SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM
10-K/A2  x
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934For the period ended December 31, 2007o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 for the transition period from__________________ to ____________________.Commission File Number 000-25997China Holdings, Inc.(Exact Name of Small Business Issuer as specified in its
Charter)  Wyoming

91-1939533(State or other Jurisdiction ofIncorporation or
Organization)

(I.R.S. EmployerIdentification Number)78365 Hwy. 111 Ste. 382 La Quinta, CA

922253(Address of principal executive offices)

(Zip Code)(760) 219-2776(Issuer's telephone number)  Former
Name: Silver Bow Antique Aviation  Common Stock, no par value

3,190,400Title of Class

Number of Shares Outstandingat December 31,
2007  Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities
Act                 

o    Yes    

x No  Indicate by check mark if the registrant is not required to
file reports pursuant to Section 13 or Section 15(d) of teh
Act.                

o    Yes    

x No  Indicate by check mark
whether the Issuer (1) filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 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
x  No
o  Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not
contained herein, and wil not be contained, to the best of registrants
knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form
10-K.  
x     Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company.   See the definitions of large accelerated filer,
 accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act.  Large accelerated filer   
o Accelerated filer   
o  Non-accelerated filer    
oSmaller reporting company  
x   Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Act).  
x Yes

o  No.  Indicate
the number of shares outstanding of each of theissuer's classes of Common
Equity, as of the latest practicable date.  Common Stock, no par value

3,190,400Title of Class

Number of Shares Outstandingat December 31, 2007No Exhibits.  2   PART I  Item
1. Business  Business Development.  China
Holdings, Inc. (the "Company") was organized under the laws of the State of
Nevada on April 28, 1994, under the name "Silver Bow Antique Aviation". The
Company was incorporated primarily to engage in the restoration and maintenance
of antique aircraft.  The
Company's articles initially authorized the Company to issue a total of 11,000
shares of stock, consisting of 10,000 common stock and 1,000 shares of preferred
stock, both with a par value of $.001 per share.  An
amendment to the Articles of Incorporation of the Company on October 7, 1998
increased its authorized shares to 100,000,000 consisting of 99,990,000 and
10,000 preferred shares, all with a par value of $.001 per share.  Item 1A.  Risk Factors.  N/A  Item 1B.  Unresolved Staff Comments.  N/A  Item 2. Properties .  The
Company has no property as of the date of this report, (31 DEC 2007).  The
Company Headquarters are located in La Quinta, California and are furnished by
Mr. Dempsey Mork, Chief Financial Officer, Director.  Item
3. Legal Proceedings.  None.  Item
4. Submission of matters to a vote of Security holders.  None.  Part II  Item
5. Market for Company's Common Equity ,
Related Stockholder Matters
and Issuer Purchases of Equity Securities.  Market
Information. China Holdings, Inc.'s common stock is not included in the pink
sheets or in the OTC Bulletin Board maintained by the NASD. China Holdings, Inc.
plans to apply to the OTC Bulletin Board.  There
is no public trading market for China Holdings, Inc.'s common stock and that
there is no guarantee any trading market will develop.  3   Holders.  The
shareholders of record of China Holdings, Inc. common stock, as of December 31,
2007 is 52.  Dividends. Holders of China Holdings, Inc. common stock are
entitled to receive such dividends as may be declared by its board of
directors.  Item 6.  Selected Financial Data.  ASSETS2007

2006Current AssetsCash and Cash Equivalents
$
-
$
-Accounts Receivable - Trade

-

-Total Current Assets

-

-Fixed AssetsMachinery and Equipment

-

-Accumulated Depreciation

-

-Total Fixed Assets

-

-Total Assets
$
-
$
-LIABILITIES AND STOCKHOLDERS'
EQUITYCurrent LiabilitiesAccrued Liabilities
$
-
$
-Accounts Payable

-

-Total Current Liabilities

-

-Long Term LiabilitiesConvertible Note

50,000

50,000Total Long Term Liabilities

50,000

50,000Stockholders' Equity (Note B)Preferred stock, par value $1;1,000
shares authorized; -0-shares
issued and outstanding

-

-Common stock, par value $.001;99,999,000
shares authorized;3,190,400
shares issued and outstanding

3,190

3,190Additional Paid in Capital

-

-Retained Earnings (Accumulated Deficit)

(53,190)

(53,190)Total Stockholders' Equity

(50,000)

(50,000)Total Liabilities and Stockholders' Equity
$
-
$
-   4    Income

2007

2006Revenues
$
-
$
-Consulting Fees

-

-Total Income

-

-Cost of Goods Sold

-

-Gross Margin

-

-General and Administrative ExpensesInterest Expense

-

-Admin Support

-

-Consulting

-

-New Business Development

-

-Computer Services and Software Systems

-

-Licenses and Permits

-

-Depreciation

-

-Miscellaneous

-

-Total Operating Expenses

-

-Net Income (Loss)
$
-
$
-Per Share Information:Net Income (Loss) per share - 3,190,400 shares
issued
$
-
$
-Basic weighted average numbercommon stock shares outstanding

