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

                                   FORM 10-QSB
 (Mark One)

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

                For the quarterly period ended September 30, 2006

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

       For the transition period from ________________ to _______________

                                    000-51429
                            (Commission file number)

                     CHINA HOUSING & LAND DEVELOPMENT, INC.
        (Exact name of small business issuer as specified in its charter)

                       Nevada                               20-1334845
           (State or other jurisdiction                   (IRS Employer
         of incorporation or organization)             Identification No.)

                         6 Youyi Dong Lu, Han Yuan 4 Lou
                             Xi'An, Shaanxi Province
                                  China 710054
                    (Address of principal executive offices)

                                 86-029-82582632
                           (Issuer's telephone number)

                                       N/A
              (Former name, former address and former fiscal year,
                          if changed since last report)

 Check whether the issuer (1) filed all reports required to be filed by Section
 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
    subject to such filing requirements for the past 90 days. Yes [X] No [ ]

State the number of shares outstanding of each of the issuer's classes of common
 equity, as of the latest practicable date: As of October 23, 2006 - 20,619,223
                             shares of common stock

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


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

<PAGE>

                     CHINA HOUSING & LAND DEVELOPMENT, INC.
                                      Index

<TABLE>
<CAPTION>
                                                                                               Page
                                                                                              Number
                                                                                              ------
<S>        <C>                                                                                   <C>
PART I.    FINANCIAL INFORMATION

Item 1.    Financial Statements

           Consolidated Balance Sheet as of September 30, 2006 (unaudited)                       2

           Consolidated Statements of Income and Other Comprehensive Income for
           the three and nine month period ended September 30, 2006
           and 2005 (unaudited)                                                                  3

           Consolidated Statements of Cash Flows for the
           nine month periods ended September 30, 2006 and 2005 (unaudited)                      4

           Notes to Consolidated Financial Statements (unaudited)                                5

Item 2.    Management's Discussion and Analysis or Plan of Operations                           19

Item 3.    Controls and Procedures                                                              22

PART II.   OTHER INFORMATION

Item 1.    Legal Proceedings                                                                    23

Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds                          23

Item 3.    Defaults Upon Senior Securities                                                      23

Item 4.    Submission of Matters to a Vote of Security Holders                                  23

Item 5.    Other Information                                                                    23

Item 6.    Exhibits                                                                             23

SIGNATURES                                                                                      24
</TABLE>
                                       1
<PAGE>

                     CHINA HOUSING & LAND DEVELOPMENT, INC.
                           CONSOLIDATED BALANCE SHEET
                            AS OF SEPTEMBER 30, 2006
                                   (Unaudited)

<TABLE>
<CAPTION>
                                     ASSETS
                                     ------
<S>                                                                                   <C>
ASSETS:
       Cash & cash equivalents                                                        $    326,558
       Residential properties completed or under construction                           44,548,323
       Property and equipment, net                                                      17,247,512
       Receivables, deferred charge and other assets                                     6,245,457
       Advance to suppliers                                                              3,386,057
       Deposit                                                                           1,408,200

                                                                                      ------------
       Total Assets                                                                   $ 73,162,107
                                                                                      ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

 LIABILITIES:
       Accounts payable                                                               $ 11,470,360
       Other payables                                                                    4,320,452
       Accrued expenses                                                                 11,499,735
       Unearned revenue                                                                    955,184
       Mortgage loan primarily secured by real estate held for development and sale     20,987,615

                                                                                      ------------
       TOTAL LIABILITIES                                                                49,233,346

 STOCKHOLDERS' EQUITY:
       Common stock, $0.001 per share; authorized 100,000,000 shares;
       issued and outstanding 20,619,223                                                    20,619
       Additional paid-in capital                                                        7,192,600
       Cumulative translation adjustment                                                   269,598
       Statutory reserve                                                                 2,421,228
       Retained earnings                                                                14,024,716
                                                                                      ------------
               Total stockholders' equity                                               23,928,761

                                                                                      ------------
       Total Liabilities & Stockholders' Equity                                       $ 73,162,107
                                                                                      ============
</TABLE>

              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                        2

<PAGE>

                     CHINA HOUSING & LAND DEVELOPMENT, INC.
        CONSOLIDATED STATEMENTS OF INCOME AND OTHER COMPREHENSIVE INCOME
         FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                    (Unaduit)

<TABLE>
<CAPTION>
                                              For the Three Month Period Ended    For the Nine Month Periods Ended
                                                        September 30,                       September 30,
                                                   2006              2005              2006              2005
                                              --------------    --------------    --------------    --------------
<S>                                           <C>               <C>               <C>               <C>
Earned revenues
        Sale of properties                    $   14,182,007    $    1,465,658    $   50,421,060    $   30,443,421
         Other                                        50,100            56,693           205,941           187,676
                                              --------------    --------------    --------------    --------------
             Total earned revenues                14,232,107         1,522,351        50,627,001        30,631,097


Costs and expenses
        Costs of properties sold                   9,765,850           982,971        32,109,142        20,584,439
        Other                                         91,123            12,543           337,929            27,322
        Selling, general and administrative        1,262,648           582,937         4,712,089         2,867,177
        Interest:                                         --                --
          Incurred                                   494,027           268,004         1,553,631         1,023,707
          Less capitalized                          (472,740)         (197,585)       (1,473,416)         (627,306)
                                              --------------    --------------    --------------    --------------
             Total costs and expenses             11,140,908         1,648,870        37,239,375        23,875,339

Income from operations before income tax           3,091,199          (126,519)       13,387,626         6,755,758

Income tax                                         1,057,370           (41,751)        4,455,191         2,229,400

                                              --------------    --------------    --------------    --------------
Net income                                    $    2,033,829    $      (84,768)   $    8,932,435    $    4,526,358

Other comprehensive income
     Foreign currency translation loss               195,336                --            26,815                --

                                              --------------    --------------    --------------    --------------
Comprehensive Income                          $    2,229,165    $      (84,768)   $    8,959,250    $    4,526,358
                                              ==============    ==============    ==============    ==============

Weighted average shares outstanding
        Basic                                     20,474,993        16,000,000        18,536,120        16,000,000
                                              ==============    ==============    ==============    ==============
        Duiluted                                  20,474,993        16,000,000        18,536,120        16,000,000
                                              ==============    ==============    ==============    ==============

Earnings per share
        Basic                                 $         0.10    $        (0.01)   $         0.48    $         0.28
                                              ==============    ==============    ==============    ==============
        Diluted                               $         0.10    $        (0.01)   $         0.48    $         0.28
                                              ==============    ==============    ==============    ==============
</TABLE>

                 The accompanying notes are an integral part of
                     these consolidated financial statements

                                       3
<PAGE>

                     CHINA HOUSING & LAND DEVELOPMENT, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaduited)

