`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, 2004


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

                   For the transition period from
                                                  -------

                        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 of       (I.R.S. Employer Identification No.)
      incorporation or organization)


                                Chinawe.com Inc.
                            c/o Hartman & Craven LLP
                            Attn: Joel I. Frank, Esq.
                               488 Madison Avenue
                            New York, New York 10022
--------------------------------------------------------------------------------
                    (Address of principal executive offices)


                               c/o (212) 753-7500
--------------------------------------------------------------------------------
                           (Issuer's telephone number)


The number of shares outstanding of the issuer's common stock, par value $.001
per share, as of November 17, 2004 was 43,800,000.

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




                                Chinawe.com Inc.

PART I - FINANCIAL INFORMATION
                                                                        Page No.
Item 1.  Financial Statements.

           Consolidated Condensed Balance Sheet as of September 30, 2004    3
           (Unaudited)

           Consolidated Condensed Statements of Operations for the Three    4
           Months and Nine Months Ended September 30, 2004 and 2003
           (Unaudited)

           Consolidated Condensed Statements of Shareholders' Deficit and   5
           Comprehensive Income (Loss) for the Nine Months Ended September
           30, 2004 and 2003 (Unaudited)

           Consolidated Condensed Statements of Cash Flows for the Nine     6
           Months Ended September 30, 2004 and 2003 (Unaudited)

           Notes to Consolidated Condensed Financial Statements for the     7
           Nine Months Ended September 30, 2004 and 2003 (Unaudited)

Item 2.  Management's Discussion and Analysis or Plan of Operation         12

Item 3.  Controls and Procedures                                           23


PART II - OTHER INFORMATION


Item 6.  Exhibits                                                          24


SIGNATURES                                                                 25







PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.

                                CHINAWE.COM INC.
                      CONSOLIDATED CONDENSED BALANCE SHEET
                               SEPTEMBER 30, 2004
                                   (UNAUDITED)



                                                               NOTE             RMB             US$
                                                                                ---             ---

ASSETS
Current assets:
   Cash and cash equivalents                                                   58,989          7,119
   Accounts receivable, net of allowance
         of doubtful accounts of RMB17,176                                    186,341         22,487
   Other current assets                                                        47,521          5,735
                                                                           ----------     ----------
   Total current assets                                                       292,851         35,341
                                                                           ----------     ----------
Property, plant and equipment, net                              4              42,216          5,094
                                                                           ----------     ----------
TOTAL ASSETS                                                                  335,067         40,435
                                                                           ==========     ==========
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities:
   Customer deposits                                                          134,241         16,200
   Accrued expenses and others liabilities                                    968,974        116,933
   Current portion of long term debt                            5              52,515          6,337
   Advances from related parties                                6           7,139,591        861,583
                                                                           ----------     ----------
   Total current liabilities                                                8,295,321      1,001,053
                                                                           ----------     ----------
Non-current liabilities
   Long term debt                                               5              13,570          1,638
                                                                           ----------     ----------
   Total liabilities                                                        8,308,891      1,002,691
                                                                           ----------     ----------
Commitments and contingencies

Shareholders' 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 as of
    September 30, 2004                                                        351,491         42,417
   Additional paid-in capital                                                 712,211         85,947
   Accumulated losses                                                      (9,063,856)    (1,093,797)
   Accumulated other comprehensive income                                      26,330          3,177
                                                                           ----------     ----------
   Total shareholders' deficit                                             (7,973,824)      (962,256)
                                                                           ----------     ----------
TOTAL LIABILITIES AND
    SHAREHOLDERS' DEFICIT                                                     335,067         40,435
                                                                           ==========     ==========


See notes to the financial statements.