3,190,400

3,190,400Diluted (loss) per common share
$
-
$
-Diluted weighted average numbercommon stock shares outstanding

3,190,400

3,190,400  Item 7.
Management Discussion and Analysis of Financial Condition and Results of
Operations.  China
Holdings, Inc. is a Development Stage Company and is investigating various
opportunities as a merger candidate. Currently, the Company has entered
discussions with several, small to medium-size companies that are looking for
merger opportunities for listings on a U.S. Stock Agency, such as AMX, NASDAQ,
OTC, BULLETIN BOARD, etc.  The
Management of China Holdings, Inc. has a broad background of management
expertise in merging Companies (such as China Holdings, Inc.) with other
Companies who are seeking assistance in becoming listed on a U.S. Stock
Agency.  Item 7A.  Quantitative and Qualitative Disclosures
About Market Risk.  N/A  5   Item 8.  Financial Statement and Supplementary Data.  CHINA HOLDINGS, INC.  (A
DEVELOPMENT STAGE COMPANY)  AUDITED FINANCIAL STATEMENTS  FOR THE PERIODS ENDING DECEMBER 31, 2007 AND 2006     THE BLACKWING GROUP, LLC 18921G E VALLEY VIEW PARKWAY #325 INDEPENDENCE, MO 64055  F-1   TABLE OF CONTENTS    PageINDEPENDENT
AUDITORS REPORT
F-3FINANCIAL
STATEMENTSBalance
Sheet.
F-4Income
Statement
F-5Statement of
Cash Flows
F-6Statement of
Stockholders Equity
F-7Notes to
Financial Statements
F-8  F-2   THE BLACKWING GROUP, LLC 18921G E VALLEY VIEW PARKWAY #325 INDEPENDENCE, MO 64055 816-813-0098  REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  China Holdings,
Inc. (A Development Stage Company) 78365 Hwy 111 Ste
382 La Quinta, CA
92253  We
have audited the accompanying balance sheets of China Holdings, Inc. (A
Development Stage Company) as of December 31, 2007 and 2006, and the related
statements of income and changes in members equity, and cash flows for the
period then ended.  These financial statements are the responsibility of
the Companys management. Our responsibility is to express an opinion on these
financial statements based on our audits.  We
conducted my 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.  The Company is not
required to have, nor were we engaged to perform, an audit of its internal
control over financial reporting. Our audit included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Companys internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, 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 provides a
reasonable basis for our opinion.  In
our opinion, such financial statements present fairly, in all material respects,
the financial position of China Holdings, Inc. (A Development Stage Company) as
of December 31, 2007 and 2006, and the results of its operations and its cash
flows for the period then ended in conformity with accounting principles
generally accepted in the United States of America.  The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern. As discussed in Note B to the financial
statements, the Company faces competition from existing companies with
considerably more financial resources and business connections. In the event
that Company fails to meet the anticipated levels of performance there is
significant doubt that the Company will be able to meet the debt obligations
related to the non public offering. These conditions raise substantial doubt
about its ability to continue as a going concern.  /s/ The
Blackwing Group, LLC   The Blackwing
Group, LLC Issuing Office:
Independence, MO May 12, 2008  F-3    CHINA HOLDINGS, INC.(A DEVELOPMENT STAGE COMPANY)BALANCE SHEETDECEMBER 31, 2007 AND 2006ASSETS2007

2006Current AssetsCash and Cash Equivalents
$
-
$
-Accounts Receivable - Trade

-

-Total Current Assets

-

-Fixed AssetsMachinery and Equipment

-

-Accumulated Depreciation

-

-Total Fixed Assets

-

-Total Assets
$
-
$
-LIABILITIES AND STOCKHOLDERS'
EQUITYCurrent LiabilitiesAccrued Liabilities
$
-
$
-Accounts Payable

-

-Total Current Liabilities

-

-Long Term LiabilitiesConvertible Note

50,000

50,000Total Long Term Liabilities

50,000

50,000Stockholders' Equity (Note B)Preferred stock, par value $1;1,000
shares authorized; -0-shares
issued and outstanding

-

-Common stock, par value $.001;99,999,000
shares authorized;3,190,400
shares issued and outstanding

3,190

3,190Additional Paid in Capital

-

-Retained Earnings (Accumulated Deficit)

(53,190)

(53,190)Total Stockholders' Equity

(50,000)

(50,000)Total Liabilities and Stockholders' Equity
$
-
$
-  F-4    CHINA HOLDINGS, INC.(A DEVELOPMENT STAGE COMPANY)INCOME STATEMENTFOR THE PERIODS ENDED DECEMBER
31, 2007 AND 2006Income

