Unassociated Document


    EXHIBIT
      10.1

    Second
      Amendment to Share Exchange Agreement

     

    
      WHEREAS,
        the undersigned are parties to that certain Share Exchange Agreement entered
        into on September 20, 2005, as amended on September 22, 2005 (collectively
        referred to herein as the “Share Exchange Agreement”) entered into by and among
        the shareholders of Skystar Bio-Pharmaceutical Company, a Cayman Island Company
        (“Skystar”), listed on Schedule I attached (each, a “Skystar Shareholder,”
        collectively, the “Skystar Shareholders”), on the one hand; and The Cyber Group
        Network Corporation, a publicly traded Nevada corporation (OTCBB: CGPN.OB)
        (“CGPN”), R. Scott Cramer, an individual, Steve Lowe, an individual, David
        Wassung, an individual (all hereinafter referred to collectively as the “CGPN
        Shareholders”) on the other hand.

      


      WHEREAS,
        the parties wish to amend the Share Exchange Agreement as set forth
        herein.

      


       NOW
        THEREFORE
        in
        consideration of valuable consideration, the receipt and sufficiency of which
        are hereby acknowledged, each of the undersigned hereby agrees as
        follows:

      


      1. 
          Extension
        of Closing Date. The October 15, 2005 closing deadline set forth in Section
        2.1
        of the Share Exchange Agreement shall be struck and be replaced with October
        31,
        2005. All other provisions of the Share Exchange Agreement shall remain the
        same. 

       

      IN
        WITNESS WHEREOF, the parties have caused this Amendment to Shares Exchange
        Agreement to be duly executed as of October 14, 2005.

      
        
          
            	 	 	 
	 	Skystar
                    Bio-Pharmaceutical Company
	 
 	
                     

                  	 
 
	 	By:  	/s/ 
                    Wei Bing Lu
	 	 	
                    
                      

                    

                    Wei Bing Lu

                    Chairman

                  


          

        

        
          
            	 	 	 
	 	Clever
                    Mind International Limited
	 
 	
                     

                  	 
 
	 	By:  	/s/ 
                    Wen Wei
	 	 	
                    
                      

                    

                    Wen Wei

                    Chairman

                  
	
                     

                  	 


          

        

        
          
            
              
                
                  	 	 	 
	 	/s/  Yuan Tai Wang
	 	
                          
Yuan
                          Tai Wang
	 	 
	 	/s/ Yuan Xue Jian
	 	
                          
Yuan
                          Xue Jian
	 	 
	 	/s/  Sidong
                          Zhu
	 	
                          
                            

                          
Sidong Zhu
	
                           

                        	 


                

              

            

          

          
            
            

            
              

            

          

          
            
            

          

           

        

        
          
            
              	 	 	 
	 	
                      The
                        Cyber Group Network Corporation

                    
	 
 	
                       

                    	 
 
	 	By:  	/s/ 
                      R. Scott Cramer
	 	 	
                      

                    
	 	 	R. Scott Cramer
                      Chief
                        Executive Officer

                    
	 	
                       

                    


            

            
              
                
                  	 	 	 
	 	/s/  Steve Lowe
	 	
                          
Steve
                          Lowe, President
	 	 
	 	/s/  David
                          Wassung
	 	
                          
                            

                          
David Wassung
	
                           

                        	 


                

              

            

          

        

      

    

    
      
        
        

      

      
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