                                       3


                                CHINAWE.COM INC.
                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
         THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
                                   (UNAUDITED)



                                              Three months ended September 30,             Nine months ended September 30,
                                         -----------------------------------------    ---------------------------------------
                                   Note      2004            2003           2004         2004            2003            2004
                                              RMB             RMB            US$          RMB             RMB             US$
                                              ---             ---            ---          ---             ---             ---

Income:
On-line services                             67,187         95,246          8,108        210,723        344,304         25,429
Asset management services                   252,500           --           30,471      1,987,291           --          239,820
                                         ----------     ----------     ----------     ----------     ----------    -----------
                                            319,687         95,246         38,579      2,198,014        344,304        265,249
Administrative and general
 expenses                                  (441,953)      (532,648)       (53,333)    (1,284,847)    (1,340,213)      (155,051)
                                         ----------     ----------     ----------     ----------     ----------    -----------
(Loss) Profit from operations              (122,266)      (437,402)       (14,754)       913,167       (995,909)       110,198

Loan interest                               (65,223)      (107,783)        (7,872)      (174,759)      (107,783)       (21,089)
Other income                                     23             17              3         21,303             42          2,571
                                         ----------     ----------     ----------     ----------     ----------    -----------
(Loss) Profit before
income taxes                               (187,466)      (545,168)       (22,623)       759,711     (1,103,650)        91,680

Income taxes                        7           --             --             --             --             --            --
                                         ----------     ----------     ----------     ----------     ----------    -----------
Net (Loss) Profit                          (187,466)      (545,168)       (22,623)       759,711     (1,103,650)        91,680
                                         ==========     ==========     ==========     ==========     ==========    ===========
Basic and diluted net
(Loss) Profit per share                      (0.004)        (0.014)        (0.001)         0.018         (0.028)         0.002
                                         ==========     ==========     ==========     ==========     ==========    ===========
Weighted average shares
 outstanding                             43,800,000     40,000,000     43,800,000     42,940,146     40,000,000     42,940,146
                                         ==========     ==========     ==========     ==========     ==========    ===========


See notes to the financial statements.

                                       4


                                CHINAWE.COM INC.
         CONSOLIDATED CONDENSED STATEMENTS OF SHAREHOLDERS' DEFICIT AND
                           COMPREHENSIVE INCOME (LOSS)
                      NINE MONTHS ENDED SEPTEMBER 30, 2004
                                   (UNAUDITED)




                                             Common stock
                                             ------------
                                                                                                        Accumulated
                                                                                                        other          Total
                                                                     Capital in         Accumulated     comprehensive  Shareholders'
                                                         Amount      excess of par      deficit         income         deficit
                                          Shares         RMB         RMB                RMB             RMB            RMB
                                          ------         ---         ---                ---             ---            ---

Balances, January 1,
2004                                    40,000,000      320,000         (319,198)       (9,823,567)        1,014        (9,821,751)
                                                                                                                        ----------
Issue of shares for
     Settlement of loan                  3,800,000       31,491        1,031,409              --            --           1,062,900
                                                                                                                        ----------
Comprehensive income:
   Net profit for the nine
   months ended September                     --           --               --             759,711          --             759,711
   30, 2004
   Currency translation
   adjustments                                --           --               --                --          25,316            25,316
                                        ----------      -------          -------        ----------        ------        ----------
   Total comprehensive
   income                                                                                                                  785,027
                                                                                                                        ----------
Balances, September 30, 2004
                                        43,800,000      351,491          712,211        (9,063,856)       26,330        (7,973,824)
                                        ==========      =======          =======        ==========        ======        ==========
Balances, September
30, 2004-                       US$                      42,417           85,947        (1,093,797)        3,177          (962,256)
                                                        =======          =======        ==========        ======        ==========





See notes to the financial statements.

                                       5


                                CHINAWE.COM INC.
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                  NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
                                   (UNAUDITED)



                                                            2004           2004         2003
                                                             RMB            US$          RMB
                                                             ---            ---          ---

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net profit (loss)                                       759,711        91,679    (1,103,650)

