 plan.

     Accumulated Deficit - The acquisition of Migration by COL International on
     September 24, 2001 had been treated as a reverse acquisition. As a result,
     accumulated deficit prior to the acquisition should reflect that of
     Migration only. However, no goodwill was recorded on this acquisition as
     COL International had limited operations and was formed for the sole
     purpose of merging with Migration and raising limited funding prior to the
     acquisition. Therefore, accumulated deficit of COL International of
     Rmb3,630,010 (US$438,016) at the date of acquisition has also been recorded
     in the accumulated deficit of the Company.

     Operating leases - Leases where substantially all the rewards and risks of
     ownership of assets remain with the leasing company are accounted for as
     operating leases. Rental payables under operating leases are recognized as
     income and expenses, respectively, on the straight-line basis over the
     lease term.

     Recent Accounting Pronouncements
     --------------------------------

     In December 2007, the Financial Accounting Standards Board ("FASB") issued
     Statement of Financial Accounting Standards ("SFAS") No. 141(R), "Business
     Combinations" ("SFAS 141(R)"), which replaces SFAS No. 141. The statement
     retains the fundamental requirements in SFAS No. 141 that the acquisition
     method of accounting (previously referred to as the purchase method of
     accounting) be used for all business combinations, but requires a number of
     changes, including changes in the way assets and liabilities are recognized
     as a result of business combinations. It also requires the capitalization
     of in-process research and development at fair value and requires the
     expensing of acquisition-related costs as incurred. In April 2009, the FASB
     issued Staff Position No.FAS 141(R)-1 which amends SFAS 141(R) by
     establishing a model to account for certain pre-acquisition contingencies.
     Under the FSP, an acquirer is required to recognize at fair value an asset

                                      F-8
<PAGE>

     acquired or a liability assumed in a business combination that arises from
     a contingency if the acquisition-date fair value of that asset or liability
     can be determined during the measurement period. If the acquisition-date
     fair value cannot be determined, then the acquirer should follow the
     recognition criteria in SFAS No. 5, "Accounting for Contingencies", and
     FASB Interpretation No. 14, "Reasonable Estimation of the Amount of a Loss
     - an interpretation of FASB Statement No. 5". SFAS 141(R) and FAS 141(R)-1
     are effective beginning July 1, 2009, and will apply prospectively to
     business combinations completed on or after that date. The impact of the
     adoption of SFAS 141(R) and FAS 141(R)-1 will depend on the nature of
     acquisitions completed after the date of adoption.

     In February 2008, the FASB issued FSP FAS 157-2, Effective Date of FASB
     Statement No. 157, which delays the effective date of SFAS No. 157 to July
     1, 2009, for all nonfinancial assets and nonfinancial liabilities, except
     for items that are recognized or disclosed at fair value in the financial
     statements on a recurring basis (at least annually). The Company believes
     the adoption of the delayed items of SFAS No. 157 will not have a material
     impact on our financial statements.

     In May 2009, the FASB issued SFAS No. 165, Subsequent Events, which
     established general accounting standards and disclosure for subsequent
     events. The Company adopted SFAS No.165 during the second quarter of 2009.
     In accordance with SFAS No. 165, the Company has evaluated subsequent
     events through the date the financial statements were filed on September
     30, 2009.

     In June 2009, the FASB issued SFAS No. 168 -- The FASB Accounting Standards
     Codification and the Hierarchy of Generally Accepted Accounting Principles-
     a replacement of FASB Statement No. 162. SFAS 168 establishes the FASB
     Accounting Standards Codification as the single source of authoritative US
     generally accepted accounting principles recognized by the FASB to be
     applied to nongovernmental entities. SFAS 168 is effective for financial
     statements issued for interim and annual periods ending after September 15,
     2009. The adoption of SFAS 168 will not have an impact on the Company's
     financial position, results of operations or cash flows.

3.   Termination of Operations
     -------------------------

     The accompanying consolidated financial statements have been prepared
     assuming COL International will continue operating as a going concern. On
     November 23, 2007, the Board of Directors resolved to cease the Company's
     primary operations due to the expiration of the Joint Venture's business
     license on December 10, 2007. The Company intends to use any amounts
     collected from its deposits paid and cash on hand to pay any outstanding
     liabilities or accounts payable, and expects that the remaining liabilities
     will be undertaken by Honview. The Company does not expect any assets to
     remain outstanding or to be available for distribution to the parties of
     the Joint Venture or stockholders of the Company.