2007

2006Revenues
$
-
$
-Consulting Fees

-

-Total Income

-

-Cost of Goods Sold

-

-Gross Margin

-

-General and Administrative ExpensesInterest Expense

-

-Admin Support

-

-Consulting

-

-New Business Development

-

-Computer Services and Software Systems

-

-Licenses and Permits

-

-Depreciation

-

-Miscellaneous

-

-Total Operating Expenses

-

-Net Income (Loss)
$
-
$
-Per Share Information:Net Income (Loss) per share - 3,190,400 shares
issued
$
-
$
-Basic weighted average numbercommon stock shares outstanding

3,190,400

3,190,400Diluted (loss) per common share
$
-
$
-Diluted weighted average numbercommon stock shares outstanding

3,190,400

3,190,400  F-5    CHINA HOLDINGS, INC.STATEMENT OF CASH FLOWSFOR THE PERIODS ENDED DECEMBER
31, 2007 AND 2006CASH FLOWS FROM OPERATING ACTIVITIES

2007

2006Net income


$
-
$
-Adjustments to reconcile net income to net cash
providedby operating activitiesDepreciation


-

-Amortization


-

-(Increase) decrease in:Accounts Receivable


-

-Prepaid Expenses


-

-Increase (decrease) in:Accrued Liabilities


-

-Accounts Payable


-

-Net Cash Provided (Used)
By Operating Activities

-

-CASH FLOWS FROM INVESTING ACTIVITIESFixed Asset Additions


-

-Net Cash (Used) By Investing
Activities

-

-CASH FLOWS FROM FINANCING ACTIVITIESLoans From Shareholders

-

-Capital Contributions


-

-Net Cash (Used) By Financing
Activities

-

-NET INCREASE (DECREASE) IN CASH

-

-CASH AT BEGINNING OF PERIOD

-

-CASH AT END OF PERIOD
$
-
$
-   F-6    CHINA HOLDINGS, INC.STATEMENT OF STOCKHOLDERS' EQUITYACCUMULATED FOR THE PERIOD FROM DATE OF INCEPTIONON APRIL 28, 1994(Expressed in US Dollars)Number of



Additional



TotalCapital Stock
Issued
Common

Par

Paid

Deficit

Stockholders'Shares

Value

In Capital

Accumulated

Equity (Deficit)- April
28, 1994
-

0.001

-

-

--
December 31, 1994
-

0.001

-

-

--
December 31, 1995
-

0.001

-

-

--
Shares issued at par value for consulting*
936,900

0.001

-

-

936Net Loss for
the period ending December 31, 1996






(936)

(936)Balance as
of December 31, 1996
936,900

0.001

-

(936)

-Balance as
of December 31, 1997
936,900

0.001

-

(936)

-- Sale
of Common Stock for Cash
2,053,500

0.001

-

-

2,054Balance as
of December 31, 1998
2,990,400

0.001

-

(936)

2,054-
Convertible $50,000 note See Footnote E
-

0.001

-

-

-Net Loss for
the period from December 31, 1999






(50,000)

(50,000)Balance as
of December 31, 1999
2,990,400

0.001

-

(50,936)

(47,947)Balance as
of December 31, 2000
2,990,400

0.001

-

(50,936)

(47,947)-
Shares issued at par value for services
200,000

0.001

-

-

200Net Loss for
the period from December 31, 2001






(2,254)

(2,254)Balance as
of December 31, 2001
3,190,400

0.001

-

(53,190)

(50,000)Balance as
of December 31, 2002
3,190,400

0.001

-

(53,190)

(50,000)Balance as
of December 31, 2003
3,190,400

0.001

-

(53,190)

(50,000)Balance as
of December 31, 2004
3,190,400

0.001

-

(53,190)

(50,000)Balance as
of December 31, 2005
3,190,400

0.001

-

(53,190)

(50,000)Balance as
of December 31, 2006
3,190,400

0.001

-

(53,190)

(50,000)Net Loss for
the period from December 31, 2007






-

-Balance as
of December 31, 2007
3,190,400

0.001

-

(53,190)