<TABLE>
<CAPTION>
                                                                 For the Nine Month Periods Ended September 30,
                                                                           2006                2005
                                                                     ----------------    ----------------
<S>                                                                  <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net income                                                      $      8,932,435    $      4,526,358
     Adjustments to reconcile net income to net cash
     used in operating activities:
        Depreciation and amortization                                         189,722             115,046
        Exchange gains                                                       (387,153)                 --
        (Increase) / decrease in assets:
            Residential properties completed or under construction          5,404,764          14,051,976
            Receivables, deferred charge and other assets                  (3,379,743)         (1,590,207)
            Advance to suppliers                                            9,004,737         (15,767,391)
            Deposits                                                          279,321           1,133,485
        Increase / (decrease) in current liabilities:
            Accounts payable                                                8,839,530          (1,999,582)
            Other payables                                                  1,027,881            (491,414)
            Unearned revenue                                              (30,161,309)          1,254,561
            Accrued expenses                                                7,029,454              (3,252)
            Due to related party                                                   --            (122,200)
                                                                     ----------------    ----------------
        Total adjustments                                                  (2,152,796)         (3,418,978)
                                                                     ----------------    ----------------
     Net cash provided by operating activities                              6,779,639           1,107,380
                                                                     ----------------    ----------------

CASH FLOWS FROM INVESTING ACTIVITIES
        Purchase of property and equipment                                (12,721,532)          1,735,034
        Purchase of intangible assets                                          (3,532)                 --
        Cash acquired in reverse merger transaction                               872                  --

                                                                     ----------------    ----------------
     Net cash used in investing activities                                (12,724,192)          1,735,034
                                                                     ----------------    ----------------

CASH FLOWS FROM FINANCING ACTIVITIES:
        Proceeds from loan                                                  6,225,000           7,943,000
        Proceeds from sale of common stock                                  2,012,475                  --
        Payment of offering costs                                            (261,622)                 --
        Payment on loan                                                    (1,739,841)         (8,870,987)

                                                                     ----------------    ----------------
     Net cash provided by(used in) financing activities                     6,236,012            (927,987)
                                                                     ----------------    ----------------

Effect of exchange rate changes on cash and cash equivalents                    4,353              22,531

NET INCREASE IN CASH & CASH EQUIVALENTS                                       295,812           1,936,958

CASH & CASH EQUIVALENTS, BEGINNING BALANCE                                     30,746              27,726
                                                                     ----------------    ----------------

CASH & CASH EQUIVALENTS, ENDING BALANCE                              $        326,558    $      1,964,684
                                                                     ================    ================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
     Interest paid                                                   $      1,315,518    $      1,185,818
                                                                     ================    ================
     Income taxes paid                                               $             --    $        171,762
                                                                     ================    ================
</TABLE>

                 The accompanying notes are an integral part of
                    these consolidated financial statements

                                       4
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Note 1 - Organization and Basis of Presentation

The unaudited consolidated financial statements have been prepared by China
Housing & Land Development, Inc. (the "Company"), pursuant to the rules and
regulations of the Securities and Exchange Commission. The information furnished
herein reflects all adjustments (consisting of normal recurring accruals and
adjustments) which are, in the opinion of management, necessary to fairly
present the operating results for the respective periods. Certain information
and footnote disclosures normally present in annual consolidated financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America have been omitted pursuant to such rules and
regulations. These consolidated financial statements should be read in
conjunction with the audited consolidated financial statements and footnotes for
the year ended December 31, 2005 included in the Company's Annual Report on Form
10-KSB. The results of the nine months ended September 30, 2006 are not
necessarily indicative of the results to be expected for the full year ending
December 31, 2006.

Organization and Line of Business
---------------------------------

Xi'an Tsining Housing Development Co., Ltd. ("XTHDC") was incorporated on
September 7, 1999 in Xi'an city in the Shaanxi province, China. The core
business of XTHDC is acquisition, development, management, and sale of
commercial and residential real estate properties located primarily in Xi'an
city.

On April 21, 2006, XTHDC entered into and closed a share purchase agreement with
Pacific Northwest Productions, Inc. ("Pacific"), a public shell in the United
States of America incorporated in the state of Nevada. Pursuant to the purchase
agreement, Pacific acquired all of the issued and outstanding capital stock of
XTHDC in exchange for 16,000,000 (post-split) shares of Pacific's common stock.

Concurrently with the closing of the purchase agreement and as a condition
thereof, Pacific entered into an agreement with Deljit Bains and Davinder Bains,
its executive officers, pursuant to which they each returned 4,000,000
(post-split) shares (8,000,000 shares in total) of Pacific common stock to
Pacific for cancellation. They were not compensated in any way for the
cancellation of their shares of Pacific common stock. Upon completion of the
foregoing transactions, Pacific had an aggregate of 20,000,000 shares of common
stock issued and outstanding.

As a result of the merger, XTHDC's stockholders own approximately 80% of the
combined company and the directors and executive officers of XTHDC became the
directors and executive officers of Pacific. Accordingly, the transaction has
been accounted for as a reverse acquisition of Pacific by XTHDC resulting in a
recapitalization of XTHDC rather than as a business combination. XTHDC is deemed
to be the purchaser and surviving company for accounting purposes. Accordingly,
its assets and liabilities are included in the balance sheet at their historical
book values and the results of operations of XTHDC have been presented for the
comparative prior period. The historical cost of the net liabilities of Pacific
that were acquired was $432. Pro forma information is not presented as the
financial statements of Pacific are insignificant. In addition, May 5, 2006,
Pacific changed it name to China Housing & Land Development, Inc. (hereafter
referred to as the "Company") and the stockholders approved a stock dividend of
seven shares for each share held, which has been accounted for as an eight to
one forward stock split. All shares and per share data have been restated
retrospectively.

Principles of Consolidation
---------------------------

The accompanying consolidated financial statements include the accounts of China
Housing & Land Development, Inc. and its wholly owned subsidiary, XTHDC. All
inter-company accounts and transactions have been eliminated in consolidation.

                                       5
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Basis of Presentation
---------------------

The accompanying consolidated financial statements have been prepared in
conformity with accounting principles generally accepted in the United States of
America. The Company's functional currency is the Chinese Renminbi; however the
accompanying consolidated financial statements have been translated and
presented in United States Dollars (USD).

Foreign Currency Translation
----------------------------

As of September 30, 2006 and 2005, the accounts of the Company were maintained,
and their consolidated financial statements were expressed in the Chinese Yuan
Renminbi (RMB). Such consolidated financial statements were translated into
United States Dollars (USD) in accordance with Statement of Financial Accounts
Standards ("SFAS") No. 52, "Foreign Currency Translation," with the RMB as the
functional currency. According to the Statement, all assets and liabilities were
translated at the exchange rate on the balance sheet date, stockholder's equity
are translated at the historical rates and statement of operations items are
translated at the weighted average exchange rate for the year. The resulting
translation adjustments are reported under other comprehensive income in
accordance with SFAS No. 130, "Reporting Comprehensive Income."


