`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, 2005

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

              For the transition period from _________ to _________

                        Commission file number 000-26169

                                Chinawe.com Inc.
        (Exact name of small business issuer as specified in its charter)

            California                                            95-462728
  (State or other jurisdiction                                (I.R.S. Employer
of incorporation or organization)                            Identification No.)

                              Room 7, 13/F, Block A
                      Fuk Keung Industrial Building, 66-68
                        Tong Mi Road, Kowloon, Hong Kong
                    (Address of principal executive offices)

                                 (852) 23810818
                           (Issuer's telephone number)

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

The number of shares outstanding of the issuer's common stock, par value $.001
per share, as of November 1, 2005 was 43,800,000.

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



                                Chinawe.com Inc.

                                                                        Page No.
                                                                        --------
PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

     Consolidated Condensed Balance Sheet as of
     September 30, 2005 (Unaudited)                                         3

     Consolidated Condensed Statements of Operations for the Three
     and Nine months ended September 30, 2005 (Unaudited) and
     September 30, 2004 (Unaudited)                                         4

     Consolidated Condensed Statement of Changes in Stockholders'
     Deficit for the Nine months ended September 30, 2005 (Unaudited)       5

     Consolidated Condensed Statements of Cash Flows for the Nine
     months ended September 30, 2005 (Unaudited) and September 30,
     2004 (Unaudited)                                                       6

     Notes to Consolidated Condensed Financial Statements                   7

Item 2. Management's Discussion and Analysis or Plan of Operation          11

Item 3. Controls and Procedures                                            19

PART II - OTHER INFORMATION

Item 5. Other Information                                                  20

Item 6. Exhibits                                                           20

SIGNATURES                                                                 21


                                        2



PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

                           CHINAWE.COM INC.
                 CONSOLIDATED CONDENSED BALANCE SHEET
                             (UNAUDITED)

                                                                     AS OF
                                                              SEPTEMBER 30, 2005
                                                       Note           US$
                                                       ----   ------------------
ASSETS
Current assets:
Cash and cash equivalents                                             78,241
Accounts receivable, net of allowance
   for doubtful accounts of US$2,073                                 132,133
Prepayment, deposits and other debtors                                22,460
                                                                   ---------
Total current assets                                                 232,834

Property, plant and equipment, net                       5           157,249
                                                                   ---------
TOTAL ASSETS                                                         390,083
                                                                   =========

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Customer deposits received                                            11,219
Accrued expenses and other current liabilities                       179,665
Current portion of long-term debts                       6            14,017
Due to related parties                                   7           806,441
Income tax payable                                       8            54,684
                                                                   ---------
Total current liabilities                                          1,066,026
                                                                   ---------
Long term liabilities:
Non-current portion of long-term debts                   6            42,174
                                                                   ---------

Contingencies and commitments
Stockholders' deficit:
Preferred stock, par value US$0.001 per share;
   authorized 20,000,000 shares; none issued
Common stock, par value US$0.001 per share;
   authorized 100,000,000 shares; issued and
   outstanding 43,800,000 shares                                      43,800
Capital in excess of par                                              85,948
Accumulated losses                                                  (844,838)
Accumulated other comprehensive income                                (3,027)
                                                                   ---------
Total stockholders' deficit                                         (718,117)
                                                                   ---------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                          390,083
                                                                   =========

See notes to the consolidated condensed financial statements.


                                        3



                                CHINAWE.COM INC.
                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)



                                               Three months ended September 30,   Nine months ended September 30,
                                               --------------------------------   -------------------------------
                                                       2005         2004                 2005         2004
                                        NOTE            US$          US$                  US$          US$
                                        ----        ----------   ----------           ----------   ----------

OPERATING REVENUES
On-line services                                         7,637        8,108               21,847       25,429
Asset management and related services                  253,832       30,471              757,721      239,820
                                                    ----------   ----------           ----------   ----------
                                                       261,469       38,579              779,568      265,249

Depreciation                                           (10,857)        (549)             (15,710)      (6,038)
Administrative and general expenses                   (204,983)     (52,784)            (398,595)    (149,013)
                                                    ----------   ----------           ----------   ----------
INCOME (LOSS) FROM OPERATIONS                           45,629      (14,754)             365,263      110,198

NON-OPERATING INCOME (EXPENSE)
Interest                                                (7,894)      (7,872)             (23,593)     (21,089)
Other income                                               950            3                1,769        2,571
                                                    ----------   ----------           ----------   ----------

INCOME (LOSS) BEFORE INCOME TAXES                       38,685      (22,623)             343,439       91,680

Income tax expense                        8            (17,687)          --              (42,556)          --
                                                    ----------   ----------           ----------   ----------

NET INCOME (LOSS)                                       20,998      (22,623)             300,883       91,680
                                                    ==========   ==========           ==========   ==========

Basic and diluted net income
(loss) per share of common stock                          0.00         0.00                 0.01         0.00
                                                    ==========   ==========           ==========   ==========

Weighted average number of shares
of common stock outstanding                         43,800,000   43,800,000           43,800,000   42,940,146
                                                    ==========   ==========           ==========   ==========


See notes to the consolidated condensed financial statements.


                                        4



                                CHINAWE.COM INC.
      CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT
                      NINE MONTHS ENDED SEPTEMBER 30, 2005
                                   (UNAUDITED)



                                                                                    Accumulated
                                                                                       other           Total
                                                       Capital in    Accumulated   comprehensive   Stockholders'
                                Number of   Amount   excess of par      losses         income        (deficit)
                                 shares       US$        US$             US$            US$             US$
                               ----------   ------   -------------   -----------   -------------   -------------

Balance as of
   January 1, 2005             43,800,000   43,800       85,948       (1,145,721)        (325)      (1,016,298)

Comprehensive income:
   Net profit for the period           --       --           --          300,883           --          300,883
   Currency translation
      adjustments                      --       --           --               --       (2,702)          (2,702)
                               ----------   ------       ------       ----------       ------       ----------

Total comprehensive income                                                                             298,181
                                                                                                    ----------


Balance as of
   September 30, 2005          43,800,000   43,800       85,948         (844,838)      (3,027)        (718,117)
                               ==========   ======       ======       ==========       ======       ==========


See notes to the consolidated condensed financial statements.


