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

**FORM 10-****K****SB**
|   |                                                                               |
|--------|------------------------------------------------------------------------------------|
| x      | Annual report under Section 13 or 15(d) of the Securities Exchange Act of 1934     |
|   | For the fiscal year ended November 30, 2008                                        |
|   |                                                                               |
| o      | Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 |
|   | For the transition period from ______to ______                                     |

Commission file number: **000-25591**
|                                                   |                                      |   |
|--------------------------------------------------------|-------------------------------------------|--------|
|                                                   | **CHINA ELITE INFORMATION CO****., LTD.** |   |
|                                                   |                                           |   |
| (Exact name of Registrant as Specified in its Charter) |
|                            |   |                |
|---------------------------------|--------|---------------------|
| **BRITISH VIRGIN ISLANDS**      |   | **11-3462369**      |
|                                 |   |                     |
| (State or other jurisdiction of |   | (IRS Employer       |
| incorporation or organization)  |   | Identification No.) |
|                                                       |   |       |
|------------------------------------------------------------|--------|------------|
| **c/o DeHeng Chen, LLC, 225 Broadway, Suite 1910, NY, NY** |   | **10007**  |
|                                                            |   |            |
| (Address of Principal Executive Offices)                   |   | (Zip Code) |
|   |                                                       |   |
|--------|------------------------------------------------------------|--------|
|   | **(212) 608-6500**                                         |   |
|   |                                                            |   |
|   | (Registrant’s telephone number, including area code) |   |

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

Securities registered under Section 12(g) of the Exchange Act: Common Stock, $0.01 par value

Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. o

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B is not contained in this form, and no disclosure will 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-KSB or any amendment to this Form 10-KSB. x

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act). Yes x No o

Revenues for the year ended November 30, 2008: $0

As of March 2, 2009, the aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was $0.

As of March2, 2009, there were 11,200,000 shares of common stock outstanding.

Documents Incorporated by Reference:            None.

Transitional Small Business Disclosure Format (Check one): Yes o No x

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**CHINA ELITE INFORMATION CO., LTD.            FORM 10-****KSB****FOR THE YEAR ENDED NOVEMBER 30, 200****8**

**INDEX**

|       |   |                                                                                                                                  |   |                                   |   |
|------------|--------|---------------------------------------------------------------------------------------------------------------------------------------|--------|----------------------------------------|--------|
|       |   |                                                                                                                                  |   | **Page                        Number** |   |
|       |   |                                                                                                                                  |   |                                        |   |
|       |
| PART I     |   |                                                                                                                                       |   | 1                                      |   |
| Item 1.    |   | Description of Business                                                                                                               |   | 1                                      |   |
| Item 2.    |   | Description of Properties                                                                                                             |   | 4                                      |   |
| Item 3.    |   | Legal Proceedings                                                                                                                     |   | 4                                      |   |
| Item 4.    |   | Submission of Matters to a Vote of Security Holders                                                                                   |   | 4                                      |   |
|       |   |                                                                                                                                  |   |                                   |   |
| PART II    |   |                                                                                                                                       |   | 5                                      |   |
| Item 5.    |   | Market for Common Equity, Related Stockholder Matters and Registrant Purchases of Equity Securities                                   |   | 5                                      |   |
| Item 6.    |   | Management’s Discussion and Analysis or Plan of Operation                                                                       |   | 6                                      |   |
| Item 7.    |   | Financial Statements                                                                                                                  |   | 9                                      |   |
| Item 8.    |   | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure                                                  |   | 23                                     |   |
| Item 8A.   |   | Controls and Procedures                                                                                                               |   | 23                                     |   |
| Item 8B.   |   | Other Information                                                                                                                     |   | 24                                     |   |
|       |   |                                                                                                                                  |   |                                   |   |
| PART III   |   |                                                                                                                                       |   | 25                                     |   |
| Item 9.    |   | Directors, Executive Officers, Promoters, Control Persons and Corporate Governance; Compliance with Section 16(a) of the Exchange Act |   | 25                                     |   |
| Item 10.   |   | Executive Compensation                                                                                                                |   | 27                                     |   |
| Item 11.   |   | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters                                        |   | 28                                     |   |
| Item 12.   |   | Certain Relationships and Related Transactions, and Director Independence                                                             |   | 29                                     |   |
| Item 13.   |   | Exhibits                                                                                                                              |   | 30                                     |   |
| Item 14.   |   | Principal Accountant Fees and Services                                                                                                |   | 31                                     |   |
|       |   |                                                                                                                                  |   |                                   |   |
| SIGNATURES |   |                                                                                                                                       |   | 32                                     |   |

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**PRELIMINARY NOTE REGARDING FORWARD-LOOKING STATEMENTS**

The statements contained in this Form 10-KSB that are not purely historical are forward-looking statements. These include statements about the Company’s expectations, beliefs, intentions or strategies for the future, which are indicated by words or phrases such as “anticipate”, “expect”, “intend”, “plan”, “will”, “the Company believes”,            “management believes” and similar words or phrases. The forward-looking statements are based on the Company’s current expectations and are subject to certain risks, uncertainties and assumptions. The Company’s actual results could differ materially from results anticipated in these forward-looking statements. All forward-looking statements included in this document are based on information available to the Company on the date hereof, and the Company assumes            no obligation to update any such forward-looking statements. Readers are also urged to carefully review and consider the various disclosures made by the Company that are to advise interested parties of the factors which affect the Company’s business, in this report, as well as the Company’s periodic reports on Forms 10-KSB, 10-QSB and 8-K filed with the Securities and Exchange Commission.

These risks and uncertainties, many of which are beyond our control, include (i) the sufficiency of existing capital resources and the Company’s ability to raise capital to fund cash requirements for future operations; (ii) uncertainties involved in the acquisition of an operating business in a targeted industry and/or a targeted geographic region; (iii) the Company’s ability to achieve sufficient            revenues through an operating business to fund and maintain operations; (iv) volatility of the stock market; and (v) general economic conditions. Although the Company believes the expectations reflected in these forward-looking statements are reasonable, such expectations may prove to be incorrect. Investors should be aware that they could lose all or substantially all of their investment.

**PART I**

|            |                            |
|-----------------|---------------------------------|
| **I****tem 1.** | **D****escription of Business** |

China Elite Information Co., Ltd., formerly known as Relocate411.com, Inc., was initially organized under the laws of the State of Delaware on December 19, 1997 under the name of Stateside Fundings, Inc.

A Summaryof What We Do

The Company’s plan of operation for the next twelve months is to identify and acquire a favorable business opportunity. The Company does not plan to limit its options to any particular industry, but will evaluate each opportunity on its merits.

At present we have no real property and we maintain an office at the offices at c/o DeHeng Chen, LLC, 225 Broadway, Suite 1910, New York, New York 10007. Our telephone number is (212) 608-6500.

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Our History

On December 19, 1997, we were organized in the State of Delaware under the name of Stateside Fundings, Inc. We initially adopted a fiscal year ending November 30. On January 26, 2000, the stockholders of Relocate411.com, Inc., a New York corporation, completed a merger and stock exchange with us. At the same time as the merger, we issued 5,175,000 shares of our common stock pursuant to a private placement            offering and received net proceeds of $1,354,250. The net proceeds received were after a payment of $150,000 to redeem 4,100,000 shares of our common stock from our founder. As part of the merger and stock exchange, we issued 6,600,000 shares of our common stock to the shareholders of Relocate411.com, Inc, (New York corporation) in exchange for receiving all of the shares (66 shares) of Relocate411.com, Inc. Relocate411.com, Inc. became our wholly owned subsidiary. On January 27,            2000, we filed a certificate of amendment changing our name to Relocate411.com, Inc.