Note 2 - Summary of Significant Accounting Policies

Use of estimates
----------------

The preparation of financial statements in conformity with generally accepted
accounting principles requires management 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 period.
Actual results could differ from those estimates.

Cash and cash equivalents
-------------------------

Cash and cash equivalents include cash on hand and cash in time deposits,
certificates of deposit and all highly liquid debt instruments with original
maturities of three months or less.

Accounts and other receivable
-----------------------------

Accounts and other receivable are recorded at net realizable value consisting of
the carrying amount less an allowance for uncollectible accounts, as needed.

The Company maintains reserves for potential credit losses on accounts
receivable. Management reviews the composition of accounts receivable and
analyzes historical bad debts, customer concentrations, customer credit
worthiness, current economic trends and changes in customer payment patterns to
evaluate the adequacy of these reserves. Allowance for doubtful debts amounted
to $590,180 at September 30, 2006.

Advances to suppliers
---------------------

The Company advances to certain vendors for purchase of its material. The
advances to suppliers are interest free and unsecured.

                                       6
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Inventory
---------

Inventory is stated at the lower of cost or market. Management compares the cost
of inventories with the market value, and allowance is made for writing down the
inventories to their market value, if lower. Inventory consists of completed
houses ready for sale and houses under construction.

Property and equipment
----------------------

Property and equipment are stated at cost. Expenditures for maintenance and
repairs are charged to earnings as incurred; additions, renewals and betterments
are capitalized. When property and equipment are retired or otherwise disposed
of, the related cost and accumulated depreciation are removed from the
respective accounts, and any gain or loss is included in operations.
Depreciation of property and equipment is provided using the straight-line
method for substantially all assets with estimated lives as follows:

           Office equipment                             5 years
           Office furniture                             5 years
           Computer software                            5 years
           Vehicles                                     5 years
           Buildings                                   30 years

At September 30, 2006, the following are the details of the property and
equipment:

           Office equipment                           $    111,228
           Office furniture                                 87,927
           Computer software                                 8,131
           Vehicles                                         36,646
           Buildings                                    17,661,048
                                                      ------------
                                                        17,904,980
           Less accumulated depreciation                  (657,468)
                                                      ------------
                                                      $ 17,247,512
                                                      ============

Depreciation expense for the nine months ended September 30, 2006 and 2005 was
$189,722 and $115,224, respectively.

Long-lived assets
-----------------

Effective January 1, 2002, the Company adopted Statement of Financial Accounting
Standards No. 144, "Accounting for the Impairment or Disposal of Long-Lived
Assets" ("SFAS 144"), which addresses financial accounting and reporting for the
impairment or disposal of long-lived assets and supersedes SFAS No. 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed Of," and the accounting and reporting provisions of APB Opinion No.
30, "Reporting the Results of Operations for a Disposal of a Segment of a
Business." The Company periodically evaluates the carrying value of long-lived
assets to be held and used in accordance with SFAS 144. SFAS 144 requires
impairment losses to be recorded on long-lived assets used in operations when
indicators of impairment are present and the undiscounted cash flows estimated
to be generated by those assets are less than the assets' carrying amounts. In
that event, a loss is recognized based on the amount by which the carrying
amount exceeds the fair market value of the long-lived assets. Loss on
long-lived assets to be disposed of is determined in a similar manner, except
that fair market values are reduced for the cost of disposal. Based on its
review, the Company believes that, as of September 30, 2006 there were no
significant impairments of its long-lived assets.

                                       7
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Fair value of financial instruments
-----------------------------------

Statement of financial accounting standard No. 107, Disclosures about fair value
of financial instruments, requires that the Company disclose estimated fair
values of financial instruments. The carrying amounts reported in the statements
of financial position for current assets and current liabilities qualifying as
financial instruments are a reasonable estimate of fair value.

Revenue Recognition
-------------------

The Company's revenue recognition policies are in compliance with Staff
accounting bulletin (SAB) 104. Revenue is recognized when houses are sold and
title is transferred, when a formal arrangement exists, the price is fixed or
determinable, the delivery is completed, no other significant obligations of the
Company exist and collectibility is reasonably assured. Payments received before
all of the relevant criteria for revenue recognition are satisfied are recorded
as unearned revenue.

Real estate capitalization and cost allocation
----------------------------------------------

Residential properties completed or under construction are stated at cost or
estimated net realizable value, whichever is lower. Costs include land and land
improvements, direct construction costs and development costs, including
predevelopment costs, interest on indebtedness, real estate taxes, insurance,
construction overhead and indirect project costs. Selling and advertising costs
are expensed as incurred. Total estimated costs of multi-unit developments are
allocated to individual units based upon specific identification methods.

Land and improvement costs include land, land improvements, interest on
indebtedness and real estate taxes. Appropriate costs are allocated to projects
on the basis of acreage, dwelling units and relative sales value. Land held for
development and improvements are stated at cost or estimated net realizable
value, whichever is lower.

Land and land improvements applicable to condominiums, town homes and
single-family homes, are transferred to construction in progress when
construction commences.

Interest costs included in costs and expenses of residential properties for the
nine months ended September 30, 2006 and 2005 were $1,553,631 and $992,985,
respectively.

Employee compensation
---------------------

The Company has a bonus compensation plan for its executive officers and
employees according to their management competence. The total amount of bonus
compensation charged to selling, general and administrative expense under this
plan was $238,290 and $157,835 for the nine months ended September 30, 2006 and
2005, respectively.

Warranty costs
--------------

Generally, the Company provides all of its customers with a limited (half a year
to 5 years) period warranty as to workmanship, depending on the defect reasons
and areas.

The Company accrues the cost for warranty into the cost of its houses as a
liability after each project is closed based on the Company's historical
experience, normally on less than 0.2% of total cost of each project. Any excess
amounts are expensed in the period when they occur.

                                       8
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Many of the items relating to workmanship are completed by the existing labor
force utilized to construct other new houses and are therefore already factored
into the labor and overhead cost to produce each house. Any significant material
defects are generally under warranty with the company's suppliers. Currently,
the construction contractors leave to the company 5% of total contract amount
for one year after the completion of the construction. Such deposits will be
used to pay for any repair expense incurred due to defects. The company has not
historically incurred any significant litigation requiring additional specific
reserves for its product offerings. As of September 30, 2006, the Company
accrued $0 as warranty cost.

Deferred revenue
----------------

Deferred revenue represents prepayments by customers for house purchases. The
Company records such repayment as unearned revenue when the payments are
received.

Other payable
-------------

Other payable mostly represents borrowings from employees, (bearing the interest
rates of 7%, 10% and 12% for borrowing periods of one year, two years and three
years, respectively) and payable to other unrelated parties, interest free,
unsecured and due on demand.