                                        5



                                CHINAWE.COM INC.
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                         NINE MONTHS ENDED SEPTEMBER 30,
                                   (UNAUDITED)



                                                                        2005 (US$)   2004 (US$)
                                                                        ----------   ----------

CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                                300,883      91,680
Adjustments to reconcile net income to net cash provided by operating
   activities:
   Depreciation                                                            15,710       6,038
   Exchange differences                                                     1,926          --
   Changes in operating assets and liabilities:
      Accounts receivable, net                                           (120,099)    (20,472)
      Prepayments, deposits and other debtors                             (18,647)      1,923
      Customer deposits received                                           (4,126)     (4,954)
      Accrued expenses and other current liabilities                       31,035     (10,818)
      Income tax payable                                                   42,556          --
                                                                         --------     -------

NET CASH PROVIDED BY OPERATING ACTIVITIES                                 249,238      63,397
                                                                         --------     -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment                                (107,957)     (4,357)
                                                                         --------     -------

NET CASH USED IN INVESTING ACTIVITIES                                    (107,957)     (4,357)
                                                                         --------     -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of long-term debts                                              (11,131)     (4,537)
Advance from related parties                                              102,690     186,902
Repayment to related parties                                             (173,983)   (253,692)
Increase in loan from a director                                            4,823       2,623
                                                                         --------     -------

NET CASH USED IN FINANCING ACTIVITIES                                     (77,601)    (68,704)
                                                                         --------     -------

NET INCREASE IN CASH AND CASH EQUIVALENTS                                  63,680      (9,664)

Cash and cash equivalents, beginning of period                             14,929      16,800

Effect of exchange rate changes                                              (368)        (17)
                                                                         --------     -------

CASH AND CASH EQUIVALENTS, END OF PERIOD                                   78,241       7,119
                                                                         ========     =======

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest                                                     23,593      21,089
                                                                         ========     =======
NON-CASH TRANSACTION
Issuance of 3,800,000 shares of common stock of the Company for
   settlement of a loan from a related party                                   --     128,260
                                                                         ========     =======


See notes to the consolidated condensed financial statements.


                                        6



                                CHINAWE.COM INC.
            NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                  NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (UNAUDITED)

1.   The interim financial statements

     The accompanying financial statements have been prepared by Chinawe.com
Inc. ("Chinawe") and its subsidiaries (collectively referred to as the
"Company") and, in the opinion of management, reflect all material adjustments
which are necessary for a fair statement of results for the interim periods
presented, including normal recurring adjustments. Certain information and
footnote disclosures made in the Company's Annual Report on Form 10-KSB for the
year ended December 31, 2004 (the "10-KSB") have been condensed or omitted for
the interim statements. It is the Company's opinion that, when the interim
statements are read in conjunction with the 10-KSB, the disclosures are adequate
to make the information presented not misleading. The results of operations for
the nine months ended September 30, 2005 are not necessarily indicative of the
operating results for the full year.

2.   Description of business

     Chinawe.com Inc., formed pursuant to the corporation laws of the State of
California on March 19, 1997, is mainly focused on the business of providing
financial services relating to non-performing loans ("NPL" or "NPLs") in the
People's Republic of China ("PRC"). The Company's business and e-business
servicing networks, including an e-commerce transaction platform, provide
comprehensive solutions to NPLs by attempting to expedite transactions between
Chinese operators of these assets and their purchasers, either domestic
investors or overseas investors. The Company is also actively seeking a wide
scope of asset management opportunities among various industries located in the
PRC.

3.   Organization

     The consolidated condensed financial statements include the accounts of
Chinawe and the following subsidiaries:

Officeway Technology Limited; incorporated in the British Virgin Islands in
December 1999, formed for the purpose of acquiring (in March 2000) its
wholly-owned subsidiary, Chinawe Asset Management Limited ("CAM (HK)") (formerly
known as "Welcon Info-Tech Limited"); incorporated in Hong Kong in June 1997,
provides loan servicing and other services relating to NPLs in the PRC and
subscriber services for the production of website image and business-to-business
e-marketplace for small-to-medium size businesses.

Welcon Info-Tech Limited ("WIT (GZ)"); a joint venture formed in the PRC in
March 2000. CAM (HK) entered into a joint venture agreement with Guangzhou
Welcon Info-Tech Limited (the "PRC Party") to establish a Sino-foreign
co-operative joint venture in Guangzhou for a period of 10 years. The PRC Party
was registered in Guangzhou in March 1998 and is principally engaged in
providing subscriber services for the development of computer software and
networking, website design, technical consulting and a business-to-business
e-marketplace for small-to-medium size businesses. The joint venture agreement
required CAM (HK) to invest US$127,486 into the joint venture. The PRC Party is
to provide premises, facilities and licensing agreements for an annual service
fee of US$12,068. All profits or losses, net of service fees from the joint
venture, are to be allocated to CAM(HK).


                                        7



                                CHINAWE.COM INC.
            NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                  NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (UNAUDITED)

Chinawe Asset Management (PRC) Limited ("CAM (PRC)"); established in the PRC in
April 2005 to service the NPLs under a Services Agreement with Huizhou One
Limited, a subsidiary of Citigroup Inc.

4.   Summary of significant accounting policies

     (a)  Basis of presentation

The accompanying financial statements present the financial position of the
Company as of September 30, 2005, its results of operations for the three months
and nine months ended September 30, 2005 and 2004 and its cash flows for the
nine months ended September 30, 2005 and 2004. All inter-company accounts and
transactions have been eliminated in consolidation.