   Adjustments to reconcile net loss to net cash used
      in operating activities:
      Depreciation                                          50,033         6,038       104,019
      Interest expense to a director                          --            --         107,783
      Changes in operating assets and liabilities,
       net of effects of acquisition:
         Accounts receivable                              (169,635)      (20,471)       (2,674)
         Other current assets                               15,932         1,923          (475)
         Accrued expenses and other
             current liabilities                           (89,645)      (10,818)     (400,058)
         Customer deposits received                        (41,055)       (4,954)      (36,630)
                                                        ----------      --------    ----------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES        525,341        63,397    (1,331,685)
                                                        ----------      --------    ----------
CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of property, plant and equipment                  (36,105)       (4,357)       (9,145)
                                                        ----------      --------    ----------
 NET CASH USED IN INVESTING ACTIVITIES                     (36,105)       (4,357)       (9,145)
                                                        ----------      --------    ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Loan from a director                                       --            --       1,283,520
   Loan from a related party                                  --            --       1,069,600
   Increase (Decrease) in loan from a director              21,741         2,623      (297,566)
   Advances from related parties                         1,548,779       186,902     1,790,495
   Repayments to related parties                        (2,102,241)     (253,692)   (2,165,955)
   Repayment of long term debt                             (37,601)       (4,537)      (35,661)
                                                        ----------      --------    ----------
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES       (569,322)      (68,704)    1,644,433
                                                        ----------      --------    ----------
NET (DECREASE) INCREASE IN
  CASH AND CASH EQUIVALENTS                                (80,086)       (9,664)      303,603

CASH AND CASH EQUIVALENTS, BEGINNING                       139,218        16,800        18,953

EFFECT OF EXCHANGE RATE ON CASH                               (143)          (17)       16,968
                                                        ----------      --------    ----------
CASH AND CASH EQUIVALENTS, ENDING                           58,989         7,119       339,524
                                                        ==========      ========    ==========
NON-CASH TRANSACTION
Conversion of amount due to a related party
  to 3,800,000 shares of common stock of the Company     1,062,900       128,260          -
                                                        ==========      ========    ==========


See notes to the financial statements.

                                       6


              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
                                   (UNAUDITED)

1. The interim financial statements

The interim financial statements have been prepared by Chinawe.com Inc.
("Chinawe") 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, 2003 (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, 2004 and 2003 are not necessarily indicative
of the operating results for the full year.

2. Organization and merger

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

Officeway Technology Limited ("Officeway"); incorporated in the British Virgin
Islands in December 1999, formed for the purpose of acquiring (in March 2000)
its wholly-owned subsidiary, Welcon Info-Tech Limited.

Chinawe Asset Management Limited ("CAM(HK)") (formerly known as Welcon Info-Tech
Limited); incorporated in Hong Kong in September 1997 and changed its name from
Welcon Info-Tech Limited to Chinawe Asset Management Limited in July 2004,
provides 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 People's
Republic of China ("PRC") 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
business-to-business e-marketplace for small to medium size businesses. The
joint venture

                                       7


              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
                                   (UNAUDITED)

agreement required CAM(HK) to invest RMB1,056,412 into the joint venture. The
PRC Party is to provide premises, facilities and licensing agreements for an
annual service fee of RMB100,000. All profits or losses, net of service fees
from the joint venture are to be allocated to CAM(HK).

3. Summary of significant accounting policies

     (a)  Basis of presentation

          The accompanying financial statements present the financial position
          of the Company, Officeway, CAM(HK) and WIT(GZ) as of September 30,
          2004, the results of their operations for the three and nine months
          ended September 30, 2004 and 2003 and cash flows for the nine months
          ended September 30, 2004 and 2003. All inter-company accounts and
          transactions have been eliminated on consolidation.


     (b)  Translation of foreign currencies

          Transactions in currencies other than functional currencies during the
          year are translated into the respective functional currencies at the
          applicable rates of exchange prevailing at the time of the
          transactions. Monetary assets and liabilities denominated in
          currencies other than functional currencies are translated into
          respective functional currencies at the applicable rates of exchange
          in effect at the balance sheet date. Exchange gains and losses are
          recorded in the consolidated statement of operations.

          The translation of the financial statements of subsidiaries whose
          functional currencies are other than RMB into RMB is performed for
          balance sheet accounts using closing exchange rates in effect at the
          balance sheet date and for revenue and expense accounts using an
          average exchange rate during each reporting period. The gains or
          losses resulting from translation are included in shareholders'
          deficit separately as accumulated other comprehensive income or loss.


                                       8


              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
                                   (UNAUDITED)

3. Summary of significant accounting policies (continued)

          Translation of amounts from RMB into US$ for the convenience of the
          reader has been made at the exchange rate on September 30, 2004 of
          US$1.00 = RMB8.2866. No representation is made that the RMB amounts
          could have been, or could be, converted into US$ at that rate on
          September 30, 2004 or at any other date.