(50,000)   F-7   CHINA HOLDINGS, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS FOR THE PERIODS ENDING DECEMBER 31, 2007 AND 2006   NOTE A  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES  A
summary of significant accounting policies of China Holdings, Inc. (A
Development Stage Company) (the Company) is presented to assist in understanding
the Companys financial statements. The accounting policies presented in these
footnotes conform to accounting principles generally accepted in the United
States of America and have been consistently applied in the preparation of the
accompanying financial statements. These financial statements and notes are
representations of the Companys management who are responsible for their
integrity and objectivity. The Company has not realized revenues from its
planned principal business purpose and is considered to be in its development
state in accordance with SFAS 7, 
Accounting and Reporting by
Development State Enterprises.  The
condensed consolidated financial statements of China Holdings, Inc. have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission. The condensed consolidated financial statements included herein
reflect all normal recurring adjustments that in the opinion of management are
necessary for fair presentation. The Company has not commenced operations and
has no working capital.  Organization,
Nature of Business and Trade Name  China Holdings, Inc. (the Company) was incorporated in the
State of Nevada on April 28, 1994 under the name of Silver Bow Antique Aviation.
The Company was incorporated to engage in any lawful activities.  The
Companys articles initially authorized 1,000 shares of Preferred Stock and
10,000 shares of Common Stock, both at a par value of $.001 per share.  The
Company has been in the developmental stage since inception and has no operating
history other than organizational matters.  On
October 6, 2005 Silver Bow Antique Aviation, a Nevada corporation, merged with
China Holdings, Inc, a Wyoming corporation with the Wyoming corporation
surviving for the purpose of effecting a name changed and changing the domicile
of the company from Nevada to Wyoming.  China Holdings, Inc. was organized in the State of Wyoming on
October 6, 2005 for the purpose of engaging in any lawful corporate business,
including but not limited to, participating in mergers with and acquisitions of
other companies. The Company has been in the developmental stage since inception
and has no operating history other than organizational matters.  The
primary activity of the Company currently involves seeking a company or
companies that it can acquire or with whom it can merge. The Company has not
selected any company as an acquisition target or merger partner and does not
intend to limit potential candidates to particular field or industry, but does
retain the right to limit candidates, if it so chooses, to a particular field or
industry. The Company is currently investigating various opportunities as a
merger candidate. Currently, the Company has entered into discussions with
several small to medium size companies that are looking for merger
opportunities.  F-8   CHINA HOLDINGS, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS FOR THE PERIODS ENDING DECEMBER 31, 2007 AND 2006  NOTE A  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (continued)  Basis of
Presentation  The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that effect the reported amounts of assets and
liabilities at the date of the financial statements and the reported amounts of
revenue and expenses during the reported period. Actual results could differ
from those estimates. Management further acknowledges that it is solely
responsible for adopting sound accounting practices, establishing and
maintaining a system of internal accounting control and preventing and detecting
fraud. The Companys system of internal accounting control is designed to
assure, among other items, that (1) recorded transactions are valid; (2) all
valid transactions are recorded and (3) transactions are recorded in the period
in a timely manner to produce financial statements which present fairly the
financial condition, results of operations and cash flows of the company for the
respective periods being presented.  Property and
Equipment  Property and equipment are carried at cost. Expenditures for
maintenance and repairs are charged against operations. Renewals and betterments
that materially extend the life of the assets are capitalized. When assets are
retired or otherwise disposed of, the cost and related accumulated depreciation
are removed from the accounts, and any resulting gain or loss is reflected in
income for the period.  Depreciation is computed for financial statement purposes on a
straight-line basis over estimated useful lives of the related assets. The
estimated useful lives of depreciable assets are:  EstimatedUseful LivesOffice Equipment
5-10 yearsCopier
5-7   yearsVehicles
5-10 years  For
federal income tax purposes, depreciation is computed under the modified
accelerated cost recovery system. For audit purposes, depreciation is computed
under the straight-line method.  Cash and Cash Equivalents  For
purposes of the statement of cash flows, the Company considers all short-term
debt securities purchased with maturity of three months or less to be cash
equivalents.  F-9   CHINA HOLDINGS, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS FOR THE PERIODS ENDING DECEMBER 31, 2007 AND 2006  NOTE A  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (continued)  Revenue and
Cost Recognition  The
Company has been in the developmental stage since inception and has no
operations to date. The Company currently does not have a means for generating
revenue. Revenue and Cost Recognition procedures will be implemented based on
the type of company acquired in a merger or acquisition.  Cost of Goods Sold  Since the Company is still in the development state formal
application of certain procedures have not been implemented. Generally, job
costs include all direct materials, and labor costs and those indirect costs
related to development and maintenance of the website. Selling, general and
administrative costs are charged to expense as incurred. However, Cost of Goods
Sold procedures will be dependent on the industry that the identified merger or
acquisition candidate is in.  Advertising  Advertising expenses related to specific jobs are allocated and
classified as costs of goods sold. Advertising expenses not related to specific
jobs are recorded as general and administrative expenses.  Use of
Estimates  The
preparation of financial statements in accounting principles generally accepted
in the United States of America requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period.  A change in managements estimates or assumptions could
have a material impact on China Holdings, Inc.s financial condition and results
of operations during the period in which such changes occurred. Actual results
could differ from those estimates. China Holdings, Inc.s financial statements
reflect all adjustments that management believes are necessary for the fair
presentation of their financial condition and results of operations for the
periods presented.  Capital Stock  Common stock  The
Companys articles initially authorized the Company to issue a total of 11,000
(Eleven Thousand) shares of stock, consisting of 1,000 (One Thousand) shares of
preferred stock and 10,000 (Ten Thousand) shares of common stock, both with a