Advertising Costs
-----------------

The Company expenses the cost of advertising as incurred or, as appropriate, the
first time the advertising takes place. Advertising costs for the nine months
ended September 30, 2006 and 2005 were $425,200 and $308,183, respectively.

Stock-based compensation
------------------------

The Company accounts for its stock-based compensation in accordance with SFAS
No. 123R, "Share-Based Payment, an Amendment of FASB Statement No. 123." The
Company recognizes in the statement of operations the grant- date fair value of
stock options and other equity-based compensation issued to employees and
non-employees. No options have been granted during the nine months ended
September 30, 2006 and 2005.

Income Taxes
------------

The Company utilizes SFAS No. 109, "Accounting for Income Taxes," which requires
the recognition of deferred tax assets and liabilities for the expected future
tax consequences of events that have been included in the financial statements
or tax returns. Under this method, deferred income taxes are recognized for the
tax consequences in future years of differences between the tax bases of assets
and liabilities and their financial reporting amounts at each period end based
on enacted tax laws and statutory tax rates applicable to the periods in which
the differences are expected to affect taxable income. Valuation allowances are
established, when necessary, to reduce deferred tax assets to the amount
expected to be realized. At December 31, 2005, there was no significant book to
tax differences.

Local PRC Income Tax
--------------------

Pursuant to the tax laws of China, general enterprises are subject to income tax
at an effective rate of 33%.

                                       9
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Basic and diluted net loss per share
------------------------------------

Earning per share is calculated in accordance with the Statement of Financial
Accounting Standards No. 128 ("SFAS No. 128"), "Earnings per share". SFAS No.
128 superseded Accounting Principles Board Opinion No.15 (APB 15). Net earning
per share for all periods presented has been restated to reflect the adoption of
SFAS No. 128. Basic net earning per share is based upon the weighted average
number of common shares outstanding. Diluted net earning per share is based on
the assumption that all dilutive convertible shares and stock options were
converted or exercised. Dilution is computed by applying the treasury stock
method. Under this method, options and warrants are assumed to be exercised at
the beginning of the period (or at the time of issuance, if later), and as if
funds obtained thereby were used to purchase common stock at the average market
price during the period. At September 30, 2006, the Company had outstanding
309,612 warrants. The average stock price for the three and nine months ended
September 30, 2006 was less than the exercise price of the warrants; therefore,
the warrants are not factored into the diluted earning per share calculation as
they are anti-dilutive.

Statement of Cash Flows
-----------------------

In accordance with Statement of Financial Accounting Standards No. 95,
"Statement of Cash Flows," cash flows from the Company's operations is
calculated based upon the local currencies. As a result, amounts related to
assets and liabilities reported on the statement of cash flows will not
necessarily agree with changes in the corresponding balances on the balance
sheet.

Segment Reporting
-----------------

Statement of Financial Accounting Standards No. 131 ("SFAS 131"), "Disclosure
About Segments of an Enterprise and Related Information" requires use of the
"management approach" model for segment reporting. The management approach model
is based on the way a company's management organizes segments within the company
for making operating decisions and assessing performance. Reportable segments
are based on products and services, geography, legal structure, management
structure, or any other manner in which management disaggregates a company. SFAS
131 has no effect on the Company's financial statements as the Company consists
of one reportable business segment. All revenue is from customers in People's
Republic of China. All of the Company's assets are located in People's Republic
of China.

Recent Pronouncements
---------------------

In December 2004, the FASB issued FASB Statement No. 123R, "Share-Based Payment,
an Amendment of FASB Statement No. 123" ("FAS No. 123R"). FAS No. 123R requires
companies to recognize in the statement of operations the grant- date fair value
of stock options and other equity-based compensation issued to employees. FAS
No. 123R is effective beginning in the Company's second quarter of fiscal 2006.
The Company adopted FAS No. 123R on January 1, 2006 and the adoption of this
statement did not have a material impact on its financial position, results of
operations or cash flows.

In May 2005, the FASB issued FASB Statement No. 154, "Accounting Changes and
Error Corrections - a replacement of APB Opinion No. 20 and FASB Statement No.
3". This statement replaces APB Opinion No. 20, "Accounting Changes", and FASB
Statement No. 3, "Reporting Accounting Changes in Interim Financial Statements",
and changes the requirements for the accounting for and reporting of a change in
accounting principle. This statement applies to all voluntary changes in
accounting principle. It also applies to changes required by an accounting
pronouncement in the unusual instance that the pronouncement does not include
specific transition provisions. This statement is effective for accounting
changes and correction of errors made in fiscal years beginning after December
15, 2005. Management believes the adoption of this pronouncement will not have a
material effect on our financial statements.

                                       10
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


In June 2005, the FASB ratified the EITF consensus to amend EITF No. 96-16,
"Investor's Accounting for an Investee When the Investor Has a Majority of the
Voting Interest but the Minority Shareholders Have Certain Approval or Veto
Rights". The EITF agreed to amend the Protective Rights section of this
consensus, as well as Example of Exhibit 96-16A, to be consistent with the
consensus reached in Issue No. 04-5, "Determining Whether a General Partner, or
the General Partners as a Group, Controls a Limited Partnership or Similarly
Entity When the Limited Partners Have Certain Rights." The provisions of this
amendment should be applied prospectively to new investments and to investment
agreements that are modified after June 29, 2005. Management believes the
adoption of this pronouncement will not have a material effect on our financial
statements.

In June 2005, the EITF reached consensus on Issue No. 05-6, determining the
Amortization Period for Leasehold Improvements ("EITF 05-6.") EITF 05-6 provides
guidance on determining the amortization period for leasehold improvements
acquired in a business combination or acquired subsequent to lease inception.
The guidance in EITF 05-6 will be applied prospectively and is effective for
periods beginning after June 29, 2005. EITF 05-6 is not expected to have a
material effect on its financial position or results of operations.

In February 2006, FASB issued SFAS No. 155, "Accounting for Certain Hybrid
Financial Instruments". SFAS No. 155 amends SFAS No 133, "Accounting for
Derivative Instruments and Hedging Activities", and SFAF No. 140, "Accounting
for Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities". SFAS No. 155, permits fair value remeasurement for any hybrid
financial instrument that contains an embedded derivative that otherwise would
require bifurcation, clarifies which interest-only strips and principal-only
strips are not subject to the requirements of SFAS No. 133, establishes a
requirement to evaluate interest in securitized financial assets to identify
interests that are freestanding derivatives or that are hybrid financial
instruments that contain an embedded derivative requiring bifurcation, clarifies
that concentrations of credit risk in the form of subordination are not embedded
derivatives, and amends SFAS No. 140 to eliminate the prohibition on the
qualifying special-purpose entity from holding a derivative financial instrument
that pertains to a beneficial interest other than another derivative financial
instrument. This statement is effective for all financial instruments acquired
or issued after the beginning of the Company's first fiscal year that begins
after September 15, 2006. The Company has not evaluated the impact of this
pronouncement its financial statements.