     (b)  Translation of foreign currencies

Transactions in currencies other than the functional currency during the period
are translated into the functional currency, Renminbi (RMB), at the applicable
rates of exchange prevailing at the time of the transactions. Monetary assets
and liabilities denominated in currencies other than the functional currency are
translated into the functional currency at the applicable rates of exchange in
effect at the balance sheet date. Exchange gains and losses are recorded in the
statements of operations.

For translation of financial statements into the reporting currency, United
States Dollars (US dollar), assets and liabilities are translated at the
exchange rate at the balance sheet date, equity accounts are translated at
historical exchange rates, and revenues, expenses, gains and losses are
translated at the weighted average rates of exchange prevailing during the
period. Translation adjustments resulting from this process are recorded in
accumulated other comprehensive income (loss) within stockholders' equity.

RMB had been pegged to the US dollar at the rate of 8.28 since June 1995.
However, on July 21, 2005, People's Bank of China announced that RMB would be
pegged to a basket of currencies and the US$/RMB exchange rate has revalued
upward by 2% to 8.11. The exchange rate of the US dollar over RMB adopted in the
above statements as at September 30, 2005 is US$1 = RMB8.1101.

     (c)  Going concern consideration

Details of the Company's ability to continue as a going concern are set out in
Item 2 of this Form 10-QSB under the heading "Management's Discussion and
Analysis or Plan of Operation-Liquidity and Capital Resources." Management
strongly believes that the new strategic direction of the Company and the
servicing arrangements with Citigroup Financial Products Inc. will erase doubts
on the Company's operating as a going-concern.


                                        8



                                CHINAWE.COM INC.
            NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                  NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (UNAUDITED)

5.   Property, plant and equipment

                           September 30, 2005
                                   US$
                           ------------------
At cost:
Office equipment                  5,485
Computer equipment               31,468
Leasehold improvement            61,655
Motor vehicle                   140,641
                                -------
                                239,249
Accumulated depreciation        (82,000)
                                -------
Net                             157,249
                                =======

6.   Long term debts

     Long term debts consist of a bank loan of US$1,673 and an obligation under
     a finance lease of US$54,518. Maturity of the debts is as follows:

                       September 30, 2005
                               US$
                       ------------------
Within 1 year                14,017
Between 1 to 5 years         42,174
                             ------
                             56,191
                             ======

7.   Related party transactions

     The balances with related parties are as follows:

                                                  September 30, 2005
                                           NOTE           US$
                                           ----   ------------------
At cost:
Loan from a director, including interest    (a)         144,741
Advances from stockholders                  (b)         658,163
Advances from PRC party                     (b)           3,537
                                                        -------
                                                        806,441
                                                        =======


                                        9



                                CHINAWE.COM INC.
            NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                  NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (UNAUDITED)

     (a) The loan from a director is unsecured, interest bearing and was
repayable on September 30, 2004. Interest expense charged for the nine months
ended September 30, 2005 and 2004 was US$23,593 and US$21,089, respectively. The
maturity date of this loan was extended until September 2006.

     (b) Except as described above regarding the loan from a director, all
balances with related parties are unsecured, non-interest bearing and repayable
on demand. During the nine months ended September 30, 2005 and 2004, the Company
received advances from related parties of US$102,690 and US$186,902,
respectively. In addition, during the nine months ended September 30, 2005 and
2004, the Company repaid advances of US$173,983 and US$253,692, respectively.

The Company occupied office space in a building leased from an affiliate of the
Company. Rental expense for each of the nine months ended September 30, 2005 and
2004 was approximately US$10,716 and US$7,504, respectively.

8.   Income taxes

It is management's intention to reinvest all income attributable to the Company
earned by its operations outside the United States. Accordingly, no US corporate
income taxes are provided for in these financial statements. The Company is
subject to income taxes on an entity basis on income arising in or derived from
the tax jurisdiction in which each entity is domiciled. Under the current laws
of the British Virgin Islands (the "BVI"), dividends and capital gains arising
from the Company's investments in the BVI are not subject to income taxes and no
withholding tax is imposed on payments of dividends to the Company.

Companies that carry on business and derive income in Hong Kong are subject to
Hong Kong profits tax at 17.5%. Companies that carry on business and derive
income in the PRC are subject to national income tax at 30% and local income tax
at 3%. The income tax expense for the year represents PRC enterprise income tax
charged on the deemed profit earned in the PRC.

No income taxes have been provided for CAM (HK) as its assessable profit during
the nine months ended September 30, 2005 is wholly absorbed by unrelieved tax
losses brought forward from previous periods. No income taxes have been provided
for WIT (GZ) as it has incurred losses since commencement of operations.

9.   Stock Plan

On July 25, 2001 the Board of Directors approved the Chinawe.com Inc. 2001
Restricted Stock Plan (the "Plan"), under which 5,000,000 shares of the
Company's common stock have been reserved for award under the Plan.

Pursuant to the Plan, stock awards may be granted to eligible officers,
directors, employees and consultants of the Company. Through September 30, 2005,
no awards have been made under the Plan.


                                       10



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

     The following discussion should be read in conjunction with the
Consolidated Condensed Financial Statements and Notes thereto appearing
elsewhere in this Form 10-QSB. The following discussion contains forward-looking
statements. Our actual results may differ significantly from those projected in
the forward-looking statements. Factors that might cause future results to
differ materially from those projected in the forward-looking statements
include, but are not limited to, those discussed in "Risk Factors" and elsewhere
in this document.

OVERVIEW - RESULTS OF OPERATIONS

The Company's financial statements for the nine months ended September 30, 2005
have been prepared on a going concern basis, which contemplates the realization
of assets and the settlement of liabilities and commitments in the normal course
of business. For the nine months ended September 30, 2005, the Company reported
net income of US$300,883 and as of September 30, 2005 had a stockholders'
deficit and a working capital deficit of US$718,117 and US$833,192,
respectively.

