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

                                   FORM 10-KSB

[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE ACT OF
     1934 For the fiscal period ended December 31, 2004

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

                For the transition period from ______ to _______

                        Commission File Number: 000-49712


                             CHINA BAK BATTERY, INC.
             (Exact Name of Registrant as Specified in its Charter)

                  Nevada                                      88-0442833
     (State of other jurisdiction of                  (I.R.S. Employer I.D. No.)
      incorporation or organization)

  BAK Industrial Park, No. 1 BAK Street
    Kuichong Town, Longgang District
  Shenzhen, People's Republic of China                          518119
(Address of principal executive offices)                      (Zip Code)


                             Ph: (86-755) 8977-0093
                (Issuer's telephone number, Including Area Code)

       Securities Registered under Section 12(b) of the Exchange Act: None

           Securities Registered pursuant to Section 12(g) of the Act:
                    Common Stock, par value $0.001 per share
                                (Title of class)

     Check whether the Registrant (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 |_| No

     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of Regulation S-B contained herein, and no disclosure will be contained,  to
the best of the  Registrant's  knowledge,  in  definitive  proxy or  information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB. [X]

     State Registrant's  revenues for its most recent fiscal year:  December 31,
2004 - $0.00

     State the aggregate market value of the voting and non-voting common equity
held by  non-affiliates  computed by  reference to the price at which the common
equity was sold, or the average bid and asked prices of such common  equity,  as
of a specified date within the past 60 days:

     19,183,035 common shares @ $6.50 (1) = $124,689,728

     (1) Based upon a closing  bid price on March 29, 2005 of $6.50 per share of
common stock on the OTC Bulletin Board.

<PAGE>

  (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS)

Check whether the Registrant has filed all documents and reports  required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court. [ ] Yes [ ] No [ ] Not Applicable

                   (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

     State the number of shares outstanding of each of the Registrant's  classes
of common stock, as of the latest practicable date.

   On March 29, 2005 there were 40,978,533 shares of common stock outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      None.

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




<PAGE>

                                TABLE OF CONTENTS


                                                                            PAGE

FORWARD LOOKING INFORMATION

PART I

Item 1.   Description of Business                                              1
Item 2.   Description of Property                                              3
Item 3.   Legal Proceedings                                                    3
Item 4.   Submission of Matters to a Vote of Security Holders                  3

PART II

Item 5.   Market for Common Equity, Related Stockholders Matters and
          Small Business Issuer Purchases of Equity Securities                 4
Item 6.   Management Discussion and Analysis or Plan of Operation              4
Item 7.   Financial Statements                                                 6
Item 8.   Changes in and Disagreements with Accountants on Accounting
          and Financial Disclosure                                             6
Item 8A.  Controls and Procedures                                              6

PART III

Item 9.   Directors and Executive Officers of the Registrant                   7
Item 10.  Executive Compensation                                               9
Item 11.  Security  Ownership of Certain Beneficial Owners and Management      9
Item 12.  Certain Relationships and Related Transactions                      11
Item 13.  Exhibits, Lists and Reports on Form 8-K                             11
Item 14.  Principal Accountant Fees and Services                              13


FINANCIAL STATEMENTS                                                         F-1

SIGNATURES




<PAGE>

                           FORWARD LOOKING INFORMATION

Certain  statements  made  in  this  report  are  "forward-looking   statements"
regarding the plans and  objectives of management  for future  operations.  Such
statements involve known and unknown risks, uncertainties and other factors that
may cause actual  results,  performance  or  achievements  of China BAK Battery,
Inc., a Nevada  corporation (the "Company") to be materially  different from any
future  results,  performance  or  achievements  expressed  or  implied  by such
forward-looking  statements the  forward-looking  statements made in this Report
are based on current expectations that involve numerous risks and uncertainties.
The Company's plans and objectives are based, in part, on assumptions  involving
the growth and  expansion of  business.  Assumptions  relating to the  foregoing
involve  judgments  with  respect  to,  among  other  things,  future  economic,
competitive and market  conditions and future business  decisions,  all of which
are difficult or impossible to predict  accurately  and many of which are beyond
the control of the Company.  Although the Company  believes that its assumptions
underlying the forward-looking statements are reasonable, and of the assumptions
could  prove  inaccurate  and,  therefore,  there can be no  assurance  that the
forward-looking  statements  made in this Report will prove to be  accurate.  In
light  of  the  significant  uncertainties  inherent  in  the  forward-  looking
statements  made in this  Report,  inclusion of such  information  should not be
regarded  as a  representation  by the  Company  or any  other  person  that the
objectives and plans of the Company will be achieved. These statements are based
on management's beliefs and assumptions,  and on information currently available
to management. Forward-looking statements include statements in which words such
as "expect,"  "anticipate," "intend," "plan," "believe," "estimate," "consider,"
or similar expressions are used. In summary,  forward-looking statements are not
guarantees  of  future  performance.   They  involve  risks,  uncertainties  and
assumptions.  The Company's  future  results and  stockholder  values may differ
materially from those expressed in these forward-looking statements. Many of the
factors that will  determine  these  results and values are beyond the Company's
ability to control or predict.

                                     PART I

ITEM 1. DESCRIPTION OF BUSINESS.

Business Formation and Development

We were originally incorporated in the State of Nevada on October 4, 1999, under
the name Medina Copy,  Inc. and  immediately  changed our name to Medina Coffee,
Inc. on October 6, 1999.  On February 14, 2005, we changed our name to China BAK
Battery,  Inc. Our principal  address is BAK Industrial  Park, No. 1 BAK Street,
Kuichong Town, Longgang District, Shenzhen, People's Republic of China.

Our Business

This Annual Report on Form 10-KSB only  discusses our  operations and management
as of December  31,  2004.  Other than the  discussion  contained  below in this
section,  this Annual Report contains no disclosure or discussion of our current
operations  and  management.  For  detailed  information  regarding  our current
operations  and  management  please review our Current  Report on Form 8-K filed
with the United States Securities and Exchange Commission (the "SEC") on January
21, 2005.

We commenced  operations on December 1, 2002, and were  originally  considered a
development stage company.  Our original purpose was to build a retail specialty
coffee  business that sold specialty  coffee and espresso drinks through Company
owned and  operated  espresso  carts.  We incurred  operating  losses  since our
inception and therefore  commencing in early 2004, began looking to combine with
a  privately-held  company that was profitable or that management  considered to
have growth potential.

On June 14, 2004, Mr. Harry Miller, our principal  stockholder at the time, sold
586,224 restricted shares of our common stock to Halter Financial Group, Inc., a
Texas  corporation,  for $115,000.  Halter  Financial Group also paid Mr. Miller


                                       1
<PAGE>

$1,050  to  compensate  Mr.  Miller  for  expenses  related  to  the  sale.  The
consideration  for the  shares  was  determined  as a result  of an  arms-length
negotiation between the parties. At the time, the 586,224 shares of common stock
sold by Mr. Miller to Halter Financial Group  represented  approximately  51% of
our  issued  and  outstanding  shares of  common  stock.  Concurrently  with the
foregoing  transaction,  Mr. Miller resigned from the Board of Directors and Mr.
Timothy Halter was appointed in his place.

On  January  20,  2005,  we  completed  a stock  exchange  transaction  with the
stockholders of BAK International,  Ltd., a company  incorporated under the laws
of Hong Kong ("BAK  International").  The exchange was consummated  under Nevada
law and pursuant to the terms of a  Securities  Exchange  Agreement  dated as of
January 20, 2005 (the "Exchange Agreement").

Pursuant to the Exchange Agreement,  we issued 39,826,075 shares of common stock
to the stockholders of BAK International,  representing  approximately  97.2% of
our post-exchange  issued and outstanding  common stock, in exchange for 100% of
the outstanding  capital stock of BAK  International.  Immediately  after giving
effect to the exchange,  we had 40,978,533  shares of common stock  outstanding.
Pursuant to the exchange, BAK International became our wholly-owned  subsidiary.
We presently  carry on the business of Shenzhen BAK Battery Co., Ltd., a Chinese
corporation and BAK International's wholly-owned subsidiary ("BAK Battery").