In March 2006 FASB issued SFAS 156 'Accounting for Servicing of Financial
Assets' this Statement amends FASB Statement No. 140, Accounting for Transfers
and Servicing of Financial Assets and Extinguishments of Liabilities, with
respect to the accounting for separately recognized servicing assets and
servicing liabilities. This Statement:

1. Requires an entity to recognize a servicing asset or servicing liability each
time it undertakes an obligation to service a financial asset by entering into a
servicing contract.

2. Requires all separately recognized servicing assets and servicing liabilities
to be initially measured at fair value, if practicable.

3. Permits an entity to choose 'Amortization method' or Fair value measurement
method' for each class of separately recognized servicing assets and servicing
liabilities.

4. At its initial adoption, permits a one-time reclassification of
available-for-sale securities to trading securities by entities with recognized
servicing rights, without calling into question the treatment of other
available-for-sale securities under Statement 115, provided that the

                                       11
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


available-for-sale securities are identified in some manner as offsetting the
entity's exposure to changes in fair value of servicing assets or servicing
liabilities that a servicer elects to subsequently measure at fair value.

5. Requires separate presentation of servicing assets and servicing liabilities
subsequently measured at fair value in the statement of financial position and
additional disclosures for all separately recognized servicing assets and
servicing liabilities. An entity should adopt this Statement as of the beginning
of its first fiscal year that begins after September 15, 2006. Management
believes that this statement will not have a significant impact on the financial
statement.

In September 2006, FASB issued SFAS 157 `Fair Value Measurements'. This
Statement defines fair value, establishes a framework for measuring fair value
in generally accepted accounting principles (GAAP), and expands disclosures
about fair value measurements. This Statement applies under other accounting
pronouncements that require or permit fair value measurements, the Board having
previously concluded in those accounting pronouncements that fair value is the
relevant measurement attribute. Accordingly, this Statement does not require any
new fair value measurements. However, for some entities, the application of this
Statement will change current practice. This Statement is effective for
financial statements issued for fiscal years beginning after November 15, 2007,
and interim periods within those fiscal years. The management is currently
evaluating the effect of this pronouncement on financial statements.

In September 2006, FASB issued SFAS 158 `Employers' Accounting for Defined
Benefit Pension and Other Postretirement Plans--an amendment of FASB Statements
No. 87, 88, 106, and 132(R)' This Statement improves financial reporting by
requiring an employer to recognize the overfunded or underfunded status of a
defined benefit postretirement plan (other than a multiemployer plan) as an
asset or liability in its statement of financial position and to recognize
changes in that funded status in the year in which the changes occur through
comprehensive income of a business entity or changes in unrestricted net assets
of a not-for-profit organization. This Statement also improves financial
reporting by requiring an employer to measure the funded status of a plan as of
the date of its year-end statement of financial position, with limited
exceptions. An employer with publicly traded equity securities is required to
initially recognize the funded status of a defined benefit postretirement plan
and to provide the required disclosures as of the end of the fiscal year ending
after December 15, 2006. An employer without publicly traded equity securities
is required to recognize the funded status of a defined benefit postretirement
plan and to provide the required disclosures as of the end of the fiscal year
ending after June 15, 2007. However, an employer without publicly traded equity
securities is required to disclose the following information in the notes to
financial statements for a fiscal year ending after December 15, 2006, but
before June 16, 2007, unless it has applied the recognition provisions of this
Statement in preparing those financial statements. The requirement to measure
plan assets and benefit obligations as of the date of the employer's fiscal
year-end statement of financial position is effective for fiscal years ending
after December 15, 2008. The management is currently evaluating the effect of
this pronouncement on financial statements.

Note 3 - Residential Properties Completed or Under Construction

Residential properties completed or under construction consist of completed
projects and projects under construction as of September 30, 2006 are as
follows.

           Completed projects                          $     36,824,468
           Projects under construction                        7,723,855
                                                       ----------------
                                                       $     44,548,323
                                                       ================

                                       12
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Note 4 - Receivables, Deferred Charge and Other Assets

Receivables, deferred charge and other assets consist of trade receivables,
other receivables and prepaid expenses. Receivable, deferred charge and other
assets at September 30, 2006 are as follow:

           Accounts receivable                       $    6,290,197
             Less: allowance for bad debt of
                accounts receivables                       (345,743)
           Other receivable                                 543,608
           Less: allowance for bad debt of
                accounts receivables                       (244,437)
           Prepaid expenses                                   1,832
                                                     --------------
                                                     $    6,245,457
                                                     ==============


Note 5 - Deposit

Deposit consists of restricted bank savings and deposit to governmental
authorities. Deposits as of September 30, 2006 are as follow:

           Restricted bank saving                    $    1,203,897
           Deposit to governmental authorities              204,303
                                                     --------------
                                                     $    1,408,200
                                                     ==============


Restricted deposit
------------------

The loan bank grants mortgage loan to house purchasers. House loans will be
credited to the Company's bank account. When the houses are not completed and
the purchasers have no ownership documents to secure the loan, the bank will
deduct 10% of the loan issued from the Company's bank account to designated bank
account. Interest incurred from restricted saving is credit to the Company's
normal bank account. The bank will release restriction after house purchasers
obtain house ownership documents to secure the mortgage loan.

Deposit to governmental authorities
-----------------------------------

Governmental authorities will require deposit when housing companies start
construction. Deposit becomes refundable when construction completed.

Caution money for purchase of an enterprise
-------------------------------------------

The Company entered into a purchase agreement with an enterprise. The Company
paid such amount of money as deposit. Deposit will be part of purchase price
when the Company obtains ownership right of the enterprise.

Note 6 - Accrued Expense

Accrued expenses consist of the following as of September 30, 2006 are as
follow:

                                       13
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


           Tax payable                               $   11,189,048
           Accrued payroll                                      688
           Other levies                                     150,079
           Accrued expense                                  159,920
                                                     --------------
                                                     $   11,499,735
                                                     ==============

Note 7 - Mortgage Loan Primarily Secured by Real Estate Held

Mortgage loan as of September 30, 2006 are follow:

<TABLE>
<CAPTION>

<S>                                                                             <C>
                    Note payable to bank, interest rate; 0.82875% per
                    monthly, payable quarterly, maturity date; August 7,
                    2007, secured by assets of the Company                      $    5,060,000

                    Note payable to bank, interest rate; 0.576% per
                    monthly, payable quarterly, maturity date; May 25,
                    2007, secured by assets of the Company                           3,657,115

                    Note payable to bank, interest rate; 0.576% per
                    monthly, payable quarterly, maturity date; July 7,
                    2007, secured by assets of the Company                           2,530,000

                    Note payable to bank, interest rate; 0.816% per
                    monthly, payable quarterly, maturity date; December
                    31, 2007, secured by assets of the Company                       6,325,000