Relocate411.com, Inc., the New York corporation, was a predecessor of our company as that term is defined by Item 405 of Regulation C. Relocate 411.com, Inc, the New York corporation, which was incorporated in August 1999, was a development stage Internet based company whose goal was to develop a web site to be utilized in various real estate services such as relocation, listings of real estate sales or rentals,            mortgage information and other real estate related information or content. The merger and stock exchange between us and Relocate411.com, Inc., New York corporation, was completed on January 26, 2000. Prior to such time the business plan of Stateside Fundings, Inc. was to function as a “blank check company” as that term is defined in Rule 419 of Regulation C. None of the promoters of the blank check company, Stateside Fundings, Inc., were related in any way to the            officers, directors, affiliates or associates of our present company.

On May 21, 2004, Jandah Management Limited (“Jandah”), Glory Way Holdings, Limited (“GWH”) and Good Business Technology Limited (“GBT”), each a corporation organized under the laws of the British Virgin Islands, entered into privately negotiated transactions with the stockholders of Relocate411.com, Inc. (the “Company”) to purchase an aggregate of 10,976,000 shares            of common stock of the Company, representing 98% of the issued and outstanding shares, for an aggregate purchase price of $350,000.

Jandah acquired 9,276,000 shares of common stock from the three largest shareholders of the Company, Darrell Lerner, Byron Lerner and James Tubbs, for an aggregate purchase price of $307,500. Darrell Lerner retained 224,000 shares of common stock. As a condition to closing, the Company and Mr. Darrell Lerner entered into a six-month consulting agreement pursuant to which Mr. Darrell Lerner assisted the Company            with various transition issues and provided other business consulting services. Under this consulting agreement, Mr. Darrell Lerner was paid an aggregate consulting fee of $150,000.

GWH acquired 396,000 shares of common stock for an aggregate purchase price of $9,900 from each the following selling security holders in separate agreements listed in

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the amendment number 8 to the Company’s registration statement on Form SB-2/A (SEC File Number 333-100803) (the “SB-2”): Anslow & Jaclin, LLP, Frank Massaro, Michael and Thelma Hartman, Nicholas A. Waslyn, Eric Tjaden, Margaret Indelicato, Juan C. Morales, Sheldon Shalom, Patricia Faro and Philip Mazzella. GWH also acquired an aggregate of 450,000 shares of common stock for an aggregate            purchase price of $11,250 from each of Barry Manko (250,000 shares) and Grushko & Mittman (200,000 shares).

GBT acquired an aggregate of 854,000 shares of common stock for an aggregate purchase price of $21,350 from each of the following selling security holders in separate agreements listed in the SB-2: Richard Zapolski, William Grimm, Richard Volpe, Mark J. Parendo, Mitch Hershkowitz, Kristine Gentile, Robert M. J.Hartman, Danielle L. Hartman, Martin Miller, Dolores E. Miller, Dolores E. Miller a/c/f Dillon Engel,            Drew Goldberg, Carol Sitte, Karen Pasteressa a/c/f, Samantha Pasteressa, Desert Green, Inc., Robert Giambrone, Anthony Giambrone, Melvin D. Bernstein, Linda Bernstein, Beth Sussman, Jeffrey Wenzel, Tracey Wenzel, Harold Sussman, Amy Sussman and Meg L. Sussman. In connection with, and as a condition to the closing of these stock purchase transactions, Darrell Lerner resigned as the sole officer of the Company effective as of May 21, 2004. Pursuant to the Company’s Bylaws and            applicable SEC regulations, Mr. Lerner appointed Li Kin Shing, the sole shareholder of Jandah, as the President of the Company and, effective as of June 4, 2004, as the sole member of the Board of Directors.

On July 21, 2004, our Board of Directors approved the change of the jurisdiction under which the Company was incorporated from the State of Delaware to the British Virgin Islands (“BVI”) and reincorporated as a British Virgin Islands International Business Company, pursuant to Section 390 of the Delaware General Corporations Law and the applicable laws of the BVI. In connection with this            reincorporation, we changed our name from “Relocate 411.com, Inc.” to “China Elite Information Co., Ltd.” As a result of the reincorporation, we adopted new corporate governance documents consisting of a Memorandum of Association, Articles of Incorporation and Articles of Continuation.

Our Business

During the past year, our management has endeavored to identify and pursue profitable business opportunities through mergers and acquisitions, so as to diversify the business risks and maximize the returns to stockholders. 

We have not been involved in any bankruptcy, receivership or similar proceeding. We have not been involved in any material reclassification, merger, consolidation, or purchase or sale of a significant amount of assets not in the ordinary course of business.

Our plan of operation for the next twelve months is to identify and acquire a favorable business opportunity. We do not plan to limit our options to any particular industry, but will evaluate each opportunity on its merits.

We have not yet entered into any agreement, nor do we have any commitment to enter into or become engaged in any transaction as of the date of this filing.

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We have no current plans to (i) purchase or sell any plant or equipment, (ii) change the number of employees, or (iii) incur any significant research and development expenses. Our plans may change if we are able to identify and acquire a suitable business acquisition.

We believe that we are not a blank check company as that term is defined in Rule 419 of Regulation C under the Rules of the Securities Act of 1933. Except as part of our strategy to expand and grow our business as described above, we do not have any intention of merging with another company or allowing ourselves to be acquired by another company, or to act as a blank check company as defined in Regulation            C.

Employees

We currently employ, on an as-needed basis, consultants or other professionals as necessary to implement our plan of operation. We will employ additional people as we continue to implement our plan of operation. None of our consultants are covered by a collective bargaining agreement and we believe that our relationship with our consultants is satisfactory.

|               |                                     |
|--------------------|------------------------------------------|
| **I****tem****2.** | **D****escription of****P****roperties** |

We currently use office space in a building located at c/o DeHeng Chen, LLC, 225 Broadway, Suite 1910, New York, New York 10007. We do not have a formal lease with DeHeng Chen, LLC. We have no available cash to invest in real estate, real estate mortgages and/or securities or other interests in persons primarily engaged in real estate activities. If we identify and acquire a suitable business opportunity, we may            change this investment policy without a vote of our shareholders. Any suitable business that we may acquire will primarily be for income, although we do reserve the right to acquire any such suitable business for possible capital gain.

|               |                             |
|--------------------|----------------------------------|
| **I****tem****3.** | **L****egal****P****roceedings** |

To the best of our knowledge, there are no known or pending litigation proceedings against us.

|               |                                                                                                |
|--------------------|-----------------------------------------------------------------------------------------------------|
| **I****tem****4.** | **S****ubmission****of****M****atters****to****a****V****ote****of****S****ecurity****H****olders** |

There were no matters submitted to a vote of stockholders during the fourth quarter of the fiscal year ended November 30, 2008.

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**PART II**

|            |                                                                                                                                      |
|-----------------|-------------------------------------------------------------------------------------------------------------------------------------------|
| **I****tem 5.** | **M****arket****for C****ommon E****quity****, R****elated S****tockholder****M****atters and Registrant Purchases of Equity Securities** |

There is no established public trading market for our securities. We intend to seek a market maker to apply for eligibility to quote our securities on the OTC Bulletin Board in the United States. Our shares are not and have not been listed or quoted on any exchange or quotation system.