     In connection with the termination of substantially all of the Company's
     operations on November 23, 2007, the Company effectively became a "shell
     company". Under Rule 12b-2 of the Securities Exchange Act of 1934, as
     amended (the "Exchange Act"), a "shell company" is defined as a company
     that has (1) no or nominal operations; and (2) either: (a) no or nominal
     assets; (b) assets consisting solely of cash and cash equivalents; or (c)
     assets consisting of any amount of cash and cash equivalents and nominal
     other assets. Because the Company is now effectively a shell company under
     the Exchange Act, it is currently seeking to enter into a business
     combination with one or more yet to be identified privately held
     businesses. The Board of Directors believes that the Company will be
     attractive to privately held companies interested in becoming publicly
     traded by means of a business combination with the Company, without
     offering their own securities to the public. The Board of Directors does
     not expect to restrict its search for business combination candidates to
     any particular geographical area, industry or industry segment, and may
     enter into a combination with a private business engaged in any line of
     business. The Company's discretion is, as a practical matter, unlimited in
     the selection of a combination candidate.

                                      F-9
<PAGE>

     The Company has not entered into any agreement, arrangement or
     understanding of any kind with any person regarding a business combination.
     Depending upon the nature of the transaction, the current officers and
     directors of the Company probably will resign their directorship and
     officer positions with the Company in connection with any consummation of a
     business combination. The current management is not expected to have any
     control over the conduct of the Company's business following the completion
     of a business combination. The Company has no plans, understandings,
     agreements, or commitments with any individual or entity to act as a finder
     of or as a business consultant in regard to any business opportunities for
     the Company. In addition, there are no plans to use advertisements, notices
     or any general solicitation in the search for combination candidates.

     In view of the above-mentioned plan, the Company's ability to continue as a
     going concern is dependent upon several factors, including, but not limited
     to, continued financial support from Honview International Limited
     ("Honview"), a former shareholder of Migration, which is now a majority
     stockholder of COL, the successfulness of a possible business combination
     and whether the post-combination business would be able to achieve and
     maintain profitable operations and to raise additional capital. The
     accompanying consolidated financial statements do not include any
     adjustments that might result from the outcome of these uncertainties.

     The Company believes that Honview will continue to provide funding during
     the forthcoming fiscal year.

     The majority of the Company's business activities were suspended effective
     July 2007, and on November 23, 2007, the board of directors' resolved to
     cease the operations of the only business of the Company upon expiration of
     the Joint Venture's business license on December 10, 2007, the Company
     reentered the development stage effective December 10, 2007. It is expected
     that the Company will remain in such status until a business combination is
     taken place.

     In accordance with the applicable accounting guidance, the assets and
     liabilities associated related to the operations with the Joint Venture
     have been separately disclosed in note 7 to the consolidated financial
     statements. The results of discontinued operations are reported as a
     separate component within the consolidated statement of operations outside
     of loss from continuing operations. The components of the results related
     to the Joint Venture have been separately disclosed in note 7 to the
     consolidated financial statements.

4.   Deposits
     --------

     The following information summarizes deposits and other receivables at:

                                           June 30, 2009          June 30, 2008
                                    ---------------------------   -------------
                                        (US$)         (Rmb)           (Rmb)
                                   (Illustrative
                                        Only)

     Rental deposits                    3,068         21,000         21,000
                                       ======         ======         ======


                                      F-10
<PAGE>

5.   Property, Office Space and Equipment
     ------------------------------------

     Property, office space and equipment consist of the following:

                                            June 30, 2009          June 30, 2008
                                      --------------------------   -------------
                                         (US$)          (Rmb)          (Rmb)
                                    (Illustrative
                                         Only)

     Vehicles                              41,729        285,622        285,622
     Computer equipment                   686,907      4,701,715      4,701,715
     Computer software                    573,790      3,927,454      3,927,454
     Office furniture                      27,930        191,174        191,174
     Other equipment                      229,049      1,567,787      1,567,787
                                      -----------    -----------    -----------

                                        1,559,405     10,673,752     10,673,752
     Less : Accumulated depreciation   (1,559,405)   (10,673,752)   (10,673,752)
                                      -----------    -----------    -----------

                                             --             --             --
                                      ===========    ===========    ===========

6.   Payable To The Related Party
     ----------------------------

                                            June 30, 2009       June 30, 2008
                                       -----------------------  -------------

                                         (US$)        (Rmb)         (Rmb)
                                     (Illustrative
                                         Only)

     Due to majority stockholder
      (Note A)                         11,743,942   80,384,466   79,590,829
                                       ==========   ==========   ==========