par value of $.001 per share.  During 1996, certain consulting services were rendered to the
Company by the majority stockholder, Magellan Capital Corporation, (a Nevada
Corporation doing business in California) and four (4) other individuals. The
value of such services were at the stated par value for 1,041 shares issued on
July 15, 1995 and have been stated on the Balance Sheet and Statement of
Operations and Cash Flow Statement at $936 for the year ending December 31,
1996, which amount reflects the par value of the original issue on the date of
the 900 to 1 forward stock split on the 1,041 shares. Revised number of shares
issued and outstanding after the foregoing split were 936,900, with a total
value of $936 as of the end of year December 31, 1996.  F-10   CHINA HOLDINGS, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS FOR THE PERIODS ENDING DECEMBER 31, 2007 AND 2006  Capital Stock (continued)  An
amendment to the Articles of Incorporation of the Company on October 7, 1998
increased its authorized shares to a total of 100,000,000 (One Hundred Million)
shares, consisting of 99,990,000 (Ninety Nine Million Nine Hundred Ninety
Thousand) shares of common stock and 10,000 (Ten Thousand) shares of preferred
stock, all with a par value of $.001 per share. Currently, no shares of
preferred stock have been issued. Three Million One Hundred Ninety Thousand Four
Hundred (3,190,400) shares of common stock have been issued.  Income Taxes  The
Company recognizes the tax effects of transactions in the year in which such
transactions enter into the determination of net income, regardless of when
reported for tax purposes.  Recently Issued
Accounting Pronouncements  In
December of 2002, the FASB issued SFAS 148, 
Accounting for
Stock-Based Compensation  Transition and Disclosure  An Amendment of FASB
Statement No. 123.  SFAS 148 provides alternative methods of
transition for a voluntary change to the fair value based method of accounting
for stock-based employee compensation. In addition, the statement amends the
disclosure requirements of Statement No. 123 to require prominent disclosures in
both annual and interim financial statements about the method of accounting for
stock-based employee compensation and the effect of the method used on reported
results.  In
February 2006, the FASB issued Statement of Financial Accounting Standards No.
155, Accounting for Certain Hybrid Financial Instruments and Hedging Activities
(SFAS No. 155), which amends Statement of Financial Accounting Standards No.
133. Accounting for Derivative Instruments and Hedging Activities (SFAS 133) and
Statement of Financial Accounting Standards No. 140, Accounting for Transfers
and Servicing of Financial Assets and Extinguishments of Liabilities (SFAS No.
140). SFAS No. 155 permits fair value measurement for any hybrid financial
instrument that contains an embedded derivative that otherwise would require
bifurcation, establishes a requirement to evaluate interest in securitized
financial assets to identify interests that are freestanding derivatives or
hybrid financial instruments containing embedded derivatives, We expect the
adoption of SFAS No. 155 to have a material impact on its consolidate financial
position, results of operations or cash flows.  In
March 2006, the FASB issued Statement of Financial Accounting Standards No. 156,
Accounting for Servicing of Financial Assets (SFAS No. 156), which amends FASB
Statement No. 140 (SFAS No. 140). SFAS 156 may be adopted as early as January 1,
2006 for calendar year-end entities, provided that no interim financial
statements have been issued. Those not choosing to early adopt are required to
apply the provision as of the beginning of the first fiscal year that begins
after September 15, 2006 (e.g., January 1, 2007, for calendar year-end
entities). The intention of the new statement is to simplify accounting for
separately recognized servicing assets and liabilities, such as those common
with mortgage securitization activities, as well as to simplify efforts to
obtain hedge-like accounting.  F-11   CHINA HOLDINGS, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS FOR THE PERIODS ENDING DECEMBER 31, 2007 AND 2006  NOTE A  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (continued)  Recently Issued
Accounting Pronouncements (Continued)  Specifically, the FAST said FAS No. 156 permits a services
using derivative financial instruments to report both the derivative financial
instrument and related servicing asset or liability by using a consistent
measurement attribute, or fair value. We do not expect the adoption of SFAS 155
to have a material impact on its consolidated financial position, results of
operations or cash flows.  In
October 2006, the FASB issued SFAS No. 157 (SFAS No. 157). The purpose of SFAS
No. 157 is to provide users of financial statements with better information
about the extent to which fair value is used to measure recognized assets and
liabilities, the inputs used to develop the measurements, and the effect of
certain of the measurements on earnings for the period.  SFAS
No. 157 also provides guidance on the definition of fair value, the methods used
to measure fair value, and the expanded disclosures about fair value
measurements. This changes the definition of fair value to be the price that
would be received to sell an asset or paid to transfer a liability, an exit
price, as opposed to the price that would be paid to acquire the asset or
received to assume the liability, an entry price. SFAS No. 157 is effective for
financial statements issued for fiscal years beginning after November 15, 2007,
and interim periods with those fiscal years (e.g., January 1, 2008, for calendar
year-end entities.) We do not expect the adoption of SFAS No. 157 to have a
material impact on our consolidated financial position, results of operations or
cash flows.  In
September 2006, the FASB issued SFAS No. 158 (SFAS No. 158), which amends SFAS
No. 87, 88, 106 and 132(R). Post application of SFAS 158, an employer should
continue to apply the provision in Statements 87, 88, and 106 in measuring plan
assets and benefit obligations as of the date of its statement of financial
position and in determining the amount of net periodic benefit cost. SFAS 158
requires amounts to be recognized as the funded status of a benefit plan, which
is,
the difference between plan assets at fair value and the benefit
obligation. SFAS 158 further requires recognition of gains/losses and prior
service costs or credits not recognized pursuant to SFAS No. 87 or SFAS No. 106.
Additionally, the measurement date is to be the date of the employers fiscal
year-end.  Lastly, SFAS No. 158 requires disclosure in the financial
statements effects from delayed recognition of gains/losses, prior service costs
or credits, and transition assets or obligations. SFAS No. 158 is effective for
years ending after December 15, 2006 for employers with publicly traded equity
securities and as of the end of the fiscal year ended after June 15, 2007 for
employers without publicly traded equity securities. We do not expect the
adoption of SFAS No. 158 to have a material impact on our consolidated financial
position, results of operations or cash flows.  In
February 2007, the FASB issued Statement No. 159 (FASB No. 159), The Fair Value
Option for Financial Assets and Financial Liabilities, including an amendment of
FASB Statement No. 115. FASB No. 159 permits companies to choose to measure many
financial instruments and certain other items at fair value that are not