Our current operations were originally a business division of our affiliate, BAK
Battery,  which was originally  formed as a Chinese limited liability company in
August 2001. As of January 17, 2005, all legal procedures of BAK International's
acquisition  of  100%  of the  equity  shares  in BAK  Battery  were  completed.
Thereafter,  we entered into a stock  exchange  transaction on January 20, 2005,
with the stockholders of BAK  International,  pursuant to which we acquired from
them all of the issued and outstanding common capital stock of BAK International
in  exchange  for  39,826,075  shares of our common  stock.  As a result of this
exchange  transaction,  we succeeded to the operations of BAK  International and
BAK Battery.

We presently serve as a holding company for our  China-based  subsidiaries,  BAK
International and BAK Battery.  Our subsidiaries are focused on the manufacture,
commercialization  and distribution of a wide variety of standard and customized
lithium ion rechargeable  batteries for use in a wide array of applications.  We
also have internal  research and  development  facilities  engaged  primarily in
furthering lithium ion related technologies.  We have focused on manufacturing a
family of  replacement  lithium  batteries  for mobile  phones.  We also  supply
rechargeable  lithium ion and lithium polymer batteries for use in various other
portable  electronic  applications,  including  high-power  handset  telephones,
laptop computers, digital cameras and video camcorders, MP3's, electric bicycles
and general industrial applications.

We  manufacture  three  types  of  batteries:  steel  cell,  aluminum  cell  and
cylindrical  cell. We deliver our products to packing  plants  operated by third
parties  where the bare  cells  are  packed in  accordance  with  specifications
established  by certain  manufacturers  of mobile  phones  and other  electronic
products.  We operate sales and service branches in six principal coastal cities
and Beijing in the PRC. The majority of our income is generated from the sale of
steel cells.

Government Regulation

In August 2002,  President George W. Bush signed the  Sarbanes-Oxley Act of 2002
into law, and several new rules and regulations were announced thereafter. Among
other things, the  Sarbanes-Oxley Act of 2002 imposes new corporate  governance,
reporting,  and disclosure  requirements,  introduces stricter  independence and
financial  expertise  standards for audit committees and imposes stiff penalties
for securities  fraud.  In addition,  the United States  Securities and Exchange
Commission  and all domestic  securities  markets are  considering  proposals on
related corporate  governance  topics.  The  Sarbanes-Oxley  Act of 2002 and the
related rules and  regulations  will likely  increase the scope,  complexity and
costs of our corporate governance,  reporting and disclosure practices,  and may
increase the risk of personal  liability for our board members,  chief executive
officer, and chief financial officer. Consequently, it may become more difficult


                                       2
<PAGE>

to attract and/or retain such individuals; resulting in a decrease in the number
and/or quality of board members,  which may materially and adversely  affect our
business,  operating  results,  financial  conditions  and our  ability  to meet
listing  the  criteria  of an  exchange  other  than the OTC  Bulletin  Board or
PinkSheets.

Employees

As of December  31,  2004,  we had one  employee,  Mr.  Timothy P.  Halter,  who
provided his services free of charge.

Reports to Shareholders

The  public  may read and copy any  materials  we file with the SEC at the SEC's
Public  Reference Room at 450 Fifth Street,  N.W.,  Washington,  D.C. 20549. The
public may obtain  information on the operation of the Public  Reference Room by
calling the SEC at  1-800-SEC-0330.  The SEC also  maintains  an  Internet  site
(http://www.sec.gov)  that contains reports,  proxy and information  statements,
and other information regarding issuers that file electronically with the SEC.

ITEM 2. DESCRIPTION OF PROPERTY.

As of December 31, 2004, we neither owned nor leased any real property.

ITEM 3. LEGAL PROCEEDINGS.

As of December 31, 2004, we were not a party to any pending legal proceeding. To
the knowledge of management,  no federal, state or local governmental agency was
contemplating  any  proceeding  against us as of that date.  As of December  31,
2004,  no  director,  executive  officer  or  affiliate  or owner of  record  or
beneficially  of more than five percent of our common stock was a party  adverse
to us or had a material interest adverse to us in any proceeding.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

No matter was  submitted  to a vote of our  security  holders  during the fiscal
calendar  year  covered  by this  report  through  solicitation  of  proxies  or
otherwise.

                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS
ISSUER PURCHASES OF EQUITY SECURITIES.

General

As of March 29, 2005 our stock is quoted on the Over the Counter  Bulletin Board
("OTCBB") under the symbol "CBBT.OB".  The following quotations reflect the high
and low bids for our common stock based on inter-dealer  prices,  without retail
mark-up, mark-down or commission and may not represent actual transactions.  The
high and low bid prices for our common  shares for each full  financial  quarter
for the two most recent full fiscal years were as follows:


                                       3
<PAGE>

           Fiscal Period                            High    Low
           -------------                           ------  ------
           2003
           First Quarter                           $0.39   $0.37
           Second Quarter                          $0.60   $0.60
           Third Quarter                           $1.01   $1.01
           Fourth Quarter                          $1.01   $1.01
           2004
           First Quarter                           $1.01   $1.01
           Second Quarter                          $1.01   $1.01
           Third Quarter                           $1.25   $1.45
           Fourth Quarter                          $1.25   $3.50

As of March 29,  2005,  the current bid ask of the Company is  $6.50/$6.65.  Our
stock is thinly traded and the above trading prices do not accurately  represent
the trading market of the Company.

Dividends Policy

We have not declared or paid cash dividends or made  distributions  in the past,
and we do not anticipate  that we will pay cash dividends or make  distributions
in the  foreseeable  future.  We currently  intend to retain and reinvest future
earnings, if any, to finance our operations.

Sales of "Unregistered" and "Restricted" Securities over the past Three Years

The shares of our common  stock  issued over the past three  fiscal year periods
that was not covered by a registration statement is as follows:

     o    99,858 shares of common stock of the Company in full satisfaction of a
          debt in the amount of $49,929 on June 8, 2004 and previously disclosed
          by the Company in a Form 8-K filed on June 10, 2004.

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

General Plan of Operation

We were formed on October 4, 1999 for the purpose of developing an espresso cart
based  business.  We  obtained  and  delivered  our first  espresso  cart to the
Bellevue Art Museum on July 30, 2002.  However,  by the end of fiscal 2003,  the
decision was made to cease operations in the espresso cart business.

On June 14, 2004, Mr. Harry Miller, our then principal stockholder, sold 586,224
of our restricted  common shares to Halter Financial  Group,  Inc. for $115,000.
Halter  Financial Group also paid Mr. Miller $1,050 to compensate Mr. Miller for
expenses related to the sale. The consideration for the shares was determined as
a result of arms-length  negotiation between the parties. The shares sold by Mr.
Miller  represented  approximately  51% of our  issued  and  outstanding  common
shares.  Concurrently with the foregoing  transaction,  Mr. Miller resigned from
the Board of Directors and as an officer of the company and Mr. Timothy P Halter
was appointed the company's sole officer and director.

As of December  31, 2004,  our  business  plan was to locate and combine with an
existing,  privately-held company which was profitable or, in management's view,
had growth potential, irrespective of the industry in which it was engaged.

Results of Operations

The following  discussion  relates solely to our results of operations in fiscal
2004  and  prior  to  our  entering  into  the  exchange  transaction  with  BAK
International.  All  future  reports  that we file  with  the SEC  will  contain


                                       4
<PAGE>

financial information related to us and our subsidiaries,  BAK International and
BAK Battery, on a consolidated basis.

Revenue.

Total  revenue  for the fiscal year ended  December  31, 2004 was $0 compared to
revenues of $40,914 for the fiscal year ended December 31, 2003. The majority of
our  revenues in 2003 were  generated  from our  operations  at the Bellevue Art
Museum which were subsequently closed in September of 2003 as the museum decided
to close its facilities as part of a cost savings measure.

Expenses.

Our expenses are directly related to the costs of goods sold and were $0 for the
fiscal year ended  December  31,  2004,  compared to $21,599 for the fiscal year
ended  December 31, 2003.  Our general and  administrative  costs for the fiscal
year  ended   December   31,  2004  were   $14,677,   compared  to  general  and
administrative  costs of $61,474 for the fiscal year ended  December 31, 2003. A
large  portion  of these  costs are  related  to  professional  and other  costs
associated with maintaining our status as a reporting issuer with the SEC.