     (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."

4. Property, plant and equipment, net

                                                         September 30, 2004
                                                         ------------------
                                                      RMB                  US$
                                                      ---                  ---
At cost:
Computer equipment                                  188,142              22,704
Leasehold improvement                                40,905               4,936
Motor vehicle                                       346,158              41,773
                                                   --------             -------
                                                    575,205              69,413

Accumulated depreciation                           (532,989)            (64,319)
                                                   --------             -------
                                                     42,216               5,094
                                                   ========             =======

                                       9


              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
                                   (UNAUDITED)

5. Long term debt

     Long term debt consists of a bank loan with RMB66,085 outstanding at
     September 30, 2004. The loan is unsecured, bears interest at 5.31% per
     annum and is repayable in monthly installments of RMB4,563 with final
     maturity in December 2005. Maturities under the loan are as follows:

                   Year ending                    Amount              Amount
                   September 30                     RMB                  US$
                   ------------                     ---                  ---

                    2005                          52,515               6,337
                    2006                          13,570               1,638
                                                  ------               -----
                                                  66,085               7,975
                                                  ======               =====

6. Related party transactions

     The balances with related parties are as follows:

                                                           September 30, 2004
                                                           ------------------
                                                  Note      RMB           US$
                                                            ---           ---
      Loan from a director, including interest     (a)   1,139,117      137,465
      Advances from other related parties:         (b)
         Shareholders                                    5,971,789      720,656
         PRC party                                          28,685        3,462
                                                         ---------      -------
                                                         7,139,591      861,583
                                                         =========      =======

     (a)  The loan from a director is unsecured, interest bearing and was
          repayable on June 30, 2004. Interest expenses charged for the nine
          months ended September 30, 2004 and 2003 were RMB171,290 (US$20,671)
          and RMB107,783 (US$13,007), respectively. The maturity date of this
          loan was extended until such time as the Company enters into a
          definitive Services Agreement with Citigroup Financial Products, Inc.
          See "Item 2. Management's Discussion and Analysis or Plan of Operation
          - Liquidity and Capital Resources."

     (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, 2004
          and 2003, the Company received advances from related parties of
          RMB1,548,779 and RMB1,790,495, respectively. In addition, during the
          nine months ended September 30, 2004 and 2003, the Company repaid
          advances of RMB2,102,241 and RMB2,165,955, respectively.

                                       10


              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
                                   (UNAUDITED)

        The Company occupied office space in a building leased by an affiliate
        of the Company. Rent expense for each of the nine months ended September
        30, 2004 and 2003 was approximately RMB62,186 and RMB161,964,
        respectively.

7. Income taxes

It is management's intention to reinvest all the income attributable to the
Company earned by its operations outside the United States. Accordingly, no U.S.
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%.

No income taxes have been provided for CAM(HK) as its assessable profit during
the nine months ended September 30, 2004 is wholly absorbed by unrelieved tax
losses brought forward from previous years. No income taxes have been provided
for WIT(GZ) as it has incurred losses since it began operation in March 2000.

8. 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, 2004, no awards have been
made under the Plan.

                                       11


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, 2004
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, 2004, the Company reported
a net profit of RMB759,711 (US$91,680) and as of September 30, 2004 had a
shareholders' deficit and a working capital deficit of RMB7,973,824 (US$962,256)
and RMB8,002,470 (US$965,712), respectively.

Three Months Ended September 30, 2004 compared to the Three Months Ended
September 30, 2003

Revenues. Income for the three months ended September 30, 2004 was RMB319,687 as
compared to subscription and service income of RMB95,246 for the three months
ended September 30, 2003, an increase of 236%. As a result of focusing on the
new business of providing services relating to the management of non-performing
loans as discussed in "Liquidity and Capital Resources" below, revenue earned
from the Company's e-business has continued to decrease while the Company
started to earn asset management revenue in this quarter.

Expenses. Administrative and general expenses for the three months ended
September 30, 2004 were RMB441,953 as compared to RMB532,648 for the three
months ended September 30, 2003, a decrease of 17%. The decrease was mainly
attributable to the decrease in rental expense. In addition, loan interest
decreased from RMB107,783 to RMB65,223 or 39%. This is due to the loan advanced
to the Company by a director, for which the Company incurred interest expense of
RMB107,783 payable to such director in the third quarter of 2003 while only
RMB64,234 was incurred in the third quarter of 2004.