Number of Shareholders as of November 30, 2008 – 10.

Currently, we do not have any outstanding options or warrants to purchase, or securities convertible into, our shares of common stock.

Rule 144 Shares

As of March 2, 2009, we had a total of 11,200,000 common shares outstanding and as of March 15, 2007, only 1,250,000 common shares are available for resale to the public without compliance of Rule 144 (as explained below). Such shares are comprised of 396,000 shares of our common stock acquired by GWH from the selling security holders under the SB-2 and 854,000 shares of our common stock acquired by GBT from the            selling security holders under the SB-2. All such shares may be sold without complying with the volume and trading limitations of Rule 144 of the Act. 

Jandah acquired 9,276,000 shares of common stock from the three largest shareholders of the Company, Darrell Lerner, Byron Lerner and James Tubbs. These shares were acquired by Jandah from affiliates of the Company in a private transaction and, therefore, became eligible for resale under Rule 144 on May 21, 2005.

In general, under Rule 144 as recently amended, a person who is not an affiliate of an issuer and who has beneficially owned shares of an issuer’s stock for at least six months may freely sell some or all of such shares provided that the issuer has complied with the current public information requirements of Rule 144(c)(1).A person who is not an affiliate of the issuer and who has beneficially owned shares            of an issuer’s stock for at least one year may sell some or all of such shares without any restrictions. A person who is an affiliate of an issuer and who as beneficially owned the shares of an issuer’s stock for at least six months is entitled to sell within any three-month period a number of shares that does not exceed the greater of:

|   |                                                                                                                                                                        |
|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 1.     | 1% of the number of shares of the Company’s common stock then outstanding which, in our case, would equal approximately 112,000 shares as of March 2, 2009; or        |
|   |                                                                                                                                                                        |
| 2.     | The average weekly trading volume of the Company’s common stock during the four calendar weeks preceding the filing of a notice on form 144 with respect to the sale. |

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Sales by affiliates under Rule 144 are also subject to manner of sale provisions and notice requirements and to the availability of current public information about the Company.

Dividends

To date, we have not declared or paid any dividends on our common shares. We currently do not anticipate paying any cash dividends in the foreseeable future on our common shares. Although we intend to retain our earnings, if any, to finance the development and growth of our business, our Board of Directors will have the discretion to declare and pay dividends in the future. Payment of dividends in the future will            depend upon our earnings, capital requirements, and other factors, which our Board of Directors may deem relevant.

|               |                                                                                                      |
|--------------------|-----------------------------------------------------------------------------------------------------------|
| **I****tem****6.** | **M****anagement’s****D****iscussion and****A****nalysis****or****P****lan****of****O****peration** |

The following discussion and analysis provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read in conjunction with our financial statements and notes thereto appearing in this Form 10-KSB.

Plan of Operation

The Company’s plan of operation for the next twelve months is to identify and acquire a favorable business opportunity. The Company does not plan to limit its options to any particular industry, but will evaluate each opportunity on its merits.

The Company has not yet entered into any agreement, nor does it have any commitment to enter into or become engaged in any transaction as of the date of this filing.

The management of the Company endeavors to identify and pursue profitable business opportunities through mergers and acquisitions, so as to diversify the business risks and maximize the returns to stockholders.

The Company has no current plans to (i) purchase or sell any plant or equipment, (ii) change the number of employees, or (iii) incur any significant research and development expenses. The Company’s plans may change if it is able to identify and acquire a suitable business acquisiton.

Capital Resources and Liquidity

The Company does not currently have any cash in its bank account or have any other assets, however management believes, based on its oral commitment from its President and majority shareholder to fund the Company’s operating activities at its current level of expenditures, it has sufficient resources to meet the anticipated needs of the Company’s operations, such as maintaining its required continuous            disclosure and reporting requirements with the Securities and Exchange Commission, for the next twelve months, though there can be no assurances to that effect. The Company had no revenues for the

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year ended November 30, 2008 and its need for capital may change dramatically if it acquires a suitable business opportunity during the next twelve months. Therefore, the Company plans to rely on shareholder loans and the raising of debt or equity capital to continue its operations. There is no assurance the Company will be successful in raising the needed capital. 

We have incurred net losses since inception, expect to incur losses in the future associated with the costs of operating as a public company, and may never achieve revenues or profitability unless we complete a successful merger. We are a development stage company and have never recognized any revenue from the sale of products or any other source. Our operating losses have had, and will continue to have, an            adverse impact on our working capital, total assets and stockholders’ equity. We do not know when or if we will ever generate revenue or become profitable because of the significant uncertainties with respect to our ability to acquire a suitable business opportunity.

Off-Balance Sheet Arrangements

The Company does not have any 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 investors.

Effect of New Accounting Standards

In December 2007, the FASB issued SFAS No. 141 (revised 2007), *Business Combinations*, or SFAS No. 141R, which replaces SFAS No. 141. SFAS No. 141R establishes principles and requirements for how an acquirer recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, any non-controlling interest in the acquiree, the goodwill acquired and            the expenses incurred in connection with the acquisition. SFAS No. 141R also establishes disclosure requirements to enable the evaluation of the nature and financial effects of the business combination. SFAS No. 141R is effective for fiscal years beginning after December 15, 2008. The nature and magnitude of the impact, if any, of SFAS No. 141(R) on our financial statements will be limited to the nature, terms and size of any acquisitions consummated after            the effective date. 

In December 2007, the FASB issued SFAS No. 160, *Noncontrolling Interests in Consolidated Financial Statements—an Amendment of Accounting Research Bulletin No.**51,* which establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, the amount of consolidated net income attributable to the parent and to the noncontrolling            interest, changes in a parent’s ownership interest and the valuation of retained noncontrolling equity investments when a subsidiary is deconsolidated. SFAS No. 160 also establishes disclosure requirements that clearly identify and distinguish between the interests of the parent and the interests of the noncontrolling owners. SFAS No. 160 is effective for fiscal years beginning on or

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after December 15, 2008. The adoption of SFAS No. 160 is not expected to have a material impact on our financial statements. 

In March 2008, the FASB issued SFAS No. 161, *Disclosures about Derivative Instruments and Hedging Activities — An Amendment of FASB Statement No. 133*, or SFAS No. 161, which amends and expands the disclosure requirements of SFAS No. 133, *Accounting for Derivative Instruments and Hedging Activities,* to require qualitative disclosure about objectives and            strategies in using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments, and disclosures about the underlying credit-risk-related contingent features in derivative agreements. SFAS No. 161 requires additional disclosures concerning the impact of derivative instruments reflected in an entity’s financial statements; the manner in which derivative instruments and related hedged items are accounted for under            SFAS No. 133; and the impact that derivative instruments and related hedged items may have on an entity’s financial position, performance and cash flows. SFAS No. 161 is effective for financial statements issued in fiscal years beginning after November 15, 2008 and requires only additional disclosures concerning derivatives and hedging activities. The adoption of SFAS No. 161 is not expected to have a material impact on our financial            statements. 

In April 2008, the FASB issued Staff Position No. FAS 142-3, *Determination of the Useful Life of Intangible Assets*, or FSP FAS 142-3. FSP FAS 142-3 amends the factors considered in developing renewal or extension assumptions used to determine the useful life of a recognized intangible asset under SFAS No. 142, *Goodwill and Other Intangible Assets*, in order to improve            the consistency between the useful life of the recognized intangible asset and the period of expected cash flows used to measure the fair value of the asset. FSP FAS 142-3 applies to: (1) intangible assets that are acquired individually or with a group of other assets, and (2) intangible assets acquired both in business combinations and asset acquisitions. FSP FAS 142-3 is effective for financial statements issued for fiscal years beginning after            December 15, 2008, and interim periods within those fiscal years. The adoption of FSP FAS 142-3 is not expected to have a material impact on our financial statements. 