Loss Per Period.

Our net loss per share for the fiscal year ended December 31, 2004 was $(.0127),
the net loss per share in the same period in 2003 being ($.0401).

Liquidity and Capital Resources.

As of December 31, 2004, we had $16,060 in cash and $20,000 in liabilities. This
is in comparison to $108 in cash and $42,340 in liabilities  for the fiscal year
ended December 31, 2003.

Recent Accounting Pronouncements.

In June 1998, the FASB issued SFAS 133,  "Accounting for Derivative  Instruments
and Hedging Activity," which was subsequently  amended by SFAS 137,  "Accounting
for Derivative Instruments and Hedging Activities: Deferral of Effective Date of
FASB 133" and Statement No.138,  "Accounting for Certain Derivative  Instruments
and Certain  Hedging  Activities:  an amendment of FASB Statement No. 133." SFAS
137 requires  adoption of SFAS 133 in years  beginning after June 15, 2000. SFAS
138 establishes  accounting and reporting  standards for derivative  instruments
and addresses a limited number of issues causing implementation difficulties for
numerous entities. The Statement requires us to recognize all derivatives on the
balance sheet at fair value. Derivatives that are not hedges must be recorded at
fair value through earnings.  If the derivative qualifies as a hedge,  depending
on the  nature  of the  exposure  being  hedged,  changes  in the fair  value of
derivatives are either offset against the change in fair value of hedged assets,
liabilities,  or firm  commitments  through  earnings or are recognized in other
comprehensive  income until the hedged cash flow is recognized in earnings.  The
ineffective  portion of a  derivative's  change in fair value is  recognized  in
earnings. The Statement permits early adoption as of the beginning of any fiscal
quarter.  SFAS 133 became  effective for our first fiscal quarter of fiscal year
2002  and  its  adoption  did  not  have a  material  effect  on  our  financial
statements.

In December  1999,  the SEC issued SAB 101,  "Revenue  Recognition  in Financial
Statements." SAB 101 summarizes certain aspects of the staff's views in applying
generally  accepted  accounting  principles to revenue  recognition in financial
statements. On March 24, 2000 and June 26, 2000, the SEC issued Staff Accounting
Bulletin  No.  101A and No.  101B,  respectively,  which  extend the  transition
provisions  of SAB 101 until no later  than the fourth  quarter of fiscal  years
beginning after December 15, 1999, which was December 31, 2000 for us.


                                       5
<PAGE>


In March 2000,  the FASB  issued FIN 44,  Accounting  for  Certain  Transactions
Involving Stock  Compensation - an  Interpretation of APB No. 25, Accounting for
Stock Issued to Employees".  This Interpretation clarifies (a) the definition of
employee for purposes of applying  Opinion 25, (b) the criteria for  determining
whether  a  plan  qualifies  as a  non-compensatory  plan,  (c)  the  accounting
consequences of various  modifications  to the terms of a previously fixed stock
option or award,  and (d) the accounting  for an exchange of stock  compensation
awards in a business combination. This Interpretation is effective July 1, 2000,
but certain conclusions in this Interpretation  cover specific events that occur
after either  December 15,  1998,  or January 12, 2000.  To the extent that this
Interpretation  covers  events  occurring  during the period after  December 15,
1998, or January 12, 2000,  but before the effective  date of July 1, 2000,  the
effects of applying this  Interpretation  are recognized on a prospective  basis
from July 1, 2000.

ITEM 7. FINANCIAL STATEMENTS.

Reference is made to page F-1 herein for the Index to the Financial  Statements.
Our audited financial statements and related Notes have been audited by Schwartz
Levitsky Feldman L.L.P.,  and have been so included in reliance upon the opinion
of such  accountants  given upon their  authority  as  experts in  auditing  and
accounting.

ITEM  8.  CHANGES  IN AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
FINANCIAL DISCLOSURE.

On January 20, 2005, we dismissed George Stewart, C.P.A. as our independent
registered public accounting firm and appointed Schwartz Levitsky Feldman
L.L.P., as our independent registered public accounting firm. There were no
disagreements or events as described in Item 304(a)(1)(iv) of Regulation S-B in
connection with the change in accountants described above.

ITEM 8A.  CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Our Chief  Executive  Officer and Chief  Financial  Officer have  evaluated  the
effectiveness  of our  disclosure  controls and  procedures (as defined in Rules
13a-14 and 15d-14 of the  Securities  Exchange Act of 1934,  as amended) as of a
date within ninety days of the filing date of this annual report on Form 10-KSB.
Based upon their  evaluation,  the Chief  Executive  Officer and Chief Financial
Officer  have  concluded  that  our  disclosure   controls  and  procedures  are
effective.

Changes in Internal Controls

There were no significant changes in the our internal controls or in any factors
that could significantly  affect internal controls subsequent to the date of the
Chief Executive Officer and the Chief Financial Officer's evaluation.

                                    PART III

ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

Identification of Directors and Executive Officers

The  following  table sets forth the names of all of our directors and executive
officers as of December 31, 2004.

NAME                    AGE                       POSITION HELD
----                    ---                       -------------
Timothy P. Halter       38         Director, President, Chief Executive Officer,
                                   Secretary & Treasurer


                                       6
<PAGE>

The following  describes the business  experience of Mr. Halter for the previous
five years:

Timothy  P.  Halter  has  served  as the  President,  Chief  Executive  Officer,
Secretary  and  Treasurer  of the  Company  since June 2004.  Mr.  Halter is the
President of Halter  Financial  Group,  Inc., a position he has held since 1995.
Halter  Financial Group is a Dallas,  Texas based  consulting firm. In addition,
Mr. Halter has served as a Director of DXP Enterprises, Inc. since July 2001.

Information  regarding our current management can be found in the Current Report
filed with the SEC on January 21, 2005.

Significant Employees

As of December 31, 2004, we had no employees who were not executive officers but
were expected to make a significant contribution to our business. As of December
31, 2004,  the Company had one employee,  Mr. Timothy  Halter,  who provided his
services free of charge.

Information  regarding our current  employees can be found in the Current Report
filed with the SEC on January 21, 2005.

Family Relationships

Not Applicable.

Involvement in Certain Legal Proceedings

Except as indicated below and/or  hereinbefore,  to the knowledge of Management,
during the past five years, no present or former director, executive officer, or
person nominated to become a director or executive officer of the Company:

     1.   filed a petition under federal bankruptcy laws or any state insolvency
          law, nor had a receiver,  fiscal agent or similar officer appointed by
          a  court  for  the  business  or  property  of  such  person,  or  any
          partnership  in which he was a general  partner at or within two years
          before  the  time of  such  filing,  or any  corporation  or  business
          association  of which he was an  executive  officer  at or within  two
          years before the time of such filing;

     2.   was  convicted in a criminal  proceeding or named subject of a pending
          criminal  proceeding  (excluding  traffic  violations  and other minor
          offences);

     3.   was the  subject of any order,  judgment or decree,  not  subsequently
          reversed,   suspended   or   vacated,   of  any  court  of   competent
          jurisdiction,  permanently or temporarily enjoining him or her from or
          otherwise  limiting  his/her  involvement  in any  type  of  business,
          securities or banking activities; and

     4.   Was found by a court of competent  jurisdiction in a civil action,  by
          the SEC or the Commodity Futures Trading Commission,  to have violated
          any federal or state  securities  law,  and the judgment in such civil
          action  or  finding  by the SEC has not  been  subsequently  reversed,
          suspended, or vacated.


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<PAGE>

Audit Committee Financial Expert

As of December 31, 2004, we had no audit committee  financial  expert serving on
the Board of Directors or an audit committee.  We did not believe, at that time,
that the  addition  of such an  expert  would  add  anything  meaningful  to our
company.  It was  also  unlikely  we  would be able to  attract  an  independent
financial  expert  to  serve  on our  Board of  Directors  at that  stage in our
development.  In order to entice such a director to join our Board of Directors,
we would  have  probably  needed  to  acquire  directors'  errors  and  omission
liability  insurance and provide some form of meaningful  compensation to such a
director; two things we were unable to afford at that time.