currently required to be measured at fair value and establishes presentation and
disclosure requirements designed to facilitate comparisons between companies
that choose different measurement attributes for similar types of assets and
liabilities.  F-12   CHINA HOLDINGS, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS FOR THE PERIODS ENDING DECEMBER 31, 2007 AND 2006  NOTE A  SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (continued)  Recently Issued
Accounting Pronouncements (Continued)  The
provisions of FASB No. 159 become effective as of the beginning of our 2009
fiscal year. We do not expect that the adoption of FASB No. 159 will have a
material impact on our financial condition, results of operations or cash flows.  None
of the above new pronouncements has current application to the Company, but may
be applicable to the Companys future financial reporting.  NOTE B  GOING
CONCERN  Under the going concern assumption, an entity is ordinarily
viewed as continuing in business for the foreseeable future with neither the
intention nor the necessity of liquidation, ceasing trading, or seeking
protection from creditors pursuant to laws or regulations. Accordingly, assets
and liabilities are recorded on the basis that the entity will be able to
realize its assets and discharge its liabilities in the normal course of
business.  Management expects to seek potential business opportunity from
all known sources but will rely principally on personal contacts of its officers
and directors as well as indirect associations between them and other business
and professional people. It is not presently anticipated that the Company will
engage professional firms specializing in business acquisitions or
reorganizations. Management, while not especially experienced in matters
relating to the new business of the Company, will rely upon their own efforts
and, to a much lesser extent, the efforts of the Companys shareholders, in
accomplishing the business purposes of the Company.  NOTE C  INCOME
TAXES  The
Company accounts for income taxes using the liability method; under which
deferred tax liabilities and assets are determined based on the difference
between the financial statement carrying amounts and the tax basis of assets and
liabilities using enacted tax rates in effect in the years in which the
differences are expected to reverse. Deferred tax assets are reduced by a
valuation allowance when, in the opinion of management, it is more likely than
not that some portion or all of the deferred tax assets will not be realized.
Deferred tax assets and liabilities are adjusted for the effect of changes in
tax laws and rates on the date of enactment.  Deferred taxes will be provided on a liability method whereby
deferred tax assets are recognized for deductible temporary differences and
operating loss and tax credit carry-forwards and deferred tax liabilities are
recognized for taxable temporary differences. Temporary differences are the
differences between reported amounts of assets and liabilities and their tax
basis.  F-13   CHINA HOLDINGS, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS FOR THE PERIODS ENDING DECEMBER 31, 2007 AND 2006  NOTE C  INCOME
TAXES (continued)  Deferred tax assets are reduced by a valuation allowance when,
in the opinion of management, it is more likely than not that some portion or
all of the deferred tax assets will not be realized. Deferred tax assets and
liabilities are adjusted for the effect of changes in tax laws and rates on the
date of enactment.  Due
to the inherent uncertainty in forecasts and future events and operating
results, the Company has provided for a valuation allowance in an amount equal
to gross deferred tax assets resulting in no net deferred tax assets or
liabilities for the periods audited.  NOTE
D  NET LOSS PER COMMON SHARE  Net
loss per share is calculated in accordance with SFAS No. 128, Earnings Per
Share. The weighted average number of common shares outstanding during each
period is used to compute basic loss per share. Basic net loss per common share
is based on the weighted-average number of share of common stock of Three
Million One Hundred Ninety Thousand Four Hundred (3,190,400) outstanding in the
development period ending December 31, 2007 and 2006.  F-14   Item 9.   Changes in and Disagreements with
Accountants on Accounting and Financial Disclosure.  None.  Item 9A.  Controls and Procedures.  Evaluation of
Disclosure Controls and Procedures  As
required by Rule 13a-15 under the Securities Exchange Act of 1934 (the 1934
Act), as of Dec. 31, 2007, we carried out an evaluation of the effectiveness of
the design and operation of our disclosure controls and procedures.  This
evaluation was carried out under the supervision and with the participation of
our Chief Executive Officer (our principal executive officer) and our Chief
Financial Officer (our principal financial officer), who concluded, that because
of the material weakness in our internal control over financial reporting
(ICFR) described below, our disclosure controls and procedures were not
effective as of Dec. 31, 2007.  Disclosure controls and procedures are controls and other
procedures that are designed to ensure that information required to be disclosed
in our reports filed or submitted under the Securities Exchange Act is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commissions rules and forms.  Disclosure controls
and procedures include, without limitation, controls and procedures designed to
ensure that information required to be disclosed in our reports filed under the
Exchange Act is accumulated and communicated to our management, including our
principal executive officer and our principal financial officer, as appropriate,
to allow timely decisions regarding required disclosure.  Internal Control Over Financial Reporting  Our
management is also responsible for establishing ICFR as defined in Rules
13a-15(f) and 15(d)-15(f) under the 1934 Act.  Our ICFR are intended to be
designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in
accordance with U.S. generally accepted accounting principles. Our ICFR are
expected to include those policies and procedures that management believes are
necessary that:  (i) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and dispositions of the
assets of the Company;  (ii) provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with
generally accepted accounting principles, and that receipts and expenditures of
the Company are being made only in accordance with authorizations of management
and our directors; and  (iii) provide reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use or disposition of the Companys
assets that could have a material effect on the financial statements.  Management recognizes that there are inherent limitations in
the effectiveness of any system of internal control, and accordingly, even
effective internal control can provide only reasonable assurance with respect of
financial statement preparation and may not prevent or detect misstatements. In
addition, effective internal control at a point in time may become ineffective
in future periods because of changes in conditions or due to deterioration in
the degree of compliance with our established policies and procedures.  6   As of Dec. 31, 2007, management assessed the effectiveness of
our ICFR based on the criteria for effective ICFR established in Internal
Control--Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO) and SEC guidance on conducting