In May 2008, the FASB issued Staff Position No. APB 14-1, *Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement),* or FSP APB 14-1. FSP APB 14-1 requires that issuers of certain convertible debt instruments that may be settled in cash upon conversion, including partial cash settlement, separately account for the liability and equity            components (i.e. the embedded conversion option) and recognize the accretion of the resulting discount on the debt as interest expense. FSP APB 14-1 is effective for fiscal years beginning after December 15, 2008 and for interim periods within those fiscal years. It is required to be applied retrospectively to convertible debt instruments within its scope that were outstanding during any period presented in the financial statements issued after the effective date. The adoption            of FSP APB 14-1 is not expected to have a material impact on our financial statements.

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|               |                     |
|--------------------|--------------------------|
| **I****tem****7.** | **Financial Statements** |

**INDEX TO FINANCIAL STATEMENTS**

|                                                    |   |   |
|---------------------------------------------------------|--------|--------|
|                                                         |        |        |
|                                                    |   |   |
| Report of Independent Registered Public Accounting Firm |   | F-1    |
|                                                    |   |   |
| Balance Sheets                                          |   | F-2    |
|                                                    |   |   |
| Statements of Operations                                |   | F-3    |
|                                                    |   |   |
| Statements of Changes in Stockholders’ Deficiency |   | F-4    |
|                                                    |   |   |
| Statements of Cash Flows                                |   | F-6    |
|                                                    |   |   |
| Notes to Financial Statements                           |   | F-7    |

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**REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

**To the Board of Directors and Stockholders of            China Elite Information Co., Ltd.**

We have audited the accompanying balance sheets of China Elite Information Co., Ltd., a development stage company, (the “Company”) as of November 30, 2008 and 2007, and the related statements of operations, changes in stockholders’ deficiency and cash flows for the fiscal years then ended, and for the period from inception (December 19, 1997) to November 30, 2008. 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 did not audit the cumulative data from inception to November 30, 2003 in the statements of stockholders’ deficiency, operations and cash flows, which were audited by other auditors whose report, dated December 22, 2003, expressed an unqualified opinion on the cumulative amounts. Our opinion, insofar as it relates to the amounts            included for cumulative data from inception to November 30, 2003, is based solely on the report of the other auditors.

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

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of November 30, 2008 and 2007, and the results of its operations and its cash flows for the fiscal years then ended, and for the period from inception (December 19, 1997) to November 30, 2008, in conformity with generally accepted accounting principles 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 1 to the financial statements, the Company is a development stage company with no revenues to date and significant recurring net losses resulting in a substantial accumulated deficit, which raises substantial doubt about its ability to continue as a going concern. The Company            is devoting substantially all of its present efforts in establishing its business. Management’s plans regarding these matters are also described in Note 1. The Company’s ability to meet its future financing requirements and the success of future operations cannot be determined at this time. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Clancy and Co., P.L.L.C.            Phoenix, Arizona

March 2, 2009

F-1

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**CHINA ELITE INFORMATION CO., LTD.            (****a****development****stage****company)BALANCE SHEET****S****NOVEMBER 30, 2008 AND 2007**

|                                                                                            |   |     |     |     |   |     |   |
|-------------------------------------------------------------------------------------------------|--------|----------|----------|----------|--------|----------|--------|
| **(Expressed in U.S. Dollars)**                                                                 |   | **2008** |     | **2007** |   |
|                                                                                                 |        |          |          |          |        |
|                                                                                            |   |     |     |     |   |     |   |
| **ASSETS**                                                                                      |   |     |     |     |   |     |   |
| Current Assets                                                                                  |   |     |     |     |   |     |   |
| Prepayment                                                                                      |   | $        | 26       |     | $      | 28       |   |
|                                                                                            |   |          |          |          |        |          |        |
| Total current assets                                                                            |   |     | 26       |     |   | 28       |   |
|                                                                                            |   |          |          |          |        |          |        |
|                                                                                            |   |     |     |     |   |     |   |
| Total assets                                                                                    |   | $        | 26       |     | $      | 28       |   |
|                                                                                            |   |          |          |          |        |          |        |
|                                                                                            |   |     |     |     |   |     |   |
| **LIABILITIES AND STOCKHOLDERS’ DEFICIENCY**                                              |   |     |     |     |   |     |   |
| Current Liabilities                                                                             |   |     |     |     |   |     |   |
| Accounts payable and accrued expenses                                                           |   | $        | 14,138   |     | $      | 14,185   |   |
| Loans from shareholder                                                                          |   |     | 446,733  |     |   | 400,612  |   |
|                                                                                            |   |          |          |          |        |          |        |
| Total current liabilities                                                                       |   |     | 460,871  |     |   | 414,797  |   |
|                                                                                            |   |          |          |          |        |          |        |
|                                                                                            |   |     |     |     |   |     |   |
| Commitments and Contingencies                                                                   |   |     |     |     |   |     |   |
|                                                                                            |   |     |     |     |   |     |   |
| Stockholders’ Deficiency                                                                  |   |     |     |     |   |     |   |
| Preferred stock: $0.01 par value; 10,000,000 shares authorized; issued and outstanding: none    |   |     | —  |     |   | —  |   |
| Common stock: $0.01 par value; 50,000,000 shares authorized; issued and outstanding: 11,200,000 |   |     | 112,000  |     |   | 112,000  |   |
| Additional paid in capital                                                                      |   |     | 154,465  |     |   | 154,465  |   |
| Deficit accumulated during the development stage                                                |   |     | (727,310 | )        |   | (681,234 | )      |
|                                                                                            |   |          |          |          |        |          |        |
| Total stockholders’ deficiency                                                            |   |     | (460,845 | )        |   | (414,769 | )      |
|                                                                                            |   |          |          |          |        |          |        |
|                                                                                            |   |     |     |     |   |     |   |
| Total liabilities and stockholders’ deficiency                                            |   | $        | 26       |     | $      | 28       |   |
|                                                                                            |   |          |          |          |        |          |        |

**The accompanying notes are an integral part of these financial statements.**

F-2

----

**CHINA ELITE INFORMATION CO., LTD.            (a development stage company)STATEMENTS OF OPERATIONS            FOR THE YEARS ENDED NOVEMBER 30, 200****8 AND 200****7, AND            FOR THE PERIOD FROM INCEPTION (DECEMBER 19, 1997) TO NOVEMBER 30, 200****8**