As a result of the  change in control of our  company in January  2005,  current
management is in the process of  implementing  a corporate  governance  program,
which shall  involve the  establishment  of an audit  committee as well as other
committees  of the  Board  of  Directors,  which  management  believes  will  be
completed by the end of June 2005.

Identification of the Audit Committee

Not Applicable

Material Changes to procedure for Recommending Nominees to Board of Directors

There have been no material  changes to the procedures by which our stockholders
may recommend nominees to the Board of Directors.

Compliance with Section 16(a) of the Securities Exchange Act of 1934

Under  the  securities  laws of the  United  States,  our  directors,  executive
officers (and certain other  officers) and any persons  holding more than 10% of
our outstanding  voting securities are required to report their ownership in our
securities  and any changes in that  ownership  to the  Securities  and Exchange
Commission.  The Securities  Exchange  Commission has  established  specific due
dates,  and we are required to disclose in the Annual Report any failure to file
by those dates.  Based on our review of copies of Section  16(a) reports that we
received from insiders for their 2004 transactions, we believe that our insiders
have  complied  with all Section  16(a) filing  requirements  applicable to them
during 2004 with the following exceptions:

A Form 4 covering  the  issuance of 99,858  shares of our common  stock to Harry
Miller was filed on June 22, 2004 rather than on June 10, 2004.

Code of Ethics

As of December 31, 2004, we had not adopted a Code of Ethics that applied to our
principal executive officer,  principal financial officer,  principal accounting
officer or controller,  or any person  performing a similar  function with us at
that  time.  Our  management  had  been  focused  on  accomplishing  a  business
acquisition and we determined that in order to have a meaningful Code of Ethics,
tailored to our new  business  operations,  it would be in our best  interest to
take the time to carefully consider all of these issues prior to adopting a Code
of  Ethics.  It is our  intention  that a Code of Ethics be  adopted by the full
Board of Directors by the end of June 2005. Upon adoption of our Code of Ethics,
we will  post the Code of Ethics on our  Internet  website.  We will also file a
copy of our Code of Ethics as an exhibit to our next annual report and undertake
in our next  annual  report  to  provide a copy of the Code of  Ethics,  without
charge, to any person who requests a copy.


                                       8
<PAGE>

ITEM 10. EXECUTIVE COMPENSATION.

Summary of Compensation of Executive Officers

No  compensation  has been  awarded  to,  earned  by or paid to any of the named
executive  officers  required to be reported  under Item 402 of Regulation  S-B,
during the last three complete fiscal years.

Stock Options/SAR Grants and Exercises

No grants of stock  options or stock  appreciation  rights  were made during the
fiscal year ended December 31, 2004 to our named executive officers or any other
parties.  No stock options or stock appreciation rights were exercised by any of
our named  executive  officers or any other parties during the fiscal year ended
December 31, 2004.

Long-Term Incentive Plans

As of  December  31,  2004,  there  were no  arrangements  or  plans in which we
provided  pension,  retirement  or similar  benefits for  directors or executive
officers,  except that our directors and executive officers were able to receive
stock options at the  discretion  of our Board of Directors.  As of December 31,
2004, we did not have any material  bonus or profit  sharing  plans  pursuant to
which cash or  non-cash  compensation  was paid to our  directors  or  executive
officers,  except  that stock  options may be granted at the  discretion  of our
Board of Directors.

Compensation of Directors

No cash compensation was paid to any director for their respective services as a
director  during the fiscal year ended  December  31,  2004.  As of December 31,
2004, we had no standard  arrangement pursuant to which our directors were to be
compensated  for their  services in their  capacity as directors  except for the
granting  from time to time of incentive  stock  options.  No director  received
and/or  accrued any  compensation  for his  services  as a  director,  including
committee participation and/or special assignments.

Employment Contracts and Termination of Employment or Change of Control

As of December  31,  2004,  there were no  compensatory  plans or  arrangements,
including payments to be received from the company, with respect to anyone which
would in any way result in  payments  to any such  person  because of his or her
resignation,  retirement,  or other termination of such person's employment with
the company or our subsidiaries,  or any change in control of the company,  or a
change in the  person's  responsibilities  following  a change in control of the
company;  where the value of such  compensation  exceeds  $100,000 per executive
officer.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

Security Ownership of Certain Beneficial Owners and Management

The following table sets forth as of December 31, 2004, the name and address and
the number of shares of our common stock held of record or  beneficially by each
person who held of record, or was known by us to own beneficially,  more than 5%
of the  issued and  outstanding  shares of our  common  stock,  and the name and
shareholdings of each director and of all officers and directors as a group.


                                       9
<PAGE>

                                                 Amount and Nature of Beneficial
                                                 -------------------------------
                                                           Ownership(1)
                                                           ------------

                                                    Number          Percent of
Name of Beneficial Owner                         of Shares(2)    Voting Stock(3)
------------------------                         ------------    ---------------
Halter Financial Group, Ltd.
12890 Hilltop Road                                586,224             50.9%
Argyle, TX 76226

Harry Miller                                      414,204(4)          35.9%
401 Detwiller Lane
Bellevue, WA 98004

Kevin B. Halter, Jr.                              464,204(5)          31.6%
2591 Dallas Parkway
Frisco, TX  75034

Directors and executive officers
as a group (1 person)                             586,224             50.9%

1.   On  December  31,  2004,  there  were  1,152,458  shares  of  common  stock
     outstanding  and no issued and  outstanding  preferred  stock.  Each person
     named above has the sole  investment  and voting  power with respect to all
     shares of common stock shown as beneficially owned by the person, except as
     otherwise indicated below.

2.   Under applicable SEC rules, a person is deemed to be the "beneficial owner"
     of a security with regard to which the person  directly or indirectly,  has
     or shares (a) the voting power,  which includes the power to vote or direct
     the voting of the security, or (b) the investment power, which includes the
     power to dispose, or direct the disposition,  of the security, in each case
     irrespective of the person's economic interest in the security. Under these
     SEC rules,  a person is deemed to  beneficially  own  securities  which the
     person has the right to acquire  within 60 days through the exercise of any
     option or warrant or through the conversion of another security.

3.   In  determining  the percent of voting  stock owned by a person on December
     31,  2004,  (a) the  numerator  is the  number of  shares  of common  stock
     beneficially owned by the person, including shares the beneficial ownership
     of which may be  acquired  within 60 days upon the  exercise  of options or
     warrants or conversion of convertible  securities,  and (b) the denominator
     is the total of (i) the  1,152,458  shares in the aggregate of common stock
     outstanding on December 31, 2004, and (ii) any shares of common stock which
     the  person has the right to acquire  within 60 days upon the  exercise  of
     options or warrants or conversion of  convertible  securities.  Neither the
     numerator nor the denominator  includes shares which may be issued upon the
     exercise of any other  options or warrants or the  conversion  of any other
     convertible securities.

4.   Includes  364,204 shares of common stock which Mr. Miller granted Mr. Kevin
     Halter  an option to  purchase,  such  option  being  exercisable  from and
     including  the  date  that we  complete  any  form of  merger  or  exchange
     transaction  with an unaffiliated  entity.  The option was exercised by Mr.
     Halter in January 2005.

5.   Includes  364,204  shares of common  stock which Mr.  Halter has a right to
     acquire from Mr.  Miller  through the exercise of an option  granted to Mr.
     Halter by Mr. Miller,  such option being exercisable from and including the
     date that the Company completes any form of merger or exchange  transaction
     with an  unaffiliated  entity.  The option was  exercised by Mr.  Halter in
     January 2005.

Changes in Control

As of December 31, 2004,  there were no arrangements or pledges of the Company's
securities which would have resulted in a change in control of the Company.


                                       10
<PAGE>

Equity Compensation Plan

As of December 31, 2004, we did not have any securities  authorized for issuance
under any equity compensation plans.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

Related Party Transactions

On June 8, 2004,  we issued  Harry  Miller,  the  Company's  President  and sole
Director  at the time,  99,858  shares of common  stock of the  Company  in full
satisfaction of a debt in the amount of $49,929.  As of December 31, 2004, there
were  no  other  related  party  transactions,  or  any  other  transactions  or
relationships required to be disclosed pursuant to Item 404 of Regulation S-B.