such assessments by smaller reporting companies and non-accelerated filers.  Based on that assessment, management concluded that, during the
period covered by this report, such internal controls and procedures were not
effective as of Dec. 31, 2007 and that material weaknesses in ICFR existed as
more fully described below.  As
defined by Auditing Standard No. 5, An Audit of Internal Control Over Financial
Reporting that is Integrated with an Audit of Financial Statements and Related
Independence Rule and Conforming Amendments, established by the Public Company
Accounting Oversight Board ("PCAOB"), a material weakness is a deficiency or
combination of deficiencies that results more than a remote likelihood that a
material misstatement of annual or interim financial statements will not be
prevented or detected. In connection with the assessment described above,
management identified the following control deficiencies that represent material
weaknesses as of Dec. 31, 2007:  (1) Lack of an independent audit committee. Although we have an
audit committee it is not comprised solely of independent directors.  We
may establish an audit committee comprised solely of independent directors when
we have sufficient capital resources and working capital to attract qualified
independent directors and to maintain such a committee.  (2) Inadequate staffing and supervision within our bookkeeping
operations. The relatively small number of people who are responsible for
bookkeeping functions prevents us from segregating duties within our internal
control system. The inadequate segregation of duties is a weakness because it
could lead to the ultimate identification and resolution of accounting and
disclosure matters or could lead to a failure to perform timely and effective
reviews which may result in a failure to detect errors in spreadsheets,
calculations, or assumptions used to compile the financial statements and
related disclosures as filed with the Securities and Exchange Commission.  (3) Insufficient number of independent directors.  At the
present time, our Board of Directors does not consist of a majority of
independent directors, a factor that is counter to corporate governance
practices as set forth by the rules of various stock exchanges.  Our
management determined that these deficiencies constituted material weaknesses.
 Due to a lack of financial and personnel resources, we are not able to,
and do not intend to, immediately take any action to remediate these material
weaknesses.  We will not be able to do so until we acquire sufficient
financing and staff to do so.  We will implement further controls as
circumstances, cash flow, and working capital permit.  Notwithstanding the
assessment that our ICFR was not effective and that there were material
weaknesses as identified in this report, we believe that our consolidated
financial statements contained in our Annual Report on form 10-K for the fiscal
year ended Dec. 31, 2007, fairly present our financial position, results of
operations and cash flows for the years covered thereby in all material
respects.  There were no
changes in our internal control over financial reporting during the quarter
ended Dec. 31, 2--7, that have materially affected, or are reasonably likely to
materially affect, our internal control over financial reporting.  7   Part III  ITEM 10:
DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE  Identification of Directors and Executive Officers  Our
executive officers and directors and their respective ages, positions and
biographical information are set forth below.  Name
Age
Positions Held
Director SinceDempsey K.
Mork
50
President, Sec. Treas & Director
Jan.  2004  Background and
Business Experience  Mr.
Mork is the majority shareholder, Chief Financial
Officer/President/Sec./Treas/Director of China Holdings, Inc. He has been an
officer/director of the Company since its formation in 1994. For the past six
years, he has been officer/director of Magellan Capital Corporation, Animal
Cloning Sciences, Knickerbocker Capital, Apex Capital, Asian Financial and North
Star Ventures. Mr. Mork has experience in start-up companies, business
reorganizations and cross border business trans-actions. He will spend
approximately 20 hours per month on Silver Bow business.  Significant
Employees  The
Company has no employees who are not executive officers, but who are expected to
make a significant contribution to the Companys business.  Term of Office  The
term of office for the Companys directors is one year, or until a successor is
elected and qualified at the Companys annual meeting of shareholders, subject
to ratification by the shareholders. The term of office for each officer is one
year or until a successor is elected and qualified and is subject to removal by
the Board.  Family
Relationships  There are no family relationships between any of the officers
and directors of the Company.  Code of Ethics  The Company has
not adopted a Code of Ethics for our principal executive and financial officers.  No Involvement
in Certain Legal Proceedings  During the past five years, no director, promoter or control
person:  
has filed a petition under federal bankruptcy laws or any
state insolvency laws, 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;   8    
was convicted in a criminal proceeding or named subject
to a pending criminal proceeding (excluding traffic violations and other
minor offenses);  
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; or  
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.  Corporate
Governance  Nominating
Committee  The
Company has not established a Nominating Committee because, due to its lack of
operations and the fact that the Company only has three directors and executive
officers, it believes that it is able to effectively manage the issues normally
considered by a Nominating Committee. Following the entry into any business or
the completion of any acquisition, merger or reorganization, a further review of
this issue will no doubt be necessitated and undertaken by new management.  If
the Company does establish a Nominating Committee, it will disclose this change
to its procedures in recommending nominees to its board of directors.  Audit Committee  The
Company has not established an Audit Committee because, due to its lack of
operations and the fact that the Company only has three directors and executive
officers, it believes that it is able to effectively manage the issues normally
considered by an Audit Committee. Following the entry into any business or the
completion of any acquisition, merger or reorganization, a further review of
this issue will no doubt be necessitated and undertaken by new management.  ITEM 11:
EXECUTIVE COMPENSATION  All
Compensation  SUMMARY COMPENSATION TABLE  Name and Principle Position
Year
Salary
($)
Bonus
($)
Stock Awards
($)
Option Awards
($)
Non-
Equity
Incentive
Plan
Compen-sation
($)
Nonqual-ified Deferred
Compen-sation
($)
All
Other
Compen-
sation
($)
Total
Earnings
($)(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
(i)
(j)Dempsey K. Mork
12/31/07
0
0
0
0
0
0
0
0President,
12/31/06
0
0
0
0
0
0
0
0Director
12/31/05
0
0
0
0
0
0
0
012/31/04
0
0
0
0
0
0
0
0   9   Item 12. Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters.  The
following table sets forth the shareholdings of those persons or entities who
own more than 5% of the 3,190,440 Company's common stock outstanding as of the
date of these filings, and/or belong to management hereof, to wit; Percentage of
Class is calculated on 3,190,400 total shares.  Name and
address