Three Months ended September 30, 2005 compared to the Three Months ended
September 30, 2004

REVENUES. Revenue for the three months ended September 30, 2005 was US$261,469
as compared to that of US$38,579 for the three months ended September 30, 2004,
an increase of 578%. As a result of focusing on the new business development of
providing services relating to the management of non-performing loans as
discussed in "Liquidity and Capital Resources" below, revenue earned from the
e-commerce business has continued to decrease while the Company earned asset
management income of US$253,832 for the three months ended September 30, 2005,
compared to the three months ended September 30, 2004 of US$30,471.

EXPENSES. Administrative and general expenses for the three months ended
September 30, 2005 were US$204,983 as compared to US$52,784 for the three months
ended September 30, 2004, an increase of 288%. The increase was due to the
increase in salary expense from US$23,220 for the three months ended 30
September, 2004 to US$103,314 for the three months ended September 30, 2005,
rental expense from US$2,738 for the three months ended 30 September, 2004 to
US$12,175 for the three months ended September 30, 2005, motor vehicle expense
from US$962 for the three months ended September 30, 2004 to US$18,075 for the
three months ended September 30, 2005, and overseas traveling expense from
US$1,327 for the three months ended September 30, 2004 to US$5,744 for the three
months ended September 30, 2005 together with the write-back concerning the rent
reduction for the three months ended September 30, 2004. In view of the Company
having continued to incur losses over the past several years, the Company
negotiated with the landlord, an affiliate of the Company, from whom the company
rented its office space, for a rent reduction in 2004. The Company had provided
for such office space rent in the financial statements for the year ended
December 31, 2003 in the amount of US$2,414. Since the request for the rent
reduction was agreed to by the landlord in 2004 and was effective from November
1, 2003, the Company credited the "write-back" of the provision previously made
to the Statement of Operations for the year ended December 31, 2004. No rental
was charged by the landlord to the Company for the year ended December 31, 2004
and the rent reduction remained effective until a subsidiary of the Company
entered into a definitive agreement with Huizhou One Limited, a subsidiary of
Citigroup Financial Products Inc. in April 2005. Commencing in April 2005, the
Company resumed payment of the monthly rent of US$1,207 per month. As a result
of loans advanced to the Company by a director in the third quarter of 2003, the
Company has incurred interest expense of US$7,690 and US$7,872 payable to the
director for the three months ended September 30, 2005 and 2004, respectively.

TAXATION. Income tax expense for the three months ended September 30, 2005
amounted to US$17,687. The amount represents PRC enterprise income tax charged
on the deemed profit from asset management and related services earned in the
People's Republic of China ("PRC"). As a consequence of the foregoing, we had
income from operations for the three months ended September 30, 2005 of
US$45,629 as compared to loss from operations of US$14,754 for the three months
ended September 30, 2004. Our net income for the three months ended September
30, 2005 was US$20,998 as compared to a net loss of US$22,623 for the three
months ended September 30, 2004.

NINE MONTHS ENDED SEPTEMBER 30, 2005 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER
30, 2004

REVENUES. Revenues for the nine months ended September 30, 2005 were US$779,568
as compared to that of US$265,249 for the nine months ended September 30, 2004,
an increase of 194%. As a result of focusing on the new business development of
providing services relating to the management of non-performing loans as
discussed in "Liquidity and Capital Resources" below, revenue earned from the
e-commerce business has continued to decrease while the Company earned asset
management income of US$757,721 for the nine months ended September 30, 2005,
compared to the nine months ended September 30, 2004 of US$239,820.

EXPENSES. Administrative and general expenses for the nine months ended
September 30, 2005 were US$398,595 as compared to US$149,013 for the nine months
ended September 30, 2004, an increase of 167%. The increase was due to the
increase in salary expense, rental expense and overseas traveling expense from
US$69,640 for the nine months ended September 30, 2004 to US$201,474 for the
nine months period ended September 30, 2005, rental expense from US$7,504 for
the nine months ended September 30, 2004 to US$28,118 for the nine months ended
September 30, 2005, motor vehicle expense from US$3,177 for the nine months
ended September 30, 2004 to US$23,019 for the nine months ended September 30,
2005, and overseas traveling expense from US$3,064 for the nine months ended
September 30, 2004 to US$17,447 for the nine months ended September 30, 2005,
together with the "write-back" concerning the rent reduction for the nine months
ended September 30, 2004. As a result of loans advanced to the Company by a
director in the third quarter of 2003, the Company has incurred interest expense
of US$23,389 and US$21,089 payable to the director for the nine months ended
September 30, 2005 and 2004, respectively.

TAXATION. Income tax expense for the nine months ended September 30, 2005
amounted to US$42,556. The amount represents PRC enterprise income tax charged
on the deemed profit from asset management and related services earned in the
PRC.

As a consequence of the foregoing, we had income from operations for the nine
months ended September 30, 2005 of US$365,263 as compared to US$110,198 for the
nine months ended September 30, 2004. Our net income for the nine months ended
September 30, 2005 was US$300,883 as compared to US$91,680 for the nine months
ended September 30, 2004.

LIQUIDITY AND CAPITAL RESOURCES

The Company's financial statements for the nine months ended September 30, 2005
have been prepared on a going concern basis, which contemplates the realization
of assets and the settlement of liabilities and commitments in the normal course
of business. For the nine months ended September 30, 2005, the Company reported
net income of US$300,883 and as of September 30, 2005 had a stockholders deficit
and a working capital deficit of US$718,117 and US$833,192, respectively.
Although the Company has experienced difficulty in meeting its liquidity needs,
such difficulty has been greatly alleviated recently due to the change in the
Company's business. Management of the Company is confident that the following
plans should address the issue of the Company continuing as a going concern:

(1) In September 2001, the Company signed an agreement with China Great Wall
Asset Management Corporation ("Great Wall"), a financial company controlled by
the PRC. Under the agreement, which has a five year term with options to renew,
the Company is to help Great Wall dispose of non-performing assets (the
"Assets") using both the Company's business and e-business networks. The
Company, among other things, has the exclusive right to promote the Assets
currently held by Great Wall through the Company's complete electronic business
intelligence system. In the event that the promotion efforts result in a
successful sale of the Assets, the Company is to receive approximately 1.2% to
2% of the gross sales price of the Assets. Against this background, the Company
has entered into the business of servicing non-performing loans, including but
not limited to, asset auctions and asset securitizations.