As a consequence of the foregoing, we had a loss from operations for the three
months ended September 30, 2004 of RMB122,266 as compared to a loss from
operations of RMB437,402 for the three months ended September 30, 2003. Our net
loss for the three months ended September 30, 2004 was RMB187,466 as compared to
a net loss of RMB545,168 for the three months ended September 30, 2003.


                                       12


Nine Months Ended September 30, 2004 compared to the Nine Months Ended September
30, 2003

Revenues. Income for the nine months ended September 30, 2004 was RMB2,198,014
as compared to subscription and service income of RMB344,304 for the nine months
ended September 30, 2003, an increase of 538%. As a result of focusing on the
new business of providing services relating to the management of non-performing
loans as discussed in "Liquidity and Capital Resources" below, revenue earned
from the Company's e-business has continued to decrease. Other income for the
nine months ended September 30, 2004 was RMB21,303 as compared to other income
of RMB42 for the nine months ended September 30, 2003, an increase of 507 times.
The increase is due to the write back of rental expenses overprovided for in the
fiscal year ended December 31, 2003 of RMB20,000.

Expenses. Administrative and general expenses for the nine months ended
September 30, 2004 were RMB1,284,847 as compared to RMB1,340,213 for the nine
months ended September 30, 2003, a decrease of 4%. The decrease is mainly
attributable to decrease in rental expense.

As a consequence of the foregoing, we had a profit from operations for the nine
months ended September 30, 2004 of RMB913,167 as compared to a loss from
operations of RMB995,909 for the nine months ended September 30, 2003. Our net
profit for the nine months ended September 30, 2004 was RMB759,711 as compared
to a net loss of RMB1,103,650 for the nine months ended September 30, 2003.

Liquidity and Capital Resources

The Company's financial statements for the nine months ended September 30, 2004
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, 2004, the Company reported
a net profit of RMB759,711 (US$91,680) and as of September 30, 2004 had a
shareholders' deficit and a working capital deficit of RMB7,973,824 (US$962,256)
and RMB8,002,470 (US$965,712), respectively. Although the Company has
experienced difficulty in meeting its liquidity needs, management of the Company
is confident that the following plans should address the issue of the Company
continuing as a going concern:

(1)  In June 2001, the Company signed an agreement with China Great Wall Asset
     Management Corporation ("Great Wall"), a PRC government-controlled
     financial company. 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 decided to enter into
     the business of servicing non-performing loans, including but not limited
     to, asset auctions and asset securitizations.

(2)  During the period ended June 30, 2004, the Company entered into an interim
     Services Agreement (the "Agreement") with Citigroup Financial Products
     Inc., a subsidiary of

                                       13


     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 will be in effect for a period of approximately eight months,
     during which period approval of the requisite Chinese governmental agencies
     will be sought for the transaction between CFP and Great Wall. Upon receipt
     of the relevant approvals, it is the intention of CFP and the Company that
     the Company is to provide substantially the same services for a period
     covering the resolution of the NPLs (the "Definitive Agreement"). There can
     be no assurance, however, that the relevant approvals will be granted or
     that CFP will enter into the Definitive Agreement.

     In addition to receiving servicing fees, including a fixed monthly portion
     and a variable fee based on performance, the servicing arrangement for the
     Huizhou 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 exercise to a later date when the benefits of
     such exercise can be maximized. As most of the servicing fees are payable
     after the closing, the full effect of the Agreement will only be reflected
     after the closing which is expected to occur by the end of this year. To
     date, CFP has paid the Company the $100,000 signing fee required by the
     Agreement. In addition to the servicing fees, CFP is obligated to pay the
     Company the sum of $150,000 after the closing. During the period up to the
     closing, the Company expects to receive service fees on a regular basis.

     The Agreement provides the basis for close cooperation between the Company
     and CFP for the investment and resolution of non-performing assets in the
     Chinese market. The Company is currently evaluating its involvement in a
     series of NPLs transactions and more transactions are expected in the near
     future.