Indebtedness of Management

Not Applicable

ITEM 13. EXHIBITS, LIST AND REPORTS ON FORM 8-K.

Statements filed as part of this Report:

1. Financial Statements

See "Index to Financial Statements" on page F-1 of this Report.

Exhibits

Exhibit
Number         Description
-------        -----------
3.1*           Articles of Incorporation of the Registrant.

3.2*           Articles of Amendment.

3.3+           Amended and Restated Bylaws.

10.1+          Securities and Exchange Agreement by and among BAK International,
               Ltd.,   Medina  Coffee,   Inc.  and  the   stockholders   of  BAK
               International, Ltd. dated as of January 20, 2005.

10.2+          Escrow  Agreement by and among Medina  Coffee,  Inc., the selling
               stockholders,  Xiangqian Li, and Securities Transfer  Corporation
               dated as of January 20, 2005.

10.3+          Lock-up  Agreement  by  and  between  Medina  Coffee,   Inc.  and
               Xiangqian Li dated as of January 20, 2005.

10.4+          Form of Subscription Agreement.

10.5+          Summary of Sales  Agreement  by and between  Shenzhen BAK Battery
               Co., Ltd. and  Zhongshan  Mingji  Battery Co.,  Ltd.  dated as of
               October 25, 2003.

10.6+          Summary of Purchase Agreement by and between Shenzhen BAK Battery
               Co., Ltd. and Luhua  Technology  (Shenzhen) Co., Ltd. dated as of
               April 14, 2004.

10.7+          Summary of Purchase Agreement by and between Shenzhen BAK Battery
               Co., Ltd. and Beijing  CITIC Guoan  Mengguli  Electricity  Supply
               Ltd. Co. dated as of September 30, 2004.


                                       11
<PAGE>

10.8+          Summary of Revolvable Credit Facilities  Agreement by and between
               Shenzhen BAK Battery Co.,  Ltd. and Longgang  Division,  Shenzhen
               Branch, Agricultural Bank of China dated as of June 27, 2003.

10.9+          Summary of  Guaranty  Contract  of Maximum  Amount by and between
               Longgang  Division,  Shenzhen Branch,  Agricultural Bank of China
               and Jilin Provincial Huaruan Technology Company Limited by Shares
               dated as of June 27, 2003.

10.10+         Summary of Comprehensive  Credit Facilities  Agreement of Maximum
               Amount by and between Shenzhen BAK Battery Co., Ltd. and Longgang
               Division, Shenzhen Branch, Agricultural Bank of China dated as of
               April 5, 2004.

10.11+         Summary  of  Guaranty  Contract  of  Maximum  Amount by and among
               Longgang Division,  Shenzhen Branch,  Agricultural Bank of China,
               Development and Construction (Group) Company Limited by Shares of
               Changchun  Economic  &  Technology  Development  District,  Jilin
               Provincial  Huaruan  Technology  Company  Limited  by Shares  and
               Xiangqian Li dated as of April 5, 2004.

10.12+         Summary  of  Comprehensive  Credit  Facilities  Agreement  by and
               between  Shenzhen  BAK Battery Co.,  Ltd. and Longgang  Division,
               Shenzhen Development Bank dated as of April 1, 2004.

10.13+         Summary  of  Guaranty  Contract  of  Maximum  Amount by and among
               Longgang  Division,  Shenzhen  Development Bank,  Development and
               Construction  (Group)  Company  Limited  by Shares  of  Changchun
               Economic &  Technology  Development  District,  Jilin  Provincial
               Huaruan  Technology  Company  Limited  by Shares,  Xiangqian  Li,
               Yanlong Zou,  Fenghua Li, Jimin Li, Jiajun Huang,  Baicheng Zhou,
               Jinghui Wang, Yongbin Han, Shuquan Zhang, Xinrong Yang, Yunfei Li
               and Weiqiang Zhang dated as of April 1, 2004.

10.14+         Summary  of  Comprehensive  Credit  Facilities  Agreement  by and
               between  Shenzhen  BAK Battery Co.,  Ltd. and Longgang  Division,
               Shenzhen  Branch,  China  Minsheng  Bank dated as of January  14,
               2004.

10.15+         Summary  of  Guaranty  Contract  of  Maximum  Amount by and among
               Longgang  Division,  Shenzhen Branch,  China Minsheng Bank, Jilin
               Provincial  Huaruan  Technology  Company  Limited  by Shares  and
               Xiangqian Li dated as of November 15, 2003.

10.16+         Summary of Loan  Agreement  by and between  Shenzhen  BAK Battery
               Co., Ltd. and Shenzhen Branch,  Industrial Bank dated as of March
               11, 2004.

10.17+         Summary of Guaranty  Agreement  by and between  Shenzhen  Branch,
               Industrial  Bank and Shenzhen  High-Tech  Investment  Service Co.
               dated as of March 10, 2004.

10.18+         Summary of Related Transaction  Agreement by and between Shenzhen
               BAK Battery Co.,  Ltd. and Jilin  Provincial  Huaruan  Technology
               Company Limited by Shares dated as of October 18, 2003.

10.19+         Summary of Loan  Agreement  by and between  Shenzhen  BAK Battery
               Co., Ltd. and Longgang Division,  Shenzhen Development Bank dated
               as of April 1, 2004.

21.1(Y)        Subsidiaries of the Registrant.

31.1(Y)        Section   302    Certification   of   Chief   Executive   Officer
               (certification required pursuant to Rule 13a-14(a) and 15d-14(a))
               (filed herewith).

31.2(Y)        Section   302   Certification   of   Senior   Financial   Officer
               (certification required pursuant to Rule 13a-14(a) and 15d-14(a))
               (filed herewith).

32.1(Y)        Section   906    Certification   of   Chief   Executive   Officer
               (certification  required  pursuant  to  18  U.S.C.  1350)  (filed
               herewith).


                                       12
<PAGE>

32.2(Y)        Section   906   Certification   of   Senior   Financial   Officer
               (certification  required  pursuant  to  18  U.S.C.  1350)  (filed
               herewith).

*  Previously  filed  as an  exhibit  to  Registration  Statement  on Form  SB-1
(#333-41124) filed with the Commission on July 10, 2000.

+  Previously  filed as an exhibit to Current  Report on Form 8-K filed with the
Commission on January 20, 2005.

(Y) Filed herewith

Reports of Form 8-K

There were no reports on Form 8-K filed with the SEC during the last  quarter of
the fiscal year ended December 31, 2004.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Audit Fees. The aggregate fees billed by Schwartz  Levitsky  Feldman L.L.P.  for
professional services rendered for the audit of our financial statements for the
fiscal year ended  December 31, 2004 were $10,000.  The aggregate fees billed by
George Stewart,  C.P.A. for professional services rendered for (i) the review of
financial statements included in the Company's Forms 10-Q for the quarters ended
March 31, 2004,  June 30, 2004 and  September 30, 2004 and (ii) the audit of the
Company's financial  statements for the fiscal year ended December 31, 2003 were
$2,550 and $2,750, respectively.

Audit-Related  Fees.  There were no fees for assurance  and related  services by
Schwartz Levitsky Feldman L.L.P. or George Stewart,  C.P.A. for the fiscal years
ended December 31, 2004 and December 31, 2003.

Tax Fees.  There were no fees for tax  compliance,  tax  advice or tax  planning
services by Schwartz Levitsky Feldman L.L.P. for the fiscal years ended December
31, 2004 and December 31, 2003.  George Stewart,  C.P.A.  billed us $500 for its
professional services rendered for the preparation of our 2003 tax return.

All Other Fees.  There were no other fees for either  audit-related or non-audit
services billed by Schwartz  Levitsky  Feldman L.L.P. or George Stewart,  C.P.A.
for the fiscal years ended December 31, 2004 and December 31, 2003.





                                       13
<PAGE>

                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the Company has duly caused this Report to be signed on its behalf
by the undersigned, thereunto duly authorized.

                                CHINA BAK BATTERY, INC.