                                       11



(2) During the year ended December 31, 2004, the Company entered into an interim
Services Agreement (the "Agreement") with Citigroup Financial Products Inc., a
subsidiary of Citigroup Inc. ("CFP"), to provide loan servicing and other
services relating to a pool of non-performing loans ("NPL" or "NPLs") in
Huizhou, Guangdong Province, China to be purchased by CFP from Great Wall. The
NPLs to be purchased are valued at $242 million. The Agreement was in effect
while approval of the requisite PRC governmental agencies was sought for the
transaction between CFP and Great Wall. The final approval was received on April
1, 2005. It was the intention of CFP and the Company, upon such approval, that a
definitive agreement be entered into pursuant to which the Company is to provide
substantially the same services as under the Agreement for a period covering the
resolution of the NPLs (the "Definitive Agreement"). Pursuant to PRC law, the
Company set up Chinawe Asset Management (PRC) Limited ("CAM"), a new PRC
subsidiary, to service the NPLs under the Definitive Agreement. On April 20,
2005 the Definitive Agreement, between Huizhou One Limited ("Owner"), a
subsidiary of CFP, and CAM, was executed.

On September 22, 2005, Owner entered into another similar Services Agreement
with CAM, to obtain loan servicing and other services relating to a pool of NPLs
in Foshan, Guangdong Province, China purchased by CFP from Great Wall (the
"Foshan Agreement"). The NPLs purchased are valued at $370 million. The
transaction between CFP and Great Wall had been approved by the requisite PRC
governmental agencies prior to the execution of the Foshan Agreement.

Pursuant to the above Definitive Agreement and the Foshan Agreement
(collectively, the "CFP Agreements"), Owner appointed CAM to provide enumerated
consulting services with regard to the NPLs (the "Consulting Services") pursuant
to the laws of the PRC and the business scope of CAM as approved by the PRC
government. CAM is to provide the Consulting Services in accordance with (a)
applicable PRC law, (b) the terms of the CFP Agreements, (c) the directions
given pursuant to the CFP Agreements from time to time by Owner, and (d) its
responsible and reasonable judgment, within its agency authority and in the
interest of Owner, as to other appropriate actions, subject to the approval of
Owner.

As compensation for the Consulting Services received, Owner will pay CAM a fixed
monthly portion and a series of variable fees based on performance as follows:
(i) a base consulting fee paid on signing of the CFP Agreements; (ii) a monthly
consulting fee (the "Consulting Fee"); (iii) a monthly collection fee (the
"Collection Fee") based on a percentage of all actual collections and recoveries
relating to the assets serviced (net of all costs and expenses incurred in the
resolution of the assets) during the relevant month; and (iv) an incentive fee
(the "Incentive Fee") if Owner receives from the resolution of the assets a
cumulative amount equal to the aggregate of the purchase price of the assets and
the costs and expenses incurred by Owner in the acquisition of the assets plus a
specified internal rate of return.

Each of the Consulting Fee, the Collection Fee and the Incentive Fee is payable
by Owner to CAM only in respect of assets that are actually advised on by CAM
and is not payable in respect of assets which are advised on behalf of Owner by
a sub-consultant appointed by Owner in its sole discretion as contemplated by
the CFP Agreements or which are not advised on by CAM for any other reason.

In addition to the servicing fees mentioned above, the servicing arrangement for
the Huizhou and Foshan NPL portfolios transaction with CFP was structured to
allow the Company to participate in profit sharing without investing in the pool
of assets as previously contemplated by the Company. This arrangement allows the
Company to defer any fund raising efforts to a later date when the benefits of
such endeavors can be maximized. It is management's belief that the CFP
Agreements will substantially improve the Company's operation and cash flows in
the years to come.


                                       12



The respective duties and obligations of CAM and Owner created by the CFP
Agreements terminate upon the final recovery determination of the last remaining
loan or property under management. Notwithstanding the foregoing, in addition to
termination of the CFP Agreements for breach by CAM, Owner may terminate
the CFP Agreements at any time upon five business days' prior written
notice to CAM. CAM may not resign from the obligations and duties imposed upon
it by the CFP Agreements unless as a result of a change in PRC law CAM's
duties under the CFP Agreements are no longer permissible under
applicable PRC law or CAM receives a notice from a relevant governmental or
regulatory authority to the effect that CAM's duties under the CFP
Agreements are not permissible under applicable PRC law, or in the event of a
termination of the CFP Agreements pursuant to the terms thereof. Subject
to applicable PRC law or the applicable governmental authority in the PRC, no
such resignation is to become effective unless and until a qualified consultant
satisfactory to Owner is willing to provide the Consulting Services and enters
into a consulting agreement with Owner in form and substance substantially
similar to the CFP Agreements.

Upon termination of the CFP Agreements (a) Owner shall pay all fees and expenses
payable to CAM that have accrued up to and including the date of termination;
and (b) CAM shall reimburse Owner for any fees and expenses prepaid to CAM and
applicable to periods arising after the date of termination.

The Company also reached agreement with Great Wall for the employment of certain
members from the existing Great Wall team in Guangdong. The Company expects to
continue to add talented individuals to complement the existing staff which
possesses a good mix of industry know-how and local knowledge. Management
believes that the combination of in-depth knowledge of China and professional
skills in the servicing industry will give the Company a competitive edge in
servicing NPLs in China.

