Exhibit 10.2 - Form of  12% Secured Note




Exhibit
10.2


12% SECURED NOTE

CHINA GRANITE CORPORATION

12% Secured Note, due October
4, 2006


  
  	
$_____________________	 Miami, FL
		October 5, 2005


  

     China Granite Corporation, a corporation
duly organized and existing under the laws of the State of Nevada (the "Company"),
for value received, hereby promises to pay to _____________________
(the
"Purchaser"), or its registered assigns (the Purchaser or its
assigns being the "Holder"), the principal sum of _____________________
Dollars ($_____________________) (the "Principal Amount")
on October 4, 2006 (the "Maturity"), and to pay interest
(computed on the basis of a 365-day year) (i) on the unpaid Principal Amount
from the date of this Note at the rate of one percent (1%) per month from the
date hereof, payable quarterly on January 4, April 4, July 4 and October 4 (each
quarterly interest payment date hereinafter collectively referred to as an
"Interest Payment Date"), and if unpaid thereafter shall be
paid when the unpaid Principal Amount shall become due and payable (whether at
Maturity, or by declaration, acceleration or otherwise).

    The interest and outstanding Principal
Amount payable with respect to this Note, on any Interest Payment Date, at
Maturity or by declaration, acceleration or otherwise, pursuant to the Note
Agreement (as defined herein), shall be paid to the Purchaser in such coin or
currency of the United States of America as at the time of payment is legal
tender for payment of public and private debts. Such interest and outstanding
Principal Amount shall be made to the Purchaser in accordance with the
provisions of the Note Agreement. Defaulted interest shall accrue at the rate of
sixteen percent (16%) per annum.

    The Company may at any time and from
time to time prepay the Principal Amount of the Note plus accrued interest, in
whole or in part, without penalty.

    This Note is a secured obligation of the
Company and ranks senior in right of payment and priority to all existing and
future obligations of the Company except for two 8% convertible secured notes
issued to CAMIFO Master LDC with a principal amount of $150,000.00 and Bridges
& Pipes LLC with a principal amount of $250,000.00 which rank in priority to
this Note. This Note is issued pursuant to, and is subject to the terms of, the
12% Secured Note Purchase Agreement (the "Note Agreement"),
dated as of October 5, 2005, by and
among the Company, the Purchaser and the other purchasers named therein (the
"Other Purchasers"). The Holder of this Note is subject to, and
entitled to the benefits of, the Note Agreement, and may enforce the Note
Agreement and exercise the remedies provided for thereby or otherwise available
in respect thereof.

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    This Note is entitled to the benefit of
that certain Security Agreement, dated as of October
5, 2005, by and among the Company and its subsidiaries, the Purchaser and the
Other Purchasers (the "Security Agreement"), pursuant to which
the Purchasers are granted a second first priority security interest in the
Collateral (as such term is defined in the Security Agreement). This Note shall
be subject to the terms and conditions set forth in such Security Agreement.

    This Note may be transferred or
assigned by the Purchaser only as provided in the Note Agreement. As provided in
the Note Agreement, upon surrender of this Note for registration of transfer,
duly endorsed, or accompanied by a written instrument of transfer duly executed
by the Purchaser or the Purchaser's attorney duly authorized in writing, a new
Note for a like aggregate principal amount and otherwise of similar tenor, will
be issued to, and registered in the name of, the transferee. Prior to due
presentment for registration of transfer, the Company may treat the person in
whose name this Note is registered as the Holder and owner hereof for the
purpose of receiving payments and for all other purposes, and the Company shall
not be affected by any notice to the contrary.

    In the case of an Event of Default (as
defined in the Note Agreement), the outstanding Principal Amount and unpaid
interest may be declared or otherwise become due and payable in the manner and
with the effect provided in the Note Agreement.

    No reference
herein to the Note Agreement and no provision of this Note or of the Note
Agreement shall alter or impair the obligation of the Company which is absolute
and unconditional, to pay the principal of (and premium, if any) and interest on
this Note at the times, place and rate, and in the coin or currency, herein
prescribed.

   All terms used in this Note which are
defined in the Note Agreement shall have the meanings assigned to them in the
Note Agreement.


  
  	IN WITNESS WHEREOF, the Company has caused this
instrument to be duly executed.
         

      
		
	Dated: October
5, 2005	
		CHINA GRANITE CORPORATION
         

      
		
		By: /s/ Dong Chen
         

      
		
		Dong Chen
		Title: President


  

 

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