     The Company reached agreement with Great Wall for the employment of certain
     members from the existing Great Wall team in Guangdong. The Company will
     continue to hire staff 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 believes that the new strategic direction of the Company and the
     servicing arrangement with CFP will erase doubts on the Company's operating
     as a going-concern. Barring unforeseen circumstances and conditioned upon
     execution of the Definitive Agreement, the Company is expected to have a
     turn around in operating results in the fourth quarter of this year.
     Management believes that the focus on NPLs in China will form the basis of
     growth for the Company in the years to come. The Company is currently
     evaluating its involvement in a series of NPL transactions. The Company
     will focus on the NPL business as its core business and its current
     e-business is expected to diminish in importance with respect to revenue
     and profit.

                                       14


(3)  Upon entering into the Definitive Agreement, the Company expects to issue
     an aggregate of five to ten million shares of Common Stock to various
     finders as compensation for their efforts and contributions in connection
     with the deal.

(4)  Having entered into the Agreement as mentioned in section (2) above,
     within the coming months the Company expects 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 until such time as the transaction between CFP and Great Wall is
     approved by the requisite Chinese governmental agencies. Thereafter,
     assuming such approval is given and the Definitive Agreement is executed,
     the Company expects 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. In addition, we
     may seek to raise funds by offering debt or equity to the public. There is
     no guarantee that we will be able to raise the funds. Thereafter, we may
     need to raise additional funds in order to meet funding requirements of a
     more rapid expansion plan, potential acquisitions, development of new or
     enhanced products or services in response to competitive pressures or to
     acquire technologies or complimentary products or businesses.






                                       15


     Factors That May Affect Future Results

     Management's Discussion and Analysis and other parts of this Report contain
     information based on management's beliefs and forward-looking statements
     that involve a number of risks, uncertainties and assumptions. There can be
     no assurance that actual results will not differ materially from the
     forward-looking statements as a result of various factors, including but
     not limited to the following:

     The markets for many of our product offerings are characterized by rapidly
     changing technology, evolving industry standards, and frequent new product
     introductions. Our operating results will depend to a significant extent on
     our ability to design, develop, or otherwise obtain and introduce new
     products, services, systems, and solutions and to reduce the costs of these
     offerings. The success of these and other new offerings is dependent on
     many factors, including proper identification of customer needs, cost,
     timely completion and introduction, differentiation from offerings of our
     competitors and market acceptance. The ability to successfully introduce
     new products and services could have an impact on future results of
     operations.

     Fluctuations in Quarterly Results

     We have incurred accumulated losses since inception, and cannot be certain
     that we will achieve profitability on a quarterly or annual basis in the
     future. We believe that future operating results will be subject to
     quarterly fluctuations due to a variety of factors, including, but not
     limited to:

     o    Continued growth of business and of the Internet in China;
     o    Our ability to attract and retain customers and maintain customer
          satisfaction;
     o    Technical difficulties or system outages;
     o    Government regulation;
     o    Fulfilling contractual obligations under the agreements with China
          Great Wall Asset Management Corporation and others;
     o    Pricing policies of competitors;
     o    Ability to attract and retain qualified personnel with Chinese
          language and Internet industry expertise, in particular technical,
          sales and marketing personnel;
     o    The amount and timing of operating costs and capital expenditures
          relating to expansion of our business and infrastructure;
     o    The ability to upgrade, develop and maintain our systems and
          infrastructure; and
     o    Failure to increase sales.

     In addition to the factors set forth above, the Company's operating results
     will be impacted by the extent to which the Company incurs non-cash charges
     associated with stock-based arrangements with employees and non-employees.

     Quantitative And Qualitative Disclosures About Market Risk

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

                                       16


     interest-sensitive debt instruments.

     We expect to derive a significant portion of revenues in the form of
     Renminbi and, therefore, may be exposed to significant foreign currency
     risks in the future. During the nine months ended September 30, 2004 and
     September 30, 2003, we did not engage in hedging activities to mitigate the
     impact of changes in foreign exchange rates. We may in the future use
     foreign currency forward exchange contracts as a vehicle for hedging
     purposes.

     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.