                                 /s/ Xiangqian Li
                                ------------------------------------------------
                         Name:  Xiangqian Li
                        Title:  Director, Chairman of the Board, Chief Executive
                                Officer and President
                         Date:  March 29, 2005

In accordance  with the  Securities  Exchange Act of 1934,  this report has been
signed below by the  following  persons on behalf of the  registrant  and in the
capacities and on the dates indicated.



                                 /s/ Xiangqian Li
                                ------------------------------------------------
                         Name:  Xiangqian Li
                        Title:  Director, Chairman of the Board, Chief Executive
                                Officer and President
                         Date:  March 29, 2005


                                 /s/ Yongbin Han
                                ------------------------------------------------
                         Name:  Yongbin Han
                        Title:  Chief Financial Officer and Secretary
                         Date:  March 29, 2005












                                       14

<PAGE>

                               Medina Coffee, INC.
                          (A Development Stage Company)

                              FINANCIAL STATEMENTS

                     DECEMBER 31, 2004 AND DECEMBER 31, 2003

                       Together with Report of Independent
                        Registered Public Accounting Firm

                        (Amounts expressed in US Dollars)











<PAGE>

                               Medina Coffee, INC.
                          (A Development Stage Company)

                              FINANCIAL STATEMENTS

                     DECEMBER 31, 2004 AND DECEMBER 31, 2003

                       Together with Report of Independent
                        Registered Public Accounting Firm

                        (Amounts expressed in US Dollars)




                                TABLE OF CONTENTS



Report of Independent Registered Public Accounting Firm                        1

Independent Auditors Report                                                    2

Balance Sheet as of December 31, 2004 and December 31, 2003                    3

Statement of Operations for the years ended December 31, 2004 and
    December 31, 2003                                                          4

Statement of Cash Flows for the years ended December 31, 2004 and
    December 31, 2003                                                          5

Statement of Stockholders' Deficiency for the years ended
    December 31, 2004 and December 31, 2003                                    6

Notes of Financial Statements                                             7 - 11




<PAGE>

Letterhead of Schwartz Levitsky Feldman llp



             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of
Medina Coffee Inc.
(A Development Stage Company)

We  have  audited  the   accompanying   balance  sheet  of  Medina  Coffee  Inc.
(incorporated  in Nevada) as at December 31, 2004 and the related  statements of
operations,  cash flows and stockholders' equity for the year ended December 31,
2004.  These  financial  statements  are  the  responsibility  of the  Company's
management.  We did not audit the  financial  statements of the Company from the
date of  inception to December 31, 2003,  which  statements  reflect  cumulative
total  assets of $3,148 as of  December  31,  2003 and  cumulative  expenses  of
$76,523 for the period form  inception to December 31,  2003.  Those  statements
were audited by another  auditor whose report has been  furnished to us, and our
opinion,  insofar as it relates to the  cumulative  financial  information  from
inception  to  December  31,  2003,  is based  solely on the report of the other
auditor.

We conducted  our audit in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.  We believe that our audit and the report of
the other auditor provide a reasonable basis for our opinion.

In our  opinion,  based on our audit and the  report  of the other  auditor  the
financial statements referred to above present fairly, in all material respects,
the  financial  position of Medina  Coffee Inc. as at December  31, 2004 and the
results of its  operations  and its cash flows for the year ended  December  31,
2004 and for the period from  inception to December 31, 2004 in accordance  with
generally accepted accounting principles in the United States of America.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in note 5 to the  financial
statements,  the Company is a development  stage company and has no  established
source of revenues.  These conditions raise  substantial doubt about its ability
to  continue  as going  concern.  The  financial  statements  do not include any
adjustments that might result from the outcome of this uncertainty.

The  financial  statements of Medina Coffee as of December 31, 2003 were audited
by another  auditor  whose report  dated April 11,  2004,  expressed a qualified
opinion on those financial statements.


/s/ Schwartz Levitsky Feldman llp

                                       1
<PAGE>

Toronto, Ontario, Canada
March 28, 2005                                             Chartered Accountants

                               GEORGE STEWART, CPA
                     2301 SOUTH JACKSON STREET, SUITE 101-G
                            SEATTLE, WASHINGTON 98144
                       (206) 328-8554 FAX (206) 328 -0383

                           Independent Auditors Report

To the Board of Directors
Medina Coffee, Inc.
Bellevue, Washington

I have  audited  the  accompanying  balance  sheets of Medina  Coffee,  Inc.  (A
Development  Stage  Company) as of December  31, 2003 and 2002,  and the related
statements of operations, stockholder's equity and cash flows for the year ended
December  31, 2003 and 2002 and  October 4, 1999  (inception),  to December  31,
2003.  These  financial  statements  are  the  responsibility  of the  Company's
management.  My  responsibility  is to express  an  opinion  on these  financial
statements based on my audit.

I conducted my audit in accordance with generally accepted auditing standards in
the United States.  Those standards require that I plan and perform the audit to
obtain reasonable  assurance about whether the financial  statements are free of
material  misstatement.  An audit includes examining,  on a test basis, evidence
supporting  the amounts and  disclosures in the financing  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financing  statement
presentation.  I  believe  that my audit  provides  a  reasonable  basis  for my
opinion.

In my opinion, the financial statements referred to above present fairly, in all
material  respects,  the financial position of Medina Coffee Inc. (A Development
Stage  Company)  as of  December  31,  2003  and  2002  and the  results  of its
operations and its cash flows for the years ended December 31, 2003 and 2002 and
October 4, 1999, (inception),  to December 31, 2003 in conformity with generally
accepted accounting principles.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in note 4 to the  financial
statements,  the Company has had operating losses since  inception.  This raises
substantial doubt about its ability to continue as a going concern. Management's
plan in regard  to these  matters  is also  described  in note 4. The  financial
statements do not include any adjustments  that might result from the outcome of
this uncertainty.


/s/ George Stewart

April 11, 2004



                                       2
<PAGE>
<TABLE>
<CAPTION>

MEDINA COFFEE, INC.
(A Development Stage Company)
Balance Sheet
As of December 31, 2004 and December 31, 2003
(Amounts expressed in US Dollars)

                                                            December 31,    December 31,
Assets                                                          2004            2003
------                                                      ------------    ------------
<S>                                                         <C>             <C>
Current Assets                                              $       --      $       --

Cash                                                              16,060             108

Property & Equipment (Note # 4)                                     --             3,040
                                                            ------------    ------------

                                                                  16,060           3,148
                                                            ============    ============

Liabilities and Stockholders' Deficiency
                                                                            -    -------

Current Liabilities

Officers Advances                                                 20,000          42,340
                                                            ------------    ------------

Stockholder's deficiency:  Common stock, $.001 par value,
authorized 100,000,000 shares; 1,152,458
shares issued and outstanding at December 31, 2004                 1,150           1,050

Additional paid in capital                                        65,829          16,000
Deficit accumulated during the development stage                 (70,919)        (56,242)
                                                            ------------    ------------

                                                                  (3,940)        (39,192)
                                                            ------------    ------------

                                                                  16,060           3,148
                                                            ============    ============
</TABLE>


    The accompanying notes are an integral part of these financial statements


                                       3
<PAGE>

Medina Coffee, INC.
(A Development Stage Company)
Statement of Operations
For the years ended December 31, 2004 and December 31, 2003
(Amounts expressed in US Dollars)

                              Cumulative      Year Ended      Year Ended
                                Since        December 31,    December 31,
                              Inception          2004            2003
                             ------------    ------------    ------------
                             $               $               $

Revenue                            45,634            --            40,914

Cost of Goods Sold                 25,353            --            21,599
                             ------------    ------------    ------------

Gross Profit                       20,281            --            19,315

General and Administrative         91,200          14,677          61,474
                             ------------    ------------    ------------

Net Loss                          (70,919)        (14,677)        (42,159)
                             ============    ============    ============


Net Loss per share
   Basic and diluted                              (0.0132)        (0.0401)


Weighted average number of
common shares outstanding                       1,108,259       1,052,600
                                             ============    ============




    The accompanying notes are an integral part of these financial statements


                                       4
<PAGE>
<TABLE>
<CAPTION>

Medina Coffee, INC.
(A Development Stage Company)
Statement of Cash Flows
For the years ended December 31, 2004 and December 31, 2003
(Amounts expressed in US Dollars)