                    Loan from Shaanxi International Trust Investment
                    Company, interest rate; 0.900% per monthly,
                    payable quarterly, maturity date; April 6, 2006,
                    secured by assets of the Company                                   885,500

                    Loan from Shaanxi International Trust Investment
                    Company, interest rate; 0.900% per monthly,
                    payable quarterly, maturity date; December 5, 2006,
                    secured by assets of the Company
                                                                                     2,530,000


                                                                                --------------
                                                                                $   20,987,615
                                                                                ==============
</TABLE>

Note 8 - Stockholders' Equity

Common stock
------------

On June 28, 2006, the Company entered into securities purchase agreements with
accredited investors and completed the sale of $1,075,000 of common stock of the
Company and common stock purchase warrants. The securities sold were an
aggregate of 330,769 shares of common stock and 99,231 warrants. Each warrant is

                                       14
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


exercisable for a period of three years at an exercise price of $3.60 per share.
Pursuant to the terms of the warrant, each investor has contractually agreed to
restrict its ability to exercise the warrants to an amount which would not
exceed the difference between the number of shares of common stock beneficially
owned by the holder or issuable upon exercise of the warrant held by such holder
and 9.9% of the outstanding shares of common stock of the Company. New York
Global Securities, Inc. acted as the placement agent of the transaction.

The Company is obligated to file a registration statement registering the resale
of shares of the Company's common stock and those issuable upon exercise of the
warrants. If the registration statement is not filed within 45 days from the
date of investment, or declared effective within 60 days thereafter (135 days if
the registration statement receives a full review by the SEC), or if the
registration is suspended other than as permitted in the registration rights
agreement between the Company and the investors, the Company is obligated to pay
the investors certain fees in the amount of 1% of the aggregate amount invested,
per month, and the obligations may be deemed to be in default.

In connection with the offering, the Company paid a placement fee of 10% of the
proceeds in cash, together with non-accountable expenses in the amount of 3% of
the proceeds, in cash. In addition, the placement agent was issued warrants to
purchases 66,154 shares of common stock on the same terms and conditions as the
investors.

On July 7, 2006, the Company entered into securities purchase agreements with
accredited investors and completed the sale of $124,975 of common stock of the
Company and common stock purchase warrants. The securities sold were an
aggregate of 38,454 shares of common stock and 11,536 warrants. Each warrant is
exercisable for a period of three years at an exercise price of $3.60 per share.
Pursuant to the terms of the warrant, each investor has contractually agreed to
restrict its ability to exercise the warrants to an amount which would not
exceed the difference between the number of shares of common stock beneficially
owned by the holder or issuable upon exercise of the warrant held by such holder
and 9.9% of the outstanding shares of common stock of the Company. New York
Global Securities, Inc. acted as the placement agent of the transaction.

The Company is obligated to file a registration statement registering the resale
of shares of the Company's Common Stock and those issuable upon exercise of the
Warrants. If the registration statement is not filed within 45 days from the
date of investment, or declared effective within 60 days thereafter (135 days if
the registration statement receives a full review by the SEC), or if the
registration is suspended other than as permitted in the registration rights
agreement between the Company and the investors, the Company is obligated to pay
the investors certain fees in the amount of 1% of the aggregate amount invested,
per month, and the obligations may be deemed to be in default.

In connection with the offering, the Company paid a placement fee of 10% of the
proceeds in cash, together with non-accountable expenses in the amount of 3% of
the proceeds, in cash. In addition, the placement agent was issued warrants to
purchases 7,691 shares of common stock on the same terms and conditions as the
investors.

On August 21, 2006, the Company entered into securities purchase agreements with
accredited investors and completed the sale of $812,500 of common stock of the
Company and common stock purchase warrants. The securities sold were an
aggregate of 250,000 shares of common stock and 75,000 warrants. Each warrant is
exercisable for a period of three years at an exercise price of $3.60 per share.
Pursuant to the terms of the warrant, each investor has contractually agreed to
restrict its ability to exercise the warrants to an amount which would not
exceed the difference between the number of shares of common stock beneficially
owned by the holder or issuable upon exercise of the warrant held by such holder
and 9.9% of the outstanding shares of common stock of the Company. New York
Global Securities, Inc. acted as the placement agent of the transaction.

                                       15
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


The Company is obligated to file a registration statement registering the resale
of shares of the Company's Common Stock and those issuable upon exercise of the
Warrants. If the registration statement is not filed within 45 days from the
date of investment, or declared effective within 60 days thereafter (135 days if
the registration statement receives a full review by the SEC), or if the
registration is suspended other than as permitted in the registration rights
agreement between the Company and the investors, the Company is obligated to pay
the investors certain fees in the amount of 1% of the aggregate amount invested,
per month, and the obligations may be deemed to be in default.

In connection with the offering, the Company paid a placement fee of 10% of the
proceeds in cash, together with non-accountable expenses in the amount of 3% of
the proceeds, in cash. In addition, the placement agent was issued warrants to
purchases 50,000 shares of common stock on the same terms and conditions as the
investors.

Warrants
--------

Following is a summary of the warrant activity:

<TABLE>
<CAPTION>
                                                                            Weighted
                                                                            Average
                                                              Warrants      Exercise     Aggregate
                                                            outstanding      Price    Intrinsic Value
                Outstanding, December 31, 2005
<S>                                                              <C>          <C>         <C>
                                                                      --         --             --
                Granted                                          309,612         --
                Forfeited                                             --         --
                Exercised                                             --         --
                                                          --------------
                Outstanding, September 30, 2006                  309,612      $3.60       $      0
                                                          ==============
</TABLE>

Following is a summary of the status of warrants outstanding at September 30,
2006:


            Outstanding Warrants                         Exercisable Warrants

                                        Average          Average
            Exercise                   Remaining        Exercise
             Price        Number    Contractual Life      Price       Number

             $3.60       309,612             2.81         $3.60      309,612


                                       16
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Note 9 - Related Party Transactions

The Company invested to an enterprise in May 2003, accounted for 80% of the
investee's equity. Due to the Company had no control over the investee, the
Company adopted equity method to record gain or loss incurred from the
investment.

During 2004, the investee was a related party. The Company borrowed money from
the investee interest free. The Company sold its equity in May 2005 and recorded
a loss on disposal of $6,597.


Note 10 - Employee Welfare Plan

The Company has established its own employee welfare plan in accordance with
Chinese law and regulations. The Company makes annual contributions of 14% of
all employees' salaries to employee welfare plan. The total expense for the
above plan was $11,195 and $25,596 for the nine months ended September 30, 2006
and 2005, respectively. The balance of welfare payable at September 30, 2006 was
$0.