|                                       |   |                          |     |         |   |         |   |   |       |   |
|--------------------------------------------|--------|-------------------------------|----------|--------------|--------|--------------|--------|--------|------------|--------|
| **(Expressed in U.S. Dollars)**            |   | **Cumulative from inception** |     | **200****8** |   | **200****7** |   |
|                                            |        |                               |          |              |        |              |        |        |            |        |
|                                       |   |                          |     |         |   |         |   |   |       |   |
| **Revenues**                               |   | $                             | —  |         | $      | —      |   | $      | —    |   |
|                                       |   |                          |     |         |   |         |   |   |       |   |
| **General and administrative expenses**    |   |                          |     |         |   |         |   |   |       |   |
| Salaries and benefits                      |   |                          | 181,888  |         |   | —      |   |   | —    |   |
| General and administrative                 |   |                          | 474,554  |         |   | 46,076       |   |   | 68,322     |   |
| Consulting fees – related party      |   |                          | 150,000  |         |   | —      |   |   | —    |   |
|                                       |   |                               |          |              |        |              |        |        |            |        |
| Total general and administrative expenses  |   |                          | 806,442  |         |   | 46,076       |   |   | 68,322     |   |
|                                       |   |                               |          |              |        |              |        |        |            |        |
|                                       |   |                          |     |         |   |         |   |   |       |   |
| **Operating loss**                         |   |                          | (806,442 | )            |   | (46,076      | )      |   | (68,322    | )      |
|                                       |   |                          |     |         |   |         |   |   |       |   |
| **Other income (expense)**                 |   |                          |     |         |   |         |   |   |       |   |
| Loss on disposal of property and equipment |   |                          | (1,473   | )            |   | —      |   |   | —    |   |
| Interest expense                           |   |                          | (53,956  | )            |   | —      |   |   | —    |   |
| Interest income                            |   |                          | 134,561  |         |   | —      |   |   | —    |   |
|                                       |   |                               |          |              |        |              |        |        |            |        |
| Total other income (expense)               |   |                          | 79,132   |         |   | —      |   |   | —    |   |
|                                       |   |                               |          |              |        |              |        |        |            |        |
|                                       |   |                          |     |         |   |         |   |   |       |   |
| **Net loss**                               |   | $                             | (727,310 | )            | $      | (46,076      | )      | $      | (68,322    | )      |
|                                       |   |                               |          |              |        |              |        |        |            |        |
|                                       |   |                          |     |         |   |         |   |   |       |   |
| **Basic and diluted net loss per share**   |   |                          |     |         | $      | (0.00        | )      | $      | (0.01      | )      |
|                                       |   |                          |     |         |        |              |        |        |            |        |
|                                       |   |                          |     |         |   |         |   |   |       |   |
| **Weighted average shares outstanding**    |   |                          |     |         |   | 11,200,000   |   |   | 11,200,000 |   |
|                                       |   |                          |     |         |        |              |        |        |            |        |

**The accompanying notes are an integral part of these financial statements.**

F-3

----

**CHINA ELITE INFORMATION CO., LTD.            (a development stage company)            STATEMENT****S OF CHANGES IN STOCKHOLDERS’ DEFICIENCY            FOR THE PERIOD FROM INCEPTION (DECEMBER 19, 1997) TO NOVEMBER 30, 200****8**

|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|----------------------|----------------|---------------------------------------------------------|--------|--------------------------------------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------|---------------|-----------|--------|--------------|--------|--------|---------------|--------|
| **(Expressed in U.S. Dollars)**                                                                                                                                                                                                                |   | **Common****Shares** |           | **Common                        Stock****At Par Value** |   | **Additional****Paid In****Capital** |   | **Deficit                        Accumulated                        During the                        Development                        Stage** |          | **Total** |   |
|                                                                                                                                                                                                                                                |        |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |               |           |        |
|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
| Issuance of common shares on August 24, 1999                                                                                                                                                                                                   |   |                 | 66             |                                                    | $      | —                              |   | $                                                                                                                                                | 250           |      | $      | —      |   | $      | —       |   |
|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
|                                                                                                                                                                                                                                           |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |               |           |        |              |        |        |               |        |
| **Balance – November 30, 1999**                                                                                                                                                                                                          |   |                 | **66**         |                                                    |   | **—**                          |   |                                                                                                                                             | **250**       |      |   | **—**  |   |   | **250**       |   |
|                                                                                                                                                                                                                                           |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |               |           |        |              |        |        |               |        |
|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
| Issuance of shares in private placement and merger on January 26, 2000:                                                                                                                                                                        |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
| Private placement in cash ($0.29 per share)                                                                                                                                                                                                    |   |                 | 5,175,000      |                                                    |   | 51,750                               |   |                                                                                                                                             | 1,452,500     |      |   | —      |   |   | 1,504,250     |   |
| Deferred offering costs                                                                                                                                                                                                                        |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | (25,927       | )         |   | —      |   |   | (25,927       | )      |
| Conversion of shares in merger                                                                                                                                                                                                                 |   |                 | 11,599,934     |                                                    |   | 116,000                              |   |                                                                                                                                             | (114,233      | )         |   | —      |   |   | 1,767         |   |
| Redemption of original shares                                                                                                                                                                                                                  |   |                 | (4,100,000     | )                                                       |   | (41,000                              | )      |                                                                                                                                             | (109,000      | )         |   | —      |   |   | (150,000      | )      |
|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
| Net loss                                                                                                                                                                                                                                       |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | —       |      |   | (204,348     | )      |   | (204,348      | )      |
|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
|                                                                                                                                                                                                                                           |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |               |           |        |              |        |        |               |        |
| **Balance – November 30, 2000**                                                                                                                                                                                                          |   |                 | **12,675,000** |                                                    |   | **126,750**                          |   |                                                                                                                                             | **1,203,590** |      |   | **(204,348** | **)**  |   | **1,125,992** |   |
|                                                                                                                                                                                                                                           |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |               |           |        |              |        |        |               |        |
|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
| Purchase of treasury stock, (7,065,000 shares) during January 2001, from initial investors with cash ($0.16 per share)                                                                                                                         |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | (1,151,672    | )         |   | —      |   |   | (1,151,672    | )      |
|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
| Issuance of shares as stock compensation for the shares of NCTN Preferred Stock and all common shares and warrants held in the Company by original investors and in consideration of accrued services fees, February 7, 2001 ($0.01 per share) |   |                 | 4,200,000      |                                                    |   | 42,000                               |   |                                                                                                                                             | —       |      |   | —      |   |   | 42,000        |   |
|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
| Issuance of shares as stock compensation for legal fees, February 7, 2001 ($0.01 per share)                                                                                                                                                    |   |                 | 140,000        |                                                    |   | 1,400                                |   |                                                                                                                                             | —       |      |   | —      |   |   | 1,400         |   |
|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
| Net loss                                                                                                                                                                                                                                       |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | —       |      |   | (27,370      | )      |   | (27,370       | )      |
|                                                                                                                                                                                                                                           |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |          |      |   |         |   |   |          |   |
|                                                                                                                                                                                                                                           |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |               |           |        |              |        |        |               |        |
| **Balance – November 30, 2001**                                                                                                                                                                                                          |   |                 | **17,015,000** |                                                    |   | **170,150**                          |   |                                                                                                                                             | **51,918**    |      |   | **(231,718** | **)**  |   | **(9,650**    | **)**  |
|                                                                                                                                                                                                                                           |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |               |           |        |              |        |        |               |        |