                                                                                    Deficit
                                                                                  accumulated
                                                                   Additional       during
                                    Common Stock   Common stock     Paid-in       development
                                    # of Shares       Amount        capital          stage
                                    ------------   ------------   ------------   ------------
<S>                                 <C>            <C>            <C>            <C>
                                                   $              $              $

Balance at October 4, 1999
Issuance of common stock for cash        900,100            900            900           --

Net loss, October 4, 1999
(inception) to December 31, 2000            --             --             --           (4,485)
                                    ------------   ------------   ------------   ------------

Balance at December 31, 2000             900,100            900            900         (4,485)


Issuance of stock for Cash                 2,000           --              200           --
Net loss year ended
   December 31, 2001                        --             --             --           (3,275)
                                    ------------   ------------   ------------   ------------

Balance at December 31, 2001             902,100            900          1,100         (7,760)


Issuance of stock for Cash               150,500            150         14,900           --
Net loss year ended
   December 31, 2002                        --             --             --           (6,323)
                                    ------------   ------------   ------------   ------------

Balance at December 31, 2002           1,052,600          1,050         16,000        (14,083)

Net loss year ended
   December 31, 2003                        --             --             --          (42,159)
                                    ------------   ------------   ------------   ------------

Balance at December 31, 2003           1,052,600          1,050         16,000        (56,242)

Net loss year ended December 31,
                             2004           --             --             --          (14,677)


Exchange Debt for Stock                   99,858            100         49,829           --
                                    ------------   ------------   ------------   ------------

Balance December 31, 2004              1,152,458          1,150         65,829        (70,919)
                                    ============   ============   ============   ============
</TABLE>

    The accompanying notes are an integral part of these financial statements


                                       5
<PAGE>
<TABLE>
<CAPTION>

(A Development Stage Company)
Statements of Changes in Stockholders' Deficiency
For the years ended December 31, 2004 and December 31, 2003
(Amounts expressed in US Dollars)

                                                        Since         Year Ended      Year Ended
                                                      Cumulative     December 31,    December 31,
                                                      Inception           2004            2003
                                                     ------------    ------------    ------------
<S>                                                  <C>             <C>             <C>
                                                     $               $               $
Cash Flows from Operating Activities

     Net loss                                             (70,919)        (14,677)        (42,159)
     Depreciation                                             760            --               380
     Adjustments to reconcile net loss to cash
     (used) in operating activities

     Changes in assets and liabilities
        Accounts Payable                                     --              --              (592)
        Officers Notes Payable                               --              --              --
        Officers Advances Payable                          69,929          27,589          38,360
                                                     ------------    ------------    ------------

     Net Cash (used) in operating results                    (230)        (37,017)         (4,011)
                                                     ------------    ------------    ------------

Cash flows from Financing Activities
     Proceeds from issuance of stock                       17,050            --              --
                                                     ------------    ------------    ------------

Cash flows from Investing Activities
     Sale (Purchase) of Property                             (760)          3,040            --
                                                     ------------    ------------    ------------

Net increase (decrease) in cash                            16,060          15,952          (4,011)

Cash at Beginning of Period                                  --               108           4,119
                                                     ------------    ------------    ------------

Cash at End of Period                                      16,060          16,060             108
                                                     ============    ============    ============

Supplementary disclosure of non-cash investing and
  financing activities in connection with exchange
  of debt for stock:

Officers advances payable                                 (49,929)        (49,929)           --
Issuance of stock                                          49,929          49,929            --
</TABLE>


    The accompanying notes are an integral part of these financial statements


                                       6
<PAGE>

MEDINA COFFEE, INC.
(A Development Stage Company)
Notes To Financial Statements
December 31, 2004 and December 31, 2003
(Amounts expressed in US Dollars)




1.   HISTORY AND ORGANIZATION OF THE COMPANY

     The Company was organized  October 4, 1999,  under the laws of the State of
     Nevada as Medina Coffee,  Inc. The company commenced  operations October 4,
     1999 and, in accordance  with SFAS # 7, is  considered a development  stage
     company.

     On October 4, 1999,  the Company  issued  900,100  shares of its $0.001 par
     value common stock for cash of $ 1,800.  On November 30, 2001,  the Company
     issued  2,000 shares of its $0.001 par value common stock for cash of $200.
     On February 25, 2002,  the Company  issued  69,000 shares of its $0.001 par
     value  common  stock for cash of $6,900.  On March 15,  2002,  the  Company
     issued  81,500  shares of its  $0.001  par value  common  stock for cash of
     $8,150.

     On June 10, 2004, the Company issued 99,858 shares of its $ 0.001 par value
     common stock in full settlement of debt owed to Harry Miller, the President
     and CEO of the  Corporation,  in the  amount of $ 49,929.  The price of the
     transaction was $ .50 per share.

     On June 14,  2004,  Mr.  Harry  Miller,  the  Company's  sole  officer  and
     director,  sold 586,224 restricted,  common shares (the "Shares") to Halter
     Financial Group, Inc. a Texas Corporation ("Halter") for $ 115,000.  Halter
     also paid Mr. Miller $ 1,050 to compensate Mr. Miller for expenses  related
     to the agreement of sale. The  consideration  for the Shares was determined
     as a result of arms-length negotiation between the parties. The Shares sold
     by Mr.  Miller to Halter  represented  approximately  51% of the issued and
     outstanding shares of the company.

     Concurrently with the foregoing  transaction,  Mr. Miller resigned from the
     Board of  Directors  and as an officer  of the  Company  and Mr.  Timothy P
     Halter was appointed the Company's sole officer and director.

     The  Company  presently  intends to locate and  combine  with an  existing,
     privately-held  company which is profitable or, in  management's  view, has
     growth  potential,  irrespective  of the  industry  in which it is engaged.
     However,  the  Company  does not intend to combine  with a private  company
     which may de deemed to be an investment  company  subject to the Investment
     Company  Act  of  1940.  A  combination  may  be  structured  as a  merger,
     consolidation,  exchange of the company's  common stock for stock or assets
     or any other form which will result in the combined enterprise's becoming a
     publicly-held corporation.


                                       7
<PAGE>

MEDINA COFFEE, INC.
(A Development Stage Company)
Notes To Financial Statements
December 31, 2004 and December 31, 2003
(Amounts expressed in US Dollars)




2. ACCOUNTING POLICIES AND PROCEDURES

     a) Use of Estimates

          These  financial  statements  have been  prepared in  accordance  with
          generally  accepted  accounting  principles  in the  United  States if
          America.  Because a precise  determination  of assets and liabilities,
          and corresponding revenues and expenses,  depend on future events, the
          preparation  of  financial   statements  for  any  period  necessarily
          involves  the use of  estimates  and  assumption.  Actual  amounts may
          differ from these  estimates.  These  financial  statements  have,  in
          management's  opinion, been properly prepared within reasonable limits
          of  materiality  and within the framework of the  accounting  policies
          summarized below

     b)   Financial Instruments

          The carrying amount of the company's  officers  advances  approximates
          fair value because of the short maturity of these instruments.

     c)   Income Taxes

          The  company  accounts  for  income  taxes  under  the  provisions  of
          Statement of Financial  Accounting  Standards No. 109,  which requires
          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.  Deferred  income  taxes  are
          provided  using  the  liability  method,  deferred  income  taxes  are
          recognized for all significant  temporary  differences between the tax
          and financial statement bases of assets and liabilities.