     The amount payable to the related party, which is the majority stockholder
     of COL, is without interest or collateral and has no fixed repayment term.
     The majority stockholder has confirmed in writing that it would not demand
     repayment within the next twelve months. Pursuant to the Loan Agreement,
     Honview International Limited, the ultimate holding company of the Company,
     agreed to lend Migration its cash needs, from time to time, at any time
     until January 1, 2004 up to an aggregate principal amount of US$8 million.
     As a result of Migration becoming a wholly owned subsidiary of the Company,
     any amounts loaned from Honview prior to February 8, 2002, the effective
     date of the registration statement related to the COL's initial public
     offering, may be paid at the option of Honview, by converting, at any time
     after October 10, 2002, part or all the unpaid principal amount of the loan
     into shares of the COL's common stock, at a price equal to the greater of
     $1.20 per share or 90 percent of the average weighted trading price of the
     common stock for the 20 trading days preceding the date of notice of
     exercise of conversion. Any amounts loaned from Honview after the effective
     date of such registration statement may be paid, at the option of Honview,
     by converting, at any time after October 10, 2002, part or all the unpaid
     principal amount of the loan into shares of the COL's common stock, at a
     price equal to the greater of $1.20 per share or 110 percent of weighted
     average trading price of common stock for the 20 trading days preceding the
     date of the loan.

     There has been no change to the above loan condition during the years ended
     June 30, 2009 and 2008. In addition, during the year, Honview has
     undertaken to make available adequate funds to the Company as and when
     required to maintain the Company as a going concern.

                                      F-11
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C>

7.   Discontinued Operations
     -----------------------

     The results of the discontinued operations for the years ended June 30,
     2009 and 2008 are summarized as follows:


                                                         FOR THE YEAR ENDED
                                               -------------------------------------      Cumulative
                                                                                               since
                                                                                          reentering
                                                                                         development
                                                                                      stage December
                                                                                         10, 2007 to
                                                    JUNE 30, 2009      JUNE 30, 2008   June 30, 2009
                                               ----------------------  -------------   -------------
                                                 (US$)        (Rmb)          (Rmb)         (Rmb)
                                            (Illustrative
                                                 only)
     Net revenues:
         Telecommunication                         --            --           9,646          --
                                               --------      --------      --------      --------

              Total revenues                       --            --           9,646          --
                                               --------      --------      --------      --------

     Cost of Sales:
         Telecommunication                         --            --         (30,000)      (30,000)
                                               --------      --------      --------      --------

              Total cost of sales                  --            --         (30,000)      (30,000)
                                               --------      --------      --------      --------

     Gross loss                                    --            --         (20,354)      (30,000)
                                               --------      --------      --------      --------

     Operating expenses:
        General and administrative
              expenses                           (1,000)       (6,842)     (258,025)      (88,430)
                                               --------      --------      --------      --------

              Total operating expenses           (1,000)       (6,842)     (258,025)      (88,430)
                                               --------      --------      --------      --------

     Operating loss                              (1,000)       (6,842)     (278,379)     (118,430)

        Other income                               --            --         258,945        22,050
                                               --------      --------      --------      --------

     Net loss attributable to discontinued
         operations                              (1,000)       (6,842)      (19,434)      (96,380)
                                               ========      ========      ========      ========


8.   Commitments and Contingencies
     -----------------------------

     i)   Stock Option Plan - The Company has set up a stock option plan (the
          "Stock Option plan"), which the Company may grant options to key
          employees and other persons to purchase an aggregate of 4,000,000
          shares of common stock. The options granted pursuant to the Stock
          Option Plan may be either incentive options qualifying for beneficial
          tax treatment for the recipient, or non-qualified options. The terms
          of the Stock Option Plan concerning incentive options and
          non-qualified options are substantially the same except that only
          COL's or its subsidiaries' employees are eligible for incentive
          options, and other individuals are eligible for non-qualified options.
          With respect to options granted to persons other than outside
          directors, the Stock Option Plan is administered by an Option
          Committee that determines the terms of the options subject to the
          requirements of the Stock Option Plan.

          All options granted under the Stock Option Plan will become fully
          exercisable on the date that the options are granted or other dates
          that the Option Committee determines and will continue for a period up
          to a maximum of ten years. Options granted pursuant to the Stock
          Option Plan are not transferable during the optionee's lifetime.
          Subject to the other terms of the Stock Option Plan, the Option
          Committee has discretion to provide vesting requirements and specific
          expiration provisions with respect to the incentive options and
          non-qualified options granted. No options had been granted under the
          Stock Option Plan since its establishment.

                                      F-12
</TABLE>
<PAGE>

     ii)  There was no commitment nor litigation brought against the Company as
          of June 30, 2009 and 2008.


9.   Taxes
     -----

     COL and its subsidiaries are subject to income taxes on an entity basis on
     income arising in or derived from the tax jurisdiction in which they
     operate.

     The Joint Venture, which was established in the PRC, is subject to the PRC
     income taxes at a rate of 25%. However, the Shenzhen head office of the
     Joint Venture is entitled to full exemption from income tax for one year
     starting from the first profit making year and 50% tax reduction in the
     subsequent two years. No PRC income tax has been provided for in the
     financial statements as the Joint Venture in the PRC incurred a loss for
     the periods presented.