Number of Shares Beneficially Owned

Percentage of Class*Magellan
Capital Corporation

597,600

16.19%Magellan
Capital Corporation

900,000* Pension
Benefit Plan and Trust  Item 13.
 Certain Relationships and Related Transactions, and Director Independence.  There were no material transactions, or series of similar
transactions, during our Companys last four fiscal years, or any currently
proposed transactions, or series of similar transactions, to which our Company
or any of our subsidiaries was or is to be a party, in which the amount involved
exceeded the lesser of $120,000 or one percent of the average of the small
business issuers total assets at year-end for the last three completed fiscal
years and in which any director, executive officer or any security holder who is
known to us to own of record or beneficially more than five percent of any class
of our common stock, or any member of the immediate family of any of the
foregoing persons, had an interest.  Resolving Conflicts of Interest  The
Companys directors must disclose all conflicts of interest and all corporate
opportunities to the entire board of directors. Any transaction involving a
conflict of interest will be conducted on terms not less favorable than that
which could be obtained from an unrelated third party.  Director
Independence  The Company does
not have any independent directors serving on its board of directors.  Item 14.
  Principal Accounting Fees and Services.  For the last two
fiscal years:  Audit Fees
         $2,500  Audit Related Fees
  $0  Tax Fees
   $0  All Other Fees
   $0   10   Part IV  Item 15.
 Exhibits, Financial Statement Schedules  b) List of
Exhibits  31
302
Certification32
906
Certification  (B)
REPORTS ON FORM
8-KNone  SIGNATURES  Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, as amended, the Company has duly caused this
Report to be signed on its behalf by the undersigned duly authorized person.  Date: September
22,
 2008  China Holdings,
Inc.  /s/ Dempsey
MorkBy:
Dempsey Mork,
President Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.  Signature
Capacity
Date/s/ Dempsey
Mork
President/CEO/
September 22,
2008Dempsey Mork
Secretary/CFO/Director    11