Management strongly believes that the new strategic direction of the Company and
the servicing arrangements with CFP will gradually erase doubts on the Company's
operating as a going-concern. Management believes that the focus on NPLs in
China will form the basis of growth for the Company in the years to come. The
CFP Agreements provide the basis for close cooperation between the Company and
CFP for the investment and resolution of non-performing assets in the Chinese
market. This close cooperation not only should help the Company improve its
financial position, but also increase the likelihood of future expansion in
other domains of asset management in China. Up to present, the evaluation of the
Company's initial involvement in a series of NPL transactions appears to be
successful.

During the reporting period, the Company has gradually but successfully shifted
its core business to the NPL business. Its previous e-business is expected to
diminish in importance with respect to revenue and profit.

(3) Having entered into the CFP Agreements, the Company expects in the
near future to issue an aggregate of five to ten million shares of its common
stock to various finders as compensation for their efforts and contributions in
connection with the transaction.

(4) Now that the CFP Agreements have been executed, the Company has begun
to receive fees on a regular basis, which in management's opinion should be
sufficient to meet the Company's working capital and capital expenditure
requirements going forward. However, we may need to raise additional funds in
order to meet funding requirements of a more rapid expansion plan, potential
acquisitions, as well as development of new or enhanced products or services in
response to competitive pressures or to acquire technologies or complimentary
products or businesses. However, there is no guarantee that we will be able to
raise such funds.


                                       13



QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are not exposed to a material level of market risk due to changes in interest
rates, since we do not have outstanding debt instruments and we do not maintain
a portfolio of interest-sensitive debt instruments.

However, as our asset management business is carried out more and more
comprehensively, we may be exposed to a material level of market risk due to
undeveloped financial and credit systems in China. Laws, regulations and
policies are insufficient to protect asset owners. As an asset management
servicer, we can only ensure due professional care.

During the quarter ended September 30, 2005, we derived a significant portion of
revenues in the form of USD. From October 2005 onwards, however, we derived and
expect in the future to derive a significant portion of revenues in the form of
Chinese RMB and, therefore, may be exposed to significant currency risks between
the RMB and other major foreign currencies in the future. Previously, because
the RMB was effectively pegged to the U.S. dollar, during the fiscal years ended
December 31, 2004 and December 31, 2003, it was not significantly important for
the Company to engage in hedging activities to mitigate the impact of changes in
foreign exchange rates. However, in the future management may use foreign
currency forward exchange contracts as a vehicle for hedging purposes if China
adopts a floating system and our management determines that the volatility of
currency risks is material to the Company's operations and financial
performance.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our financial statements reflect the selection and application of accounting
policies which require management to make significant estimates and assumptions.
We believe that the following are some of the more critical judgment areas in
the application of our accounting policies that currently affect our financial
condition and results of operations.

REVENUE RECOGNITION AND VALUATION. The Company generally recognizes asset
management and related services income, as well as online subscription and
service income when persuasive evidence of an arrangement exists, services are
rendered, the fee is fixed or determinable, and collectability is probable.
Asset management and related services income is recognized when services are
rendered in accordance with the terms of agreements.

We maintain allowances for doubtful accounts for estimated losses resulting from
the inability of our customers to make required payments. If the financial
condition of our customers were to deteriorate, resulting in an impairment of
their ability to make payments, additional allowances may be required which
would results in an additional general and administrative expense in the period
such determination was made.

Subscription and service income receivable from members is recognized over the
period of subscription and to the extent of services rendered in accordance with
the terms of agreements.

RELATED PARTY TRANSACTION. We do not have any of the following:

     o    Certain trading activities that include non-exchange traded contracts
          accounted for at fair value.

     o    Relationships and transactions with persons or entities that derive
          benefits from any non-independent relationships other than related
          party transactions discussed herein.


                                       14



OFF-BALANCE SHEET ARRANGEMENTS.

The Company has no off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on the Company's financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to the
Company.

RISK FACTORS

Set forth below are certain risks and uncertainties relating to our business.
These are not the only risks and uncertainties we face. Additional risks and
uncertainties not presently known to us or that we currently deem immaterial may
also impair our business. If any of the following risks actually occur, our
business, operating results or financial condition could be materially adversely
affected.

RISK RELATED TO OUR BUSINESS

DEPENDENCE UPON A SINGLE CLIENT

Huizhou One Limited ("Huizhou"), an indirect subsidiary of Citigroup Inc., is
currently the sole client for whom we provide loan servicing and other services
relating to pools of non-performing loans in China. In the event one or both of
the CFP Agreements is terminated, including termination by Huizhou at any time
upon five business days' prior written notice, our business, operating results
and financial condition would be materially adversely affected.

IT IS DIFFICULT TO EVALUATE OUR BUSINESS AND PROSPECTS BECAUSE WE HAVE A LIMITED
OPERATING HISTORY

If we do not successfully address these risks and uncertainties, our business,
operating results and financial condition will be materially adversely affected.

WE HAVE A HISTORY OF LOSSES, WE HAVE ONLY RECENTLY ACHIEVED PROFITABILITY AND WE
MAY NOT SUSTAIN PROFITABILITY

WE MAY REQUIRE ADDITIONAL FUNDS TO IMPLEMENT OUR CURRENT PLANS AND FINANCE
FUTURE GROWTH

Our business model assumes that we will have substantial additional funds to
implement the full range of products and services we plan to offer.

We may seek to obtain additional funds through sales of equity and/or debt, or
other external financing in order to fund our current operations and to achieve
our business plan. We cannot assure that any additional capital resources will
be available to us, or, if available, will be on terms that will be acceptable
to us. Any additional equity financing will dilute the equity interests of
existing security holders. If adequate funds are not available or are not
available on acceptable terms, our ability to execute our business plan and our
business could be materially and adversely affected.