Note 11 - Statutory Common Welfare Fund

As stipulated by the Company Law of the People's Republic of China (PRC) as
applicable to Chinese companies with foreign ownership, net income after
taxation can only be distributed as dividends after appropriation has been made
for the following:
     1)   Making up cumulative prior years' losses, if any;
     2)   Allocations to the "Statutory surplus reserve" of at least 10% of
          income after tax, as determined under PRC accounting rules and
          regulations, until the fund amounts to 50% of the Company's registered
          capital;
     3)   Allocations of 5-10% of income after tax, as determined under PRC
          accounting rules and regulations, to the Company's "Statutory common
          welfare fund", which is established for the purpose of providing
          employee facilities and other collective benefits to the Company's
          employees; and
     4)   Allocations to the discretionary surplus reserve, if approved in the
          shareholders' general meeting.

The Company has appropriated $1,187,050 and $686,733 as reserve for the
statutory surplus reserve and welfare fund for the nine months ended September
30, 2006 and 2005.


Note 12 - Earnings Per Share

Earnings per share for three and nine months September 30, 2006 and 2005 were
determined by dividing net income for the periods by the weighted average number
of both basic and diluted shares of common stock and common stock equivalents
outstanding. There were no common stock equivalents that were dilutive during
the three and nine months ended September 30, 2006 and 2005; accordingly, basic
and diluted earning per share were the same for all periods presented.

                                       17
<PAGE>

              CHINA HOUSING & LAND DEVELOPMENT, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Note 13 - Current Vulnerability Due to Certain Concentrations

One major customer accounted for 24% of the sales revenue for the nine months
ended September 30, 2006.

The Company's operations are carried out in the People's Republic of China.
Accordingly, the Company's business, financial condition and results of
operations may be influenced by the political, economic and legal environments
in the People's Republic of China, by the general state of the People's Republic
of China's economy. The Company's business may be influenced by changes in
governmental policies with respect to laws and regulations, anti-inflationary
measures, currency conversion and remittance abroad, and rates and methods of
taxation, among other things.

                                       18
<PAGE>

Item 2.  Management's Discussion and Analysis



FORWARD LOOKING STATEMENTS

Some of the statements contained in this Form 10-QSB that are not historical
facts are "forward-looking statements" which can be identified by the use of
terminology such as "estimates," "projects," "plans," "believes," "expects,"
"anticipates," "intends," or the negative or other variations, or by discussions
of strategy that involve risks and uncertainties. We urge you to be cautious of
the forward-looking statements, that such statements, which are contained in
this Form 10-QSB, reflect our current beliefs with respect to future events and
involve known and unknown risks, uncertainties and other factors affecting our
operations, market growth, services, products and licenses. No assurances can be
given regarding the achievement of future results, as actual results may differ
materially as a result of the risks we face, and actual events may differ from
the assumptions underlying the statements that have been made regarding
anticipated events. Factors that may cause actual results, our performance or
achievements, or industry results, to differ materially from those contemplated
by such forward-looking statements include without limitation:

     o    Our ability to attract and retain management, and to integrate and
          maintain technical information and management information systems;

     o    Our ability to raise capital when needed and on acceptable terms and
          conditions;

     o    The intensity of competition; and

     o    General economic conditions.

All written and oral forward-looking statements made in connection with this
Form 10-QSB that are attributable to us or persons acting on our behalf are
expressly qualified in their entirety by these cautionary statements. Given the
uncertainties that surround such statements, you are cautioned not to place
undue reliance on such forward-looking statements.

Three Months Ended September 30, 2006 as Compared To Three Months Ended
September 30, 2005

Revenue
-------

We generated revenues of $14,232,107 for the three months ended September
30, 2006, an increase of $12,709,756 or 834.88% compared to $1,522,351 for the
three months ended September 30, 2005.

We recognize revenue when a sale is consummated, which only occurs when a
project is completed. For the three-month period ended September 30, 2006, we
had revenues of $8,044,360 for Tsining JunjingYuan, $5,655,135 for Tsining-24G,
$1,581 for Tsining Gangwan and $531,031 for other projects.

                                       19
<PAGE>

Costs and Expenses

Our costs and expenses for the three months ended September 30, 2006 as compared
to the three months ended September 30, 2005 were in line with the increased
revenue from the sale of properties.

The cost of properties sold for the three months ended September 30, 2006 was
$9,765,850, an increase of $8,782,879 or increased 7.94 times compared to
$982,971 for the three months ended September 30, 2005. This is in line with the
834.88% increase in revenues generated by the Company from the sale of
properties during the same two periods.

Other expenses for three months ended September 30, 2006 was $91,123, an
increase of $78,580 or 626.48% compared to $12,543 for the three months ended
September 30, 2005. This increase represents less than 1% of all costs and
expenses incurred during the three months ended September 30, 2006.

Our selling, general and administrative expense for the three months ended
September 30, 2006 was $1,262,648, an increase of $679,711 or 116.60% compared
to $582,937 for the three months ended September 30, 2005. Selling, general and
administrative expense reflects our overhead expenses such as office rent,
management and staff salaries, general insurance, accounting and legal expenses.
We staff our sales department at fixed levels. As one project approaches the end
of the sales cycle, the sales staff is shifted to the next project.

Interest Expense
----------------

We incurred interest expense for the three months ended September 30, 2006 of
$494,027, an increase of $226,023 or 84.34% compared to $268,004 for the three
months ended September 30, 2005. Of these amounts, $472,740 was capitalized for
the three months ended September 30, 2006 compared to $197,585 for the three
months ended September 30, 2005.

Operating Income Before Income Tax
----------------------------------

We had operating income before income tax of $3,091,199 for the three months
ended September 30, 2006; an increase of $3,217,718, compared to a loss of
$126,519 for the three months ended September 30, 2005.

Net Income
----------

Our net income for the three months ended September 30, 2006 was $2,033,829, an
increase of $2,118,597 compared to a loss of $84,768 for the three months ended
September 30, 2005, which is a direct result of the increase of revenues earned
from the sale of properties.


Nine Months Ended September 30, 2006 Compared To Nine Months Ended September 30,
2005

Revenue
-------

We generated revenues of $50,627,001 for the nine months ended September 30,
2006, an increase of $19,995,904 or 65.28%, compared to $30,631,097 for the nine
months ended September 30, 2005.

For the nine month period ended September 30, 2006, we had revenues of
$36,592,762 for Tsining JunjingYuan, $11,990,034 for Tsining-24G, $250,002 for
Tsining Gangwan and $1,794,203 for other projects. For the same periods of year
2005, we had revenues of $6,685,745 for Tsining JunjingYuan, $1,386,841 for
Tsining-Gangwan, and $22,558,511 for other projects. The increase in sales for
the nine month ended September 30, 2006 compared to the same periods if year
2005, was due to an increase in our sales in our Tsining JunjingYuan and
Tsining-24G projects.