     Migration operates in Hong Kong where the statutory tax rate was 16.5% for
     the years ended June 30, 2009 and 2008, on assessable income arising in
     Hong Kong. No Hong Kong profits tax has been provided for as Migration's
     operations in Hong Kong incurred a loss for taxation purposes for the
     periods presented. Migration is exempt from any BVI income taxes under BVI
     International Business Act for its operations being located only in Hong
     Kong.

     The Company has no net operating loss carry forward for tax reporting
     purposes in the PRC for the years ended June 30, 2009 and 2008. No deferred
     income taxes are provided as there are no temporary differences between the
     tax and book basis of assets and liabilities due to the current status of
     the Company as a shell company.

10.  Employee Costs
     --------------

     The Company did not have any full-time employees and outstanding pension
     obligations following the cessation of principal business in December 2007.







                                      F-13
<PAGE>

                                  Exhibit List

The following is a complete list of Exhibits filed as part of this Report on
Form 10-K, which Exhibits are incorporated herein.

Number         Description
------         -----------

2.1            Stock Exchange Agreement between and among Migration Developments
               Limited, the Company and the stockholders of Migration
               Developments Limited dated June 8, 2000 (1)

3.1            Certificate of Incorporation filed with the Delaware Secretary of
               State effective as of February 22, 2000 (1)

3.2            Certificate of Amendment to the Certificate of Incorporation
               filed with the Delaware Secretary of State effective as of April
               3, 2000 (1)

3.3            Amended and Restated Bylaws (4)

3.4            Sino-Foreign Joint Venture Contract (2) (1)

3.5            Articles of Association of the Sino-Foreign Joint Venture (1)

4.1            Specimen Common Stock Certificate (1)

10.1           Joint Venture Business License (2) (1)

10.2           Cooperation Agreement Regarding China Online's Internet
               Connection Service Commercial Business dated July 15, 1998
               between Neihi Electronic Systems Co., Ltd. (now known as the JV)
               and Rayes Group (2) (1)

10.3           Cooperation Agreement Regarding China Online's Internet Content
               Service Commercial Business dated July 15, 1998 between Neihi
               Electronic Systems Co., Ltd. (now known as the JV) and Rayes
               Group (2) (1)

10.4           Cooperation Agreement for Dissemination of Educational Resources
               between the JV and Wuhan City No.2 Secondary School to establish
               Education Net dated January 7, 2000 (2) (1)

10.5           Cooperation Agreement for Transmission of Education Materials
               between the JV and Wuhan Cable TV to provide Education Net
               infrastructure dated March 10, 2000 (2) (1)

10.6           Purchase Agreement between the JV, Shanghai Togji Construction
               Materials Technology Sales Service Co., Ltd. and other parties
               specified thereby dated October 22, 1999 (2) (1)

10.7           2000 Stock Option Plan* (1)

10.8           Form of Subscription Agreement (1)

10.9           Form of Escrow Agreement between the Company and American
               Securities Transfer and Trust, Inc. (1)

10.10          Form of Migration's Convertible Promissory Note (3)

10.11          Migration's Loan Agreement dated October 10, 2000 (3)

10.12          Sino-Foreign Joint Venture Agreement dated July 7, 2000 between
               Migration and Shanghai Dongyi Scientific Technology Engineering
               Co. (3)

10.13          Share Purchase Agreement dated July 17, 2000 between Shanghai
               Shangyi Science and Trade Information Consulting Co., Ltd. and
               Shanghai Tongji Construction Materials Sales and Services Co.,
               Ltd. (3)

10.14          Lease Agreement for Rental of Office Premises dated April 25,
               2000 (3)

10.15          COL International's Loan Agreement dated December 21, 2000 (4)

21             Subsidiaries of the Registrant (5)


<PAGE>

31             Rule 13a-14(a)/15a-14(a) Certification of Chief Executive Officer
               and Chief Financial Officer

32             Certification of Chief Executive Officer and Chief Financial
               Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
               to Section 906 of the Sarbanes-Oxley Act of 2002

----------

*              Designates a management contract or compensatory plan required to
               be filed as an Exhibit to this Report on Form 10-K

(1)            Incorporated by reference from the Company's Form SB-2
               Registration Statement dated June 13, 2000 (File No. 333-39208)

(2)            Translated into English from Chinese

(3)            Incorporated by reference from the Company's Amendment No. 2 to
               Form SB-2 Registration Statement dated October 19, 2000 (File No.
               333-39208)

(4)            Incorporated by reference from the Company's Amendment No. 3 to
               Form SB-2 Registration Statement dated January 17, 2001 (File No.
               333-39208)

(5)            Incorporated by reference from the Company's Form 10-KSB dated
               November 15, 2001 for the year ended June 30, 2001 (File No.
               333-39208)