**The accompanying notes are an integral part of these financial statements.**

F-4

----

**CHINA ELITE INFORMATION CO., LTD.            (a development stage company)            STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIENCY****– CONTINUED            FOR THE PERIOD FROM INCEPTION (DECEMBER 19, 1997) TO NOVEMBER 30, 200****8**

|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
|--------------------------------------------------------------------------------------------------------|--------|----------------------|----------------|---------------------------------------------------------|--------|--------------------------------------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------|-------------------------|-----------|--------|--------------|--------|--------|--------------|--------|
| **(Expressed in U.S. Dollars)**                                                                        |   | **Common****Shares** |           | **Common                        Stock****At Par Value** |   | **Additional****Paid In****Capital** |   | **Deficit                        Accumulated                        During the                        Development                        Stage** |                    | **Total** |   |
|                                                                                                        |        |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Issuance of shares in private placement for cash Reg D, Rule 506, September 7, 2002 ($0.025 per share) |   |                 | 1,000,000      |                                                    |   | 10,000                               |   |                                                                                                                                             | 15,000                  |      |   | —      |   |   | 25,000       |   |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Issuance of shares as stock compensation for legal fees, September 7, 2002 ($0.02 per share)           |   |                 | 250,000        |                                                    |   | 2,500                                |   |                                                                                                                                             | 2,500                   |      |   | —      |   |   | 5,000        |   |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Net loss                                                                                               |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | —                 |      |   | (15,780      | )      |   | (15,780      | )      |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
| **Balance – November 30, 2002**                                                                  |   |                 | **18,265,000** |                                                    |   | **182,650**                          |   |                                                                                                                                             | **69,418**              |      |   | **(247,498** | **)**  |   | **4,570**    |   |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Net loss                                                                                               |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | —                 |      |   | (18,427      | )      |   | (18,427      | )      |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
| **Balance – November 30, 2003**                                                                  |   |                 | **18,265,000** |                                                    |   | **182,650**                          |   |                                                                                                                                             | **69,418**              |      |   | **(265,925** | **)**  |   | **(13,857**  | **)**  |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Cancellation of treasury shares in connection with May 21, 2004 Merger Agreement                       |   |                 | (7,065,000     | )                                                       |   | (70,650                              | )      |                                                                                                                                             | 70,650                  |      |   | —      |   |   | —      |   |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Loans payable converted to additional paid in capital                                                  |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | 14,397                  |      |   | —      |   |   | 14,397       |   |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Net loss                                                                                               |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | —                 |      |   | (229,598     | )      |   | (229,598     | )      |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
| **Balance – November 30, 2004**                                                                  |   |                 | **11,200,000** |                                                    |   | **112,000**                          |   |                                                                                                                                             | **154,465**             |      |   | **(495,523** | **)**  |   | **(229,058** | **)**  |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Net loss                                                                                               |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | —                 |      |   | (53,088      | )      |   | (53,088      | )      |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
| **Balance – November 30, 200****5**                                                              |   |                 | **11,200,000** |                                                    |   | **112,000**                          |   |                                                                                                                                             | **154,465**             |      |   | **(548,611** | **)**  |   | **(282,146** | **)**  |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Net loss                                                                                               |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | —                 |      |   | (64,301      | )      |   | (64,301      | )      |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
| **Balance – November 30, 200****6**                                                              |   |                 | **11,200,000** |                                                    |   | **112,000**                          |   |                                                                                                                                             | **154,465**             |      |   | **(612,912** | **)**  |   | **(346,447** | **)**  |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Net loss                                                                                               |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | —                 |      |   | (68,322      | )      |   | (68,322      | )      |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
| **Balance – November 30, 200****7**                                                              |   |                 | **11,200,000** |                                                    |   | **112,000**                          |   |                                                                                                                                             | **1****54****,****465** |      |   | **(681,234** | **)**  |   | **(414,769** | **)**  |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
| Net loss                                                                                               |   |                 | —        |                                                    |   | —                              |   |                                                                                                                                             | —                 |      |   | (46,076      | )      |   | (46,076      | )      |
|                                                                                                   |   |                 |           |                                                    |   |                                 |   |                                                                                                                                             |                    |      |   |         |   |   |         |   |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |
| **Balance – November 30, 200****8**                                                              |   |                 | **11,200,000** |                                                    | **$**  | **112,000**                          |   | **$**                                                                                                                                            | **154,465**             |      | **$**  | **(727,310** | **)**  | **$**  | **(460,845** | **)**  |
|                                                                                                   |   |                      |                |                                                         |        |                                      |        |                                                                                                                                                  |                         |           |        |              |        |        |              |        |

**The accompanying notes are an integral part of these financial statements.**

F-5

----

**CHINA ELITE INFORMATION CO., LTD.            (a development stage company)            STATEMENTS OF CASH FLOWS            FOR THE YEARS ENDED NOV****EMBER 30, 200****8 AND 200****7, AND            FOR THE PERIOD FROM INCEPTION (DECEMBER 19, 1997) TO NOVEMBER 30, 200****8**

|                                                                             |   |                                                                        |       |         |   |         |   |   |    |   |
|----------------------------------------------------------------------------------|--------|-----------------------------------------------------------------------------|------------|--------------|--------|--------------|--------|--------|---------|--------|
| **(Expressed in U.S. Dollars)**                                                  |   | **Cumulative                        from                        inception** |       | **200****8** |   | **200****7** |   |
|                                                                                  |        |                                                                             |            |              |        |              |        |
|                                                                             |   |                                                                        |       |         |   |         |   |
| **Cash flows from operating activities**                                         |   |                                                                        |       |         |   |         |   |   |    |   |
| Net loss                                                                         |   | $                                                                           | (727,310   | )            | $      | (46,076      | )      | $      | (68,322 | )      |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |
| Adjustments to reconcile net loss to net cash flows used in operating activities |   |                                                                        |       |         |   |         |   |   |    |   |
| Depreciation                                                                     |   |                                                                        | 11,492     |         |   | —      |   |   | — |   |
| Loss on disposal of property and equipment                                       |   |                                                                        | 1,473      |         |   | —      |   |   | — |   |
| Common stock issued for services                                                 |   |                                                                        | 48,400     |         |   | —      |   |   | — |   |
| Changes in assets and liabilities                                                |   |                                                                        |       |         |   |         |   |   |    |   |
| (Increase) decrease in interest receivable                                       |   |                                                                        | (1,483     | )            |   | —      |   |   | — |   |
| (Increase) decrease in prepayment                                                |   |                                                                        | (26        | )            |   | 2            |   |   | (28     | )      |
| Increase (decrease) in accounts payable and accrued expenses                     |   |                                                                        | 14,138     |         |   | (47          | )      |   | (12,721 | )      |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |
| Net cash flows used in operating activities                                      |   |                                                                        | (653,316   | )            |   | (46,121      | )      |   | (81,071 | )      |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |
|                                                                             |   |                                                                        |       |         |   |         |   |   |    |   |
| **Cash flows from investing activities**                                         |   |                                                                        |       |         |   |         |   |   |    |   |
| Cash paid for note receivable                                                    |   |                                                                        | (1,117,602 | )            |   | —      |   |   | — |   |
| Cash received from note receivable                                               |   |                                                                        | 1,117,602  |         |   | —      |   |   | — |   |
| Cash paid for equipment                                                          |   |                                                                        | (11,465    | )            |   | —      |   |   | — |   |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |
| Net cash flows used in investing activities                                      |   |                                                                        | (11,465    | )            |   | —      |   |   | — |   |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |
|                                                                             |   |                                                                        |       |         |   |         |   |   |    |   |
| **Cash flows from financing activities**                                         |   |                                                                        |       |         |   |         |   |   |    |   |
| Loans from shareholder                                                           |   |                                                                        | 461,130    |         |   | 46,121       |   |   | 81,071  |   |
| Proceeds from issuance of stock                                                  |   |                                                                        | 1,531,250  |         |   | —      |   |   | — |   |
| Cash paid for stock redemption                                                   |   |                                                                        | (150,000   | )            |   | —      |   |   | — |   |
| Deferred offering costs against capital                                          |   |                                                                        | (25,927    | )            |   | —      |   |   | — |   |
| Acquisition of treasury stock                                                    |   |                                                                        | (1,151,672 | )            |   | —      |   |   | — |   |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |
| Net cash flows provided by financing activities                                  |   |                                                                        | 664,781    |         |   | 46,121       |   |   | 81,071  |   |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |
|                                                                             |   |                                                                        |       |         |   |         |   |   |    |   |
| Increase (decrease) in cash and cash equivalents                                 |   |                                                                        | —    |         |   | —      |   |   | — |   |
|                                                                             |   |                                                                        |       |         |   |         |   |   |    |   |
| Cash and cash equivalents, beginning of period                                   |   |                                                                        | —    |         |   | —      |   |   | — |   |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |
|                                                                             |   |                                                                        |       |         |   |         |   |   |    |   |
| Cash and cash equivalents, end of period                                         |   | $                                                                           | —    |         | $      | —      |   | $      | — |   |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |
|                                                                             |   |                                                                        |       |         |   |         |   |   |    |   |
| **Cash paid for interest and income taxes**                                      |   |                                                                        |       |         | $      | —      |   | $      | — |   |
|                                                                             |   |                                                                        |       |         |   |         |   |   |    |   |
| **Supplemental noncash investing and financing activities:**                     |   |                                                                        |       |         |   |         |   |   |    |   |
| Common stock issued for services                                                 |   | $                                                                           | 48,400     |         | $      | —      |   | $      | — |   |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |
| Loans payable converted to additional paid in capital                            |   | $                                                                           | 14,397     |         | $      | —      |   | $      | — |   |
|                                                                             |   |                                                                             |            |              |        |              |        |        |         |        |