          Current  income tax expense  (recovery)  is the amount of income taxes
          expected to be payable  (recoverable) for the current year. A deferred
          tax asset and/ liability and for the expected future tax benefit to be
          derived from tax losses.  Valuation  allowances are  established  when
          necessary to reduce the  deferred tax asset to the amount  expected to
          be "more  likely than not" to be realized in future  returns.  Tax law
          and rate  changes are  reflected  in income in the period such changes
          are enacted.

     d)   Earnings or Loss Per Share

          The Corporation has adopted FSA No. 128,  "Earnings per Share",  which
          requires disclosure on the financial statements of "basic and diluted"
          earnings (loss) per share. Basic earnings (loss) per share is computed
          by dividing net income (loss) by the weighted average number of common
          shares  outstanding for the year. Diluted earnings (loss) per share is
          computed by dividing net income (loss) by the weighted  average number
          of  common  shares  outstanding  plus  common  stock  equivalents  (if
          dilutive) related to stock options and warrants for each year


                                       8
<PAGE>

MEDINA COFFEE, INC.
(A Development Stage Company)
Notes To Financial Statements
December 31, 2004 and December 31, 2003
(Amounts expressed in US Dollars)




2.   ACCOUNTING POLICIES AND PROCEDURES (cont'd)

     e)   Recent Pronouncements

          SFAS No. 149 - Amendment  of SFAS 133 on  derivative  instruments  and
          hedging  activities.  This  statement  amends and clarifies  financial
          accounting and reporting for derivative  instruments embedded in other
          contracts  (collectively  referred to as derivatives)  and for hedging
          activities under SFAS 133,  accounting for derivative  instruments and
          hedging activities.

          SFAS No. 150 -  Accounting  for  certain  financial  instruments  with
          characteristics  of  both  liabilities  and  equity.   This  statement
          establishes  standards  for  how an  issuer  classifies  and  measures
          certain financial instruments with characteristics of both liabilities
          and equity.

          SFAS No. 151 - "Inventory  Costs,  an Amendment of ARB No. 43, Chapter
          4." SFAS No. 151 retains the general  principle of ARB No. 43, Chapter
          4, "Inventory  Pricing," that inventories are presumed to be stated at
          cost;  however,  it amends ARB No. 43 to clarify that abnormal amounts
          of idle  facilities,  freight,  handling costs and spoilage  should be
          recognized as current  period  expenses.  Also,  SFAS No. 151 requires
          fixed  overhead  costs be  allocated  to  inventories  based on normal
          production  capacity.  The guidance in SAFS No. 151 is  effective  for
          inventory  costs incurred during fiscal years beginning after June 15,
          2005.

          SFAS 123  (Revised) - "Share  Based  Payment,"  which will require the
          Company to measure the cost of employee  services received in exchange
          for an award of equity  instruments based on the grant-date fair value
          of the award.  That cost will be  recognized  over the  period  during
          which an employee is required to provide  service in exchange  for the
          award--the   requisite   service  period.   No  compensation  cost  is
          recognized for equity  instruments  for which  employees do not render
          the requisite  service.  The  grant-date  fair value of employee share
          options and similar instruments will be estimated using option-pricing
          models adjusted for the unique  characteristics  of those instruments.
          SFAS No. 123 (Revised)  eliminates the use of APB Opinion No. 25. SFAS
          No.  123  (Revised)  is  effective  for the  first  interim  or annual
          reporting  period that begins after June 15, 2005.  Early adoption for
          interim or annual  periods for which  financial  statements or interim
          reports have not been issued is encouraged.


                                       9
<PAGE>

MEDINA COFFEE, INC.
(A Development Stage Company)
Notes To Financial Statements
December 31, 2004 and December 31, 2003
(Amounts expressed in US Dollars)




2.   ACCOUNTING POLICIES AND PROCEDURES (cont'd)

     e)   Recent Pronouncements (cont'd)

          SFAS 152 - In December 2004, the FASB issued SFAS No. 152  "Accounting
          for Real  Estate  Time-Sharing  Transactions  - an  amendment  of FASB
          Statements  No. 66 and 67" ("SFAS 152").  This  statement  amends FASB
          Statement  No. 66  "Accounting  for Sales of Real Estate" to reference
          the  financial  accounting  and  reporting  guidance  for real  estate
          time-sharing  transactions  that is  provided  in AICPA  Statement  of
          Position 04-2 "Accounting for Real Estate  Time-Sharing  Transactions"
          ("SOP 04-2").  SFAS 152 also amends FASB  Statement No.  67"Accounting
          for Costs and Initial  Rental  Operations of Real Estate  Projects" to
          state that the guidance for  incidental  operations and costs incurred
          to  sell  real  estate   projects   does  not  apply  to  real  estate
          time-sharing  transactions,  with the accounting for those  operations
          and costs being subject to the guidance in SOP 04-2. The provisions of
          SFAS 152 are effective in fiscal years beginning after June 15, 2005.

          SFAS 153 - In December  2004,  the FASB issued SFAS No. 153 "Exchanges
          of  Non-monetary  Assets - an amendment  of APB Opinion No.  29"("SFAS
          153").  SFAS 153 replaces the exception from fair value measurement in
          APB Opinion No. 29 for  non-monetary  exchanges of similar  productive
          assets  with a general  exception  from  fair  value  measurement  for
          exchanges  of   non-monetary   assets  that  do  not  have  commercial
          substance.  A non-monetary  exchange has  commercial  substance if the
          future cash flows of the entity are  expected to change  significantly
          as a result of the  exchange.  SFAS 153 is  effective  for all interim
          periods beginning after June 15, 2005.

          The  Company  believes  that  the  above  standards  would  not have a
          material  impact on its financial  position,  results of operations or
          cash flows.

3.   WARRANTS AND OPTIONS

     There are no warrants or options outstanding to issue any additional shares
     of common stock of the Company.

4.   PROPERTY AND EQUIPMENT

     Property and Equipment consists of the following:
                                                            2004          2003
                                                          --------      --------
                                                          $             $

     Equipment                                                 --          3,800
     Accumulated Depreciation                                  --            760
                                                          --------      --------

                                                               --          3,040
                                                          ========      ========


                                       10
<PAGE>

MEDINA COFFEE, INC.
(A Development Stage Company)
Notes To Financial Statements
December 31, 2004 and December 31, 2003
(Amounts expressed in US Dollars)




5.   GOING CONCERN

     The  company's  financial  statements  are  prepared  using  the  generally
     accepted  accounting  principles  applicable  to  a  going  concern,  which
     contemplates  the  realization of assets and  liquidation of liabilities in
     the normal course of business.  However, the Company has incurred operating
     losses since inception. Without realization of additional capital, it would
     be  unlikely  for  the  Company  to  continue  as a  going  concern.  It is
     management's  plan  to  seek  additional  capital  through  further  equity
     financing's and seeking necessary bank loans.


6.   RELATED PARTY TRANSACTIONS

     The Company neither owns nor leases any real or personal  property.  Office
     services  are provided  without  charge by the sole officer and director of
     the Company.  Such costs are  immaterial  to the financial  statements  and
     accordingly, have not been reflected therein


7.   Officers Advances

     The officers advances are interest free and are repayable on demand.

8.   Subsequent Events

     On January 20, 2005, Medina Coffee, Inc., a Nevada corporation, completed a
     stock exchange  transaction  with the  stockholders  of BAK  International,
     Limited,  a  company  incorporated  under  the  laws  of  Hong  Kong  ("BAK
     International"). The exchange was consummated under Nevada law and pursuant
     to the terms of that certain Securities  Exchange Agreement dated effective
     as of January 20, 2005.

     Pursuant to the Exchange Agreement, the Company issued 39,826,075 shares of
     its common stock,  par value $0.001 per share,  to the  stockholders of BAK
     International,   representing   approximately   97.2%   of  the   Company's
     post-exchange  issued and outstanding common stock, in exchange for 100% of
     the  outstanding  capital stock of BAK  International.  Immediately,  after
     giving effect to the  exchange,  the Company had  40,978,533  shares of its
     common  stock  outstanding.  Pursuant to the  exchange,  BAK  International
     became a  wholly-owned  subsidiary  of the Company.  The Company  presently
     carries on the  business  of  Shenzhen  BAK Battery  Co.,  LTD.,  a Chinese
     corporation  and  BAK   International's   wholly-owned   subsidiary   ("BAK
     Battery").

     The shares of the  Company's  common  stock issued to  stockholders  of BAK
     International in connection with the exchange were not registered under the
     Securities Act of 1933, as amended (the "Securities Act") and, as a result,
     are "restricted  securities"  that may not be offered or sold in the United
     States absent  registration or an applicable  exemption from  registration.
     Certificates  representing  these shares contain a legend stating the same.
     The Company has relocated its executive  offices to those of BAK Battery at
     BAK Industrial Park, No. 1 BAK Street,  Kuichong Town,  Longgang  District,
     Shenzhen, People's Republic of China.


                                       11