     We recognize subscription and service income from members over the period
     of subscription and to the extent of services rendered in accordance with
     the terms of subscription and service 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 result in an additional general and administrative
     expense in the period such determination was made.

     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.

     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.

                                       17


                                  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.

     Risks Relating To Our Business

     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. In particular, the Company has limited previous
     experience in the asset management business. There is the risk that an
     established loan servicing company might expand into China and acquire a
     large market share of the loan servicing business. It is also possible that
     the services provided by the Company might not be competitive against a
     stronger and more experienced loan servicing company.

     GOVERNMENT APPROVAL

     The Agreement is an interim agreement which will be in effect for a period
     of approximately eight months, during which period approval of the
     requisite PRC governmental authorities will be sought. There can be no
     assurance that such approvals will be granted or be granted on a timely
     basis. Failure to obtain the requisite approvals or to obtain the approvals
     on a timely basis will have a material adverse affect on our business,
     financial condition and operating results.

     DEPENDENCE ON CFP

     CFP is currently the Company's sole client for its asset management
     business. The loss of CFP as a client will have a material adverse affect
     on our business, financial condition and operating results. The Company's
     failure to attract and retain additional clients for loan servicing will
     have a material adverse affect on our business, financial condition and
     operating results.

     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


                                       18


     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.

     OUR MANAGEMENT HAS LIMITED EXPERIENCE OPERATING A PUBLIC COMPANY

     IF WE FAIL TO EFFECTIVELY MANAGE OUR GROWTH, OUR BUSINESS WILL SUFFER

     Rapid growth will place a significant strain on our managerial,
     operational, financial and information systems resources. To accommodate
     any significant increase in our size and manage our growth, we must
     implement and improve these systems and attract, train, manage and retain
     qualified employees. These demands will require us to add new management
     personnel and develop new expertise. If we fail to successfully manage our
     growth, our ability to maintain and increase our customer base will be
     impaired and our business will suffer.

     NETWORKS ARE SUBJECT TO SECURITY RISKS AND INAPPROPRIATE USE BY INTERNET
     USERS THAT COULD INTERRUPT OUR SERVICES

     Despite implementation of security measures, we remain vulnerable to
     computer viruses, sabotage, break-ins and similar disruptive problems
     caused by subscribers or other Internet users.

     OUR INTERNET SERVICES AND REPUTATION MAY BE ADVERSELY AFFECTED BY SOFTWARE
     DEFECTS

     Our internet services depend on complex software developed by third
     parties. Software often contains defects, particularly when first
     introduced or when new versions are released. These defects could cause
     service interruptions that damage our reputation, increase our service
     costs, cause us to lose revenue, delay market acceptance or divert our
     development resources, any of which could materially adversely affect our
     internet business. We may not discover software defects that affect our
     services or enhancements until we deploy the software.

                    RISKS RELATING TO DOING BUSINESS IN CHINA

     INCREASED GOVERNMENT REGULATION MAY INCREASE OUR COST OF DOING BUSINESS OR
     CAUSE US TO CHANGE THE WAY WE CONDUCT OUR BUSINESS

     Any new legislation or regulation adopted by the PRC regarding the
     Internet, or the application or uncertainty relating to the application of
     existing laws and regulations to the Internet, could materially adversely
     affect our business, operating results and financial condition. Legislation
     could impair the growth of the Internet and decrease the acceptance

                                       19


     of the Internet as a communications and commercial medium. This could
     decrease the demand for our services, increase our cost of doing business
     or otherwise have a material adverse affect on our internet business.
     Further, the growth and development of the Internet messaging market may
     prompt calls for more stringent consumer protection laws that may impose
     additional burdens on companies conducting business online. These laws may
     impose additional burdens on our business. For example, because we rely on
     the collection and use of personal data from our users for targeting
     advertisements, any laws or regulations that restrict our ability to
     collect or use such information may harm us. Hong Kong has enacted laws or
     adopted regulations that prevent Internet companies or Web portals from
     selling any information collected from users.

     Any new legislation or regulation adopted by the PRC regarding the loan
     servicing business in the PRC, or the application or uncertainty relating
     to the application of existing laws and regulations to the loan servicing
     business, could decrease the demand for our services, increase our cost of
     doing business or otherwise have a material adverse affect on our business,
     financial condition and operating results.