**The accompanying notes are an integral part of these financial statements.**

F-6

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**CHINA ELITE INFORMATION CO., LTD.            (****a development stage company)            Notes to Financial Statements            November 30, 200****8            (Expressed in U.S. Dollars)**

|                                                       |
|------------------------------------------------------------|
|                                                            |
|                                                       |
| **1.****Business Formation and Continuance of Operations** |

**Business Formation**

China Elite Information Co., Ltd. (formerly known as “Relocate411.com, Inc.” and “Stateside Fundings, Inc.”) was originally organized under the laws of the State of Delaware on December 19, 1997. 

On January 26, 2000, the stockholders of Relocate411.com, Inc., a New York corporation incorporated on August 24, 1999 (“Relocate”), completed a merger and stock exchange with Stateside Fundings, Inc., a Delaware Corporation (“Stateside”), resulting in a recapitalization of Stateside, the acquirer. Relocate merged into Stateside and Stateside acquired all of the assets and liabilities of            Relocate. Under the terms of the Merger Agreement, each share of Relocate common stock converted into one hundred thousand shares of Stateside common stock. Contemporaneously with the merger, Stateside issued 5,175,000 shares of its common stock pursuant to a private placement offering and received net proceeds of $1,354,250. The net proceeds received were after a payment of $150,000 to redeem 4,100,000 shares of common stock from the founder of Stateside. As part of the merger and            stock exchange, Stateside issued 6,600,000 shares of common stock to the shareholders of Relocate in exchange for receiving all of the shares (66 shares) held by the shareholders of Relocate and Relocate became the Company’s wholly-owned subsidiary. For accounting purposes, the financial statements became that of Stateside, the entity that survived the merger. On January 27, 2000, Stateside filed a certificate of amendment changing the Company’s name to            “Relocate411.com, Inc.”

On May 21, 2004, Jandah Management Limited (“Jandah”), Glory Way Holdings, Limited (“GWH”) and Good Business Technology Limited (“GBT”), each a corporation organized under the laws of the British Virgin Islands, entered into privately negotiated transactions with the stockholders of Relocate to purchase an aggregate of 10,976,000 shares of common stock of the Company,            representing 98% of the issued and outstanding shares, for an aggregate purchase price of $350,000. In connection with, and as a condition to the closing of these stock purchase transactions, Darrell Lerner, the Company’s former Director and President, resigned as the sole officer of the Company effective as of May 21, 2004, and pursuant to the Company’s Bylaws and applicable SEC regulations, Mr. Lerner appointed Li Kin Shing (“Mr. Li”), the sole shareholder            of Jandah, as the President of the Company and, effective as of June 4, 2004, as sole director of the board.

Jandah acquired 9,276,000 shares of common stock from the three largest shareholders of the Company, Darrell Lerner, Byron Lerner and James Tubbs, for an aggregate purchase price of $307,500. Darrell Lerner retained 224,000 shares of common stock. As a condition to closing, the Company and Mr. Darrell Lerner entered into a six-month consulting agreement pursuant to which Mr. Darrell Lerner assisted the Company            with various transition issues and provided other business consulting services. Under the consulting agreement, Mr. Darrell Lerner was paid an aggregate consulting fee of $150,000. Mr. Li is considered to be the indirect beneficial owner of the shares held by Jandah Management Limited, since he is the sole shareholder of Jandah Management Limited and as such, possesses sole investment and voting power over the Company’s shares held by it. GWH acquired 846,000 shares of common            stock for an aggregate purchase price of $21,150, and GBT acquired an aggregate of 854,000 shares of common stock for an aggregate purchase price of $21,350 from certain shareholders pursuant to various selling shareholder agreements. 

F-7

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**CHINA ELITE INFORMATION CO., LTD.            (a development stage company)            Notes to Financial Statements – (Continued)**

|   |
|--------|
|        |

On July 21, 2004, the Company’s Board of Directors approved the change of the jurisdiction under which the Company was incorporated from the State of Delaware to the British Virgin Islands (“BVI”) and to reincorporate as a British Virgin Islands International Business Company, pursuant to Section 390 of the Delaware General Corporations Law and the applicable laws of the BVI. In connection with            this reincorporation, the Company changed its name from “Relocate 411.com, Inc.” to “China Elite Information Co., Ltd.” As a result of the reincorporation, the Company adopted new corporate governance documents consisting of a Memorandum of Association, Articles of Incorporation and Articles of Continuation. Accordingly, the par value of the Company’s preferred stock and common stock increased from $0.0001 to $0.01. All shares and per share information            have been adjusted retroactively to reflect the change in par value. All shares (i) have one vote each, (ii) are subject to redemption, purchase or acquisition by the Company for fair value, and (iii) carry the right to participate equally in the assets of the Company, including any dividends, and distributions of the Company on a winding up. The rights attached to any class or series of shares may not be varied without the consent in writing of the holders of not less than            three-fourths of the issued shares of that class or series and of the holders of not less than three-fourths of the issued shares of any other class or series of shares which may be affected by such variation.

**Going Concern**

These financial statements have been prepared in accordance with generally accepted accounting principles in the United States applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company has not generated any revenue and requires additional funds to maintain its operations. The Company’s cash            requirements for working capital have been satisfied through loans from its majority shareholder and the Company expects to obtain additional capital through shareholder loans and / or a debt or equity financing to continue its operations. There is no assurance the Company will be successful in raising the needed additional capital or that such additional funds will be available for the Company on acceptable terms, if at all. The continued existence of the Company is dependent upon            its ability to meet its financing requirements on a continuing basis and to succeed in its future operations. The Company’s President, who is also the majority shareholder, has verbally agreed to fund its operations for the next twelve months, based on the Company’s current level of expenditures, as necessary. However, the Company’s need for capital may change dramatically if it acquires a suitable business opportunity during that period.