                                       15



OUR MANAGEMENT HAS LIMITED EXPERIENCE OPERATING A PUBLIC COMPANY. WE MAY FACE
RISKS ASSOCIATED WITH POTENTIAL ACQUISITIONS, INVESTMENTS, STRATEGIC
PARTNERSHIPS OR OTHER VENTURES, INCLUDING WHETHER SUCH TRANSACTIONS CAN BE
LOCATED, COMPLETED AND THE OTHER PARTY INTEGRATED WITH OUR BUSINESS ON FAVORABLE
TERMS

As part of our long-term growth strategy, we may seek to acquire or make
investments in complementary businesses, technologies, services or products or
enter into strategic relationships with parties who can provide access to those
assets, if appropriate opportunities arise. From time to time, we may enter into
discussions and negotiations with companies regarding our acquiring, investing
in, or partnering with their businesses, products, services or technologies. We
may not identify suitable acquisition, investment or strategic partnership
candidates, or if we do identify suitable candidates, we may not complete those
transactions on commercially acceptable terms or at all. Acquisitions often
involve a number of special risks, including the following:

     o    we may experience difficulty integrating acquired operations,
          products, services and personnel;

     o    the acquisition of the above resources may adversely affect our
          ongoing business;

     o    more and more competitors enter the Chinese NPL service industry and
          their entrance may lead to our lower market share and profit margin;

     o    we may be unable to retain acquired portfolio owners and subscribers;
          currently we only provide asset management service to CFP, and the
          retention of this sole portfolio owner is critical to our operation;

     o    we may not be able to successfully incorporate acquired technology and
          rights into our service offerings and maintain uniform standards,
          controls, procedures, and policies;

     o    we may not be able to retain the key personnel of the acquired
          company;

     o    the businesses we acquire may fail to achieve the revenues and
          earnings we anticipated; and

     o    we may ultimately be liable for contingent and other liabilities, not
          previously disclosed to us, of the companies that we acquire.


                                       16



We may not successfully overcome problems encountered in connection with
potential future acquisitions. In addition, an acquisition could materially
adversely affect our operating results by:

     o    diluting security holders' ownership interest;

     o    causing us to incur additional debt; and

     o    forcing us to amortize expenses related to goodwill and other
          intangible assets.

Any of these factors could have a material adverse effect on our business. These
difficulties could disrupt our ongoing business, distract our management and
employees and increase our expenses. Furthermore, we may incur indebtedness or
issue equity securities to pay for any future acquisitions.

RISK RELATING TO DOING BUSINESS IN CHINA

THERE ARE ECONOMIC RISKS ASSOCIATED WITH DOING BUSINESS IN CHINA

The PRC economy has experienced significant growth in the past decade, but such
growth has been uneven across geographic and economic sectors and has recently
been slowing. There can be no assurance that such growth will not continue to
decrease or that any slow down will not have a negative effect on our business.

The PRC economy is also experiencing uncontrollable inflation or deflation
intermittently. Unstable macroeconomic conditions may adversely affect our
operation of carrying out asset management in China, and ultimately affect our
market share, revenue and profitability. Certain Internal Rate of Return (IRR),
the threshold to evaluate our portfolio management, is closely related to the
cost of capital. The inflation rate is the decisive factor of the cost of
capital.

Since the laws, regulations and policies related to asset management are not
sufficiently established, we may encounter legal and policy risks in carrying
out asset management business. Portfolio owners' interests are inadequately
protected, and potentially they may partially or completely withdraw their
investment from this niche if the returns are unable to meet their expectations.

Due to the fluctuation of macroeconomic conditions and insufficient legal
protection, some of the borrowers in the portfolios we manage may default on
their loans or even declare bankruptcy. As a result, the actual collection may
materially deviate from the possible collection we previously estimated. The
consequence may adversely affect our business. In addition, the international
financial markets in which the securities of the PRC government, agencies and
private entities are traded also have experienced significant price fluctuations
upon speculation that the PRC government may revalue the RMB which could
increase our costs relative to our PRC revenues.

For online subscription and service income, although they are less significant
in the Company's revenue and income, they may also be undermined because the
expenditures for advertisements may decrease due to the results of fierce
competition and slowing domestic demand.

RESTRICTIONS ON CURRENCY EXCHANGE MAY LIMIT OUR ABILITY TO UTILIZE OUR REVENUES
EFFECTIVELY

We expect to derive a significant portion of revenues in the form of RMB.
Although Chinese governmental policies were introduced in 1996 to allow greater
convertibility of the RMB, significant restrictions still remain. We can provide
no assurance that the Chinese regulatory authorities will not impose greater
restrictions on the convertibility of the RMB. Any future restrictions on
currency exchanges may limit our ability to utilize revenue generated in RMB to
fund our business activities outside the PRC.

A CHANGE IN CURRENCY EXCHANGE RATES COULD INCREASE OUR COSTS RELATIVE TO OUR
REVENUES

We expect to generate a portion of our revenues and to incur expenses and
liabilities in Chinese RMB and U.S. dollars. As a result, we are subject to the
effects of exchange rate fluctuations with respect to any of these currencies.
Any fluctuation on currency exchanges may risk our ability to utilize revenue
generated in RMB to fund our business activities outside the PRC. On the other
hand, the fluctuation may also risk our ability to fund our Chinese business
activities with the capital raised from global capital market. We have not
entered into agreements or purchased instruments to hedge our exchange rate
risks although we may do so in the future, if China adopts a floating system and
the volatility of currency risks is material to the Company's operation and
financial performance.

RISKS RELATING TO OUR STOCK

POSSIBLE DELISTING OF OUR STOCK FROM TRADING ON THE ELECTRONIC BULLETIN BOARD

Our common stock is listed on the electronic bulletin board of the
over-the-counter market. Once delisted, we cannot predict when, if ever, our
class of common stock would be re-listed for trading on the electronic bulletin
board or any other market or exchange as the approval to re-list the common
stock is subject to review by the National Association of Securities Dealers,
Inc. ("NASD").