     REGULATION OF THE INTERNET AND INFORMATION INDUSTRY IN THE PRC MAY
     ADVERSELY AFFECT OUR BUSINESS

     The PRC has enacted regulations governing the provision of ISP services,
     Internet access and the distribution of news and other information. The
     Chinese government regulates access to the Internet by imposing strict
     licensing requirements and requiring ISPs in China to use the international
     inbound and outbound Internet backbones. Our vendors of these services have
     obtained all licenses required to offer Internet access services in the
     parts of the PRC where we conduct business, but there can be no assurance
     that such licenses will be retained.

     We also note that the Chinese legal system is a civil law system in which
     decided legal cases have little precedential value. As a result, in many
     cases it is difficult to determine the type of content that may result in
     liability. We cannot predict the effect of further developments in the
     Chinese legal system, particularly with regard to the Internet, including
     the promulgation of new laws, changes to existing laws or the
     interpretation or enforcement thereof, or the preemption of local
     regulations by national laws. Periodically, the Ministry of Public Security
     has stopped the distribution of information over the Internet which it
     believes to be socially destabilizing. The Ministry of Public Security has
     the authority to cause any local ISP to block any Web site maintained
     outside of China at its sole discretion. Web sites that are blocked in
     China include many major news-related Web sites such as www.cnn.com,
     www.latimes.com, www.nytimes.com and www.appledaily.com.hk. These laws will
     affect the Chinese language Web portal which we propose to develop in the
     future.

     The Chinese government has also expressed its intention to closely control
     possible new areas of business presented by the Internet, such as Internet
     telephony. We cannot provide assurance that we will be able to obtain any
     necessary license required in the future or that future changes in Chinese
     government policies affecting the provision of ISP services, information
     services, including the provision of online services, will not impose
     additional

                                       20


     regulatory requirements on us or our strategic partners, intensify
     competition in the Chinese information industry or otherwise have a
     material adverse effect on our business, financial condition and results of
     operations.

     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 deflation which may
     continue in the future. The current economic situation may adversely affect
     our profitability over time as expenditures for advertisements may decrease
     due to the results of slowing domestic demand and deflation. In October,
     1998, the Guangdong International Trust and Investment Corporation, an
     investment holding company of Guangzhou Province, was declared insolvent
     and shut down by the PRC government. Subsequently many other similarly
     situated PRC provincial investment holding companies have defaulted on
     their loans and experienced financial difficulties. As a result, our
     clients and suppliers may have limited access to credit that 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 devalue the Renminbi which could
     increase our costs relative to our PRC revenues.

     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
     Renminbi. Although Chinese governmental policies were introduced in 1996 to
     allow greater convertibility of the Renminbi, significant restrictions
     still remain. We can provide no assurance that the Chinese regulatory
     authorities will not impose greater restrictions on the convertibility of
     the Renminbi. Any future restrictions on currency exchanges may limit our
     ability to utilize revenue generated in Renminbi 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 Renminbi and U.S. dollars. As a result, we are
     subject to the effects of exchange rate fluctuations with respect to any of
     these currencies. We have not entered into agreements or purchase
     instruments to hedge our exchange rate risks although we may do so in the
     future.

                                       21


                           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 NASD.

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

     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 National Association of
     Securities Dealers, Inc. 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.




                                       22


     Recently Issued Accounting Pronouncements

     There are no new accounting pronouncements for which adoption is expected
     to have a material effect on the Company's financial statements.


     Item 3. Controls and Procedures.

     (a)  Evaluation of Disclosure Controls and Procedures

     Disclosure controls and procedures are designed to ensure the reliability
     of the financial statements and other disclosures included in this report.
     Within the 90 days prior to the filing of this report, 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 pursuant to Exchange
     Act Rule 13a-15. Based upon that evaluation, the Chief Executive Officer
     and Chief Financial Officer concluded that the Company's disclosure
     controls and procedures are effective in timely alerting them to material
     information required to be included in the Company's periodic Securities
     and Exchange Commission filings.

     (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.




                                       23


                          PART II - OTHER INFORMATION

Item 6.  Exhibits.

          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







                                       24


                                   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 22, 2004
                                                    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)




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