                                       20
<PAGE>

This increase in sales was, however, lower than we expected due to several new
regulatory policies governing the real estate market issued by the Chinese
government in the past two years. For example, the People's Bank of China raised
mortgage interest rates on March 16, 2005, therefore increasing the cost of
acquiring a residence. In addition, "Further Strengthen the Macro Controlling on
Real Estate Market" and "The Notice of Stabilizing House Price and Adjust Supply
Structure of house" issued by the State Council on April 27, 2005 and May 29,
2006, respectively, negatively impacted our revenues because potential buyers,
whose expectations of housing prices were affected by these reports, are
delaying purchases in anticipation of a decline in housing prices.

Costs and Expenses
------------------

The cost of properties sold for the nine months ended September 30, 2006 was
$32,109,142, an increase of $11,524,703 or 55.99% compared to $20,584,439 for
the nine months ended September 30, 2005. This is in line with the 65.28%
increase in revenues generated by the Company from the sale of properties during
the same two periods.

Other expenses for nine months ended September 30, 2006 was $337,929 increase of
$310,607 or increased 10.37 times compared to $27,322 for the nine months ended
September 30, 2005. This increase represents less than 1% of all costs and
expenses incurred during the nine months ended September 30, 2006.

Our selling, general and administrative expense for the nine months ended
September 30, 2006 was $4,712,089,an increase of $1,844,912 or 64.35% compared
to $2,867,177 for the nine months ended September 30, 2005. Selling, general and
administrative expense reflects our overhead expenses such as office rent,
management and staff salaries, general insurance, accounting and legal expenses.
We staff our sales department at fixed levels. As one project approaches the end
of the sales cycle, the sales staff is shifted to the next project.

Interest Expense
----------------

We incurred interest expense for the nine months ended September 30, 2006 of
$1,553,631; an increase of $529,924 or 51.77% compared to $1,023,707 for the
nine months ended September 30, 2005. Of these amounts, $1,473,416 was
capitalized for the nine months ended September 30, 2006 compared to $627,306
for the nine months ended September 30, 2005.

Operating Income Before Income Tax
----------------------------------

We had operating income before income tax of $13,387,626 for the nine months
ended September 30,2006, an increase of $6,631,868 or 98.17%, compared to
$6,755,758 for the nine months ended September 30,2005.

Net Income
----------

Our net income for the nine months ended September 30, 2006 was $8,932,435, an
increase of $4,406,077 or 97.34% compared to $4,526,358 for the nine months
ended September 30, 2005, which is a direct result of the 65.28% increase of
revenues earned from the sale of properties.

Liquidity and Capital Resources

Our principal demands for liquidity are for development of new properties and
future property acquisitions and general corporate purposes. As of September 30,
2006, we had total mortgage indebtedness of $20,987,615 with a weighted average
interest rate of 0.725% per month, payable quarterly. Future scheduled
maturities of mortgages payable are as follows: April 6, 2006-- $885,500; August

                                       21
<PAGE>

7,2006 -- $5,060,000; December 5, 2006 -- $2,530,000; May 25, 2007 --
$3,657,115; July 7, 2007 -- $2,530,000. The mortgage debt is secured by assets
of the Company.

As of September 30, 2006, we had $326,558 of cash and cash equivalents on hand,
an increase of $295,812,compared to $30,746 of cash and cash equivalents on hand
as of December 31, 2005.

As of September 30, 2006 accounts payable was $11,470,360 and other payables was
$4,320,452. Our operating activities used cash of $9,526,813 during the nine
months ended September 30, 2006. We decreased properties under construction by
$5,404,764. Receivables, deferred charges and other assets increased $2,248,025.
Advances to suppliers decreased by $9,004,737 and deposits decreased $279,321
during the nine months ended September 30, 2006. Accounts payable increased
$8,839,530, other payables increased $2,643,337, and accrued expenses increased
$7,029,454, while unearned revenues decreased $30,161,309.

We used cash of $-12,724,192 in investing activities during the nine months
ended September 30, 2006 primarily $12,721,532 for the payment of equipment
purchased. During the nine months ended September 30, 2006 financing activities
provided cash of $6,236,012, the result of $6,225,000 received on loan and
$1,739,841 of loan re-payments made during the nine months ended September 30,
2006 and the net proceeds of $2,012,475 from the sale of 619,223 shares of our
common stock.

We intend to meet our liquidity requirements, including capital expenditures
related to the purchase of land for the development of our future projects,
through cash flow provided by operations and additional funds raised by future
possible cash investments. Upon acquiring land for future development, we intend
to raise funds to develop our projects by obtaining mortgage financing from
local banking institutions with which we have done business in the past. We
believe that our relationships with these banks are in good standing and that
our real estate will secure the loans needed. We believe that adequate cash flow
will be available to fund our operations.

The majority of the Company's revenues and expenses were denominated primarily
in Renminbi ("RMB"), the currency of the People's Republic of China. There is no
assurance that exchange rates between the RMB and the U.S. Dollar will remain
stable. The Company does not engage in currency hedging. Inflation has not had a
material impact on the Company's business.




Item 3.    Controls and Procedures

The Chief Executive Officer and Chief Financial Officer conducted an evaluation
of the effectiveness of the design and operation of the Company's disclosure
controls and procedures (as defined in Rule 13a-15(e) under the Securities
Exchange Act of 1934, as amended (the Exchange Act)) as of the end of the period
covered by this report. Based on that evaluation, the Chief Executive Officer
and Chief Financial Officer concluded that the Company's disclosure controls and
procedures were effective as of the end of the period covered by this report.
There were no significant changes in internal control over financial reporting
(as defined in Rule 13a-15f under the Exchange Act) that occurred during the
third quarter of 2006 that have materially affected, or are reasonably likely to
materially affect, the Company's internal control over financial reporting.

                                       22
<PAGE>

Part II.   OTHER INFORMATION

Item 1.    Legal Proceedings

None

Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds

None

Item 3.    Defaults Upon Senior Securities

None.

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

Not applicable

Item 5.    Other Information

Not applicable

Item 6.    Exhibits

(a)  Exhibits

Exhibit Number      Description of Exhibit

31.1                Certification of Principal Executive Officer pursuant to
                    Rule 13a-14 and Rule 15d-14(a), promulgated under the
                    Securities and Exchange Act of 1934, as amended

31.2                Certification of Principal Financial Officer pursuant to
                    Rule 13a-14 and Rule 15d 14(a), promulgated under the
                    Securities and Exchange Act of 1934, as amended

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

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

                                       23
<PAGE>

                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.




                                          China Housing & Land Development, Inc.


          November 14, 2006               By: /s/ LU PINGJI
                                              ----------------------------------
                                              Lu Pingji
                                              Chief Executive Officer (Principal
                                              Executive Officer)



          November 14, 2006               By: /s/ WAN YULONG
                                              ----------------------------------
                                              Wan Yulong
                                              Chief Financial Officer
                                              (Principal Financial and
                                              Accounting Officer)

                                       24