BECAUSE OUR COMMON STOCK PRICE IS BELOW $5.00, WE ARE SUBJECT TO ADDITIONAL
RULES AND REGULATIONS.


                                       17



The Securities and Exchange Commission (the "SEC") has adopted regulations which
generally define a "penny stock" to be any equity security that has a market
price (as defined) of less than $5.00 per share, subject to certain exceptions.
Our common stock presently is a "penny stock". Because our stock is a "penny
stock", it is subject to rules that impose additional sales practice
requirements on broker/dealers who sell our securities to persons other than
established customers and accredited investors. There can be no assurance that
the common stock will trade for $5.00 or more per share, or if so, when.

Although we desire to list the common stock on the Nasdaq SmallCap Market and
intend to apply for a listing on the SmallCap market at such time as we meet the
listing criteria, there can be no assurance that we will ever qualify.

Absent Nasdaq SmallCap Market or other Nasdaq or stock exchange listing,
trading, if any, in common stock will, as it presently is, continue in the
"Electronic Bulletin Board" administered by the NASD. As a result, you may find
it difficult to dispose of or to obtain accurate quotations as to the market
value of the common stock.

WE HAVE NO INTENTION TO PAY DIVIDENDS

We have never paid any cash dividends on our common stock. We currently intend
to retain all future earnings, if any, for use in our business and do not expect
to pay any dividends in the foreseeable future.


                                       18



Item 3. Controls and Procedures.

     (a)  Evaluation of Disclosure Controls and Procedures

          Our disclosure controls and procedures (as defined in Rules13a-15(e)
and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the
"Exchange Act")) are designed to ensure that information required to be
disclosed in the reports that we file or submit under the Exchange Act is
recorded, processed, summarized and reported within the time periods specified
in the rules and forms of the SEC. The Company carried out an evaluation, under
the supervision and with the participation of the Company's management,
including the Company's Chief Executive Officer and Chief Financial Officer, of
the effectiveness of the design and operation of the Company's disclosure
controls and procedures as of September 30, 2005 and, based on their evaluation,
the Chief Executive Officer and Chief Financial Officer concluded that the
Company's disclosure controls and procedures are effective.

     (b)  Changes in Internal Controls

          There have been no significant changes in the Company's internal
controls or in other factors that could significantly affect these controls
subsequent to the date the Company carried out its evaluation.


                                       19



PART II - OTHER INFORMATION

Item 5. Other Information.

On September 22, 2005, Owner entered into the Foshan Agreement with CAM, to
obtain loan servicing and other services relating to a pool of NPLs in Foshan,
Guangdong Province, China purchased by CFP from Great Wall. The NPLs purchased
are valued at $370 million. The transaction between CFP and Great Wall had been
approved by the requisite PRC governmental agencies prior to the execution of
the Foshan Agreement.

Pursuant to the Foshan Agreement, Owner appointed CAM to provide enumerated
consulting services with regard to the NPLs (the "Foshan Consulting Services")
pursuant to the laws of the PRC and the business scope of CAM as approved by the
PRC government. CAM is to provide the Foshan Consulting Services in accordance
with (a) applicable PRC law, (b) the terms of the Foshan Agreement, (c) the
directions given pursuant to the Foshan Agreement from time to time by Owner,
and (d) its responsible and reasonable judgment, within its agency authority and
in the interest of Owner, as to other appropriate actions, subject to the
approval of Owner.

As compensation for the Foshan Consulting Services received, Owner will pay CAM
a fixed monthly portion and a series of variable fees based on performance as
follows: (i) a base consulting fee paid on signing of the Foshan Agreement; (ii)
a monthly consulting fee (the "Foshan Consulting Fee"); (iii) a monthly
collection fee (the "Foshan Collection Fee") based on a percentage of all actual
collections and recoveries relating to the assets serviced (net of all costs and
expenses incurred in the resolution of the assets) during the relevant month;
and (iv) an incentive fee (the "Foshan Incentive Fee") if Owner receives from
the resolution of the assets a cumulative amount equal to the aggregate of the
purchase price of the assets and the costs and expenses incurred by Owner in the
acquisition of the assets plus a specified internal rate of return.

Each of the Foshan Consulting Fee, the Foshan Collection Fee and the Foshan
Incentive Fee is payable by Owner to CAM only in respect of assets that are
actually advised on by CAM and is not payable in respect of assets which are
advised on behalf of Owner by a sub-consultant appointed by Owner in its sole
discretion as contemplated by the Foshan Agreement or which are not advised on
by CAM for any other reason.

Item 6. Exhibits.

   10.4 Master Asset Consulting Agreement (Foshan Portfolio), dated as of
        September 22, 2005, by and between Huizhou One Limited as Owner and
        Chinawe Asset Management (PRC) Limited as Consultant(x).

   31.1 Rule 13a-14(a)/15d-14(a) Certification

   31.2 Rule 13a-14(a)/15d-14(a) Certification

   32.1 Section 1350 Certification of Chief Executive Officer

   32.2 Section 1350 Certification of Chief Financial Officer

------------------
(x) Filed in redacted form pursuant to Rule 24b-2 promulgated under the
Securities Exchange Act of 1934, as amended ("Exchange Act"). Filed separately
in unredacted form subject to a request for confidential treatment pursuant to
Rule 24b-2 under the Exchange Act.

                                       20



                                   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.

Date: November 14, 2005                 CHINAWE.COM INC.
                                        (Registrant)


                                        By: /s/ Man Keung Wai
                                            ------------------------------------
                                        Man Keung Wai
                                        Chief Executive Officer
                                        (Principal Executive Officer)


                                        By: /s/ Vivian Chu
                                            ------------------------------------
                                        Vivian Chu
                                        Chief Financial Officer
                                        (Principal Financial Officer)


                                       21`