Management plans to identify and pursue profitable business opportunities through mergers and acquisitions, so as to diversify the business risks and maximize the returns to stockholders. The Company has not yet entered into any agreement, nor does it have any commitment to enter into or become engaged in any transaction as of the date of issuance of these financial statements.

Management believes that actions presently taken to revise the Company’s operating and financial requirements provide the opportunity for the Company to continue as a going concern. The Company’s ability to achieve these objectives cannot be determined at this time. If the Company is unsuccessful in its endeavors, it may be forced to cease operations. These financial statements do not include any            adjustments that might result from this uncertainty.

F-8

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**CHINA ELITE INFORMATION CO., LTD.            (****a development stage company)            Notes to Financial Statements****– (Continued)**

|   |
|--------|
|        |

**2.****Significant Accounting Policies**

**Development Stage Company**

The Company is considered a development stage company which is defined as such if it is devoting substantially all of its efforts to establishing a new business and its planned principal operations either (i) have not commenced or (ii) have commenced, but have not produced any significant revenues. 

**Use of Estimates**

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates            and assumptions.

**Cash and Cash Equivalents**

The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company did not have any cash or cash equivalents for any of the periods presented.

**Property and Equipment**

Property and equipment is recorded at cost and is depreciated by the straight-line method over the estimated useful lives of the assets. Expenditures for repairs and maintenance are charged to expense as incurred. When property and equipment is sold or otherwise disposed of, the asset account and related accumulated depreciation account are relieved, and any gain or loss is included in operations. For the years            ended November 30, 2008 and 2007, the Company did not have any property and equipment or related depreciation expenses.

**Income Taxes**

The Company accounts for income taxes under the liability method of accounting for income taxes in accordance with the provisions of Statement of Financial Accounting Standards (“SFAS”) No. 109, *Accounting for Income Taxes* and related interpretations and guidance including FIN 48, *Accounting for Uncertainty in Income Taxes**– an interpretation of FASB Statement No. 109*            (“FIN 48”). The liability method, which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to            reverse. The Company’s management determines if a valuation allowance is necessary to reduce any tax benefits when the available benefits are more likely than not to expire before they can be used. The Company is not obligated for U.S. federal income taxes because it is a British Virgin Islands company, which is not subject to any tax.

F-9

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**CHINA ELITE INFORMATION CO., LTD.            (****a development stage company)            Notes to Financial Statements****– (Continued)**

|   |
|--------|
|        |

**Loss Per Share**

Basic loss per share is computed as net loss divided by the weighted average number of shares outstanding during the period in accordance with SFAS No. 128, *Earnings Per Share*. Diluted EPS includes the effect from potential dilutive securities and is equal to basic loss per share for all periods presented because there are no potential dilutive securities. All per share and per share information is            adjusted retroactively to reflect stock splits and changes in par value.

**Fair Value of Financial Instruments**

For certain of the Company’s financial instruments such as amounts due to shareholders, accounts payable and accrued expenses, the carrying amounts approximate fair value due to their short maturities. Fair value of financial instruments is made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature,            involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair values.

**Stock-based Compensation**

The Company accounts for stock-based compensation in accordance with SFAS No. 123R, *Share-Based Payment*, which requires the Company to record as an expense in its financial statements the fair value of all stock-based compensation awards. There were no outstanding awards during the years ended November 30, 2008 and 2007.

**Accounting for Derivative Instruments and Hedging Activities**

The Company adopted SFAS No. 133, *Accounting for Derivative Instruments and Hedging Activities,* which requires companies to recognize all derivatives contracts as either assets or liabilities in the balance sheet and to measure them at fair value. If certain conditions are met, a derivative may be specifically designated as a hedge, the objective of which is to match the timing of gain or loss recognition            on the hedging derivative with the recognition of (i) the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk or (ii) the earnings effect of the hedged forecasted transaction. For a derivative not designated as a hedging instrument, the gain or loss is recognized in income in the period of change. The Company has not entered into derivative contracts either to hedge existing risks or for speculative purposes.

**Related Party Transactions**

A related party is generally defined as (i) any person that holds 10% or more of the Company’s securities and their immediate families, (ii) the Company’s management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. Related parties may be            individuals or corporate entities. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties.

F-10

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**CHINA ELITE INFORMATION CO., LTD.            (****a development stage company)            Notes to Financial Statements****– (Continued)**

|   |
|--------|
|        |

**Recent Accounting Pronouncements**

In December 2007, the FASB issued SFAS No. 141 (revised 2007), *Business Combinations*, or SFAS No. 141R, which replaces SFAS No. 141. SFAS No. 141R establishes principles and requirements for how an acquirer recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, any non-controlling interest in the acquiree, the goodwill acquired and            the expenses incurred in connection with the acquisition. SFAS No. 141R also establishes disclosure requirements to enable the evaluation of the nature and financial effects of the business combination. SFAS No. 141R is effective for fiscal years beginning after December 15, 2008. The nature and magnitude of the impact, if any, of SFAS No. 141(R) on our financial statements will be limited to the nature, terms and size of any acquisitions consummated after            the effective date. 

In December 2007, the FASB issued SFAS No. 160, *Noncontrolling Interests in Consolidated Financial Statements—an Amendment of Accounting Research Bulletin No.**51,* which establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, the amount of consolidated net income attributable to the parent and to the noncontrolling            interest, changes in a parent’s ownership interest and the valuation of retained noncontrolling equity investments when a subsidiary is deconsolidated. SFAS No. 160 also establishes disclosure requirements that clearly identify and distinguish between the interests of the parent and the interests of the noncontrolling owners. SFAS No. 160 is effective for fiscal years beginning on or after December 15, 2008. The adoption of SFAS No. 160 is not expected            to have a material impact on our financial statements. 

In March 2008, the FASB issued SFAS No. 161, *Disclosures about Derivative Instruments and Hedging Activities — An Amendment of FASB Statement No. 133*, or SFAS No. 161, which amends and expands the disclosure requirements of SFAS No. 133, *Accounting for Derivative Instruments and Hedging Activities,* to require qualitative disclosure about objectives and            strategies in using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments, and disclosures about the underlying credit-risk-related contingent features in derivative agreements. SFAS No. 161 requires additional disclosures concerning the impact of derivative instruments reflected in an entity’s financial statements; the manner in which derivative instruments and related hedged items are accounted for under            SFAS No. 133; and the impact that derivative instruments and related hedged items may have on an entity’s financial position, performance and cash flows. SFAS No. 161 is effective for financial statements issued in fiscal years beginning after November 15, 2008 and requires only additional disclosures concerning derivatives and hedging activities. The adoption of SFAS No. 161 is not expected to have a material impact on our financial            statements. 

In April 2008, the FASB issued Staff Position No. FAS 142-3, *Determination of the Useful Life of Intangible Assets*, or FSP FAS 142-3. FSP FAS 142-3 amends the factors considered in developing renewal or extension assumptions used to determine the useful life of a recognized intangible asset under SFAS No. 142, *Goodwill and Other Intangible Assets*, in order to improve            the consistency between the useful life of the recognized intangible asset and the period of expected cash flows used to measure the fair value of the asset. FSP FAS 142-3 applies to: (1) intangible assets that are acquired individually or with a group of other assets, and (2) intangible assets acquired both in business combinations and asset acquisitions. FSP FAS 142-3 is effective for financial statements issued for fiscal years beginning after            December 15, 2008, and interim periods within those fiscal years. The adoption of FSP FAS 142-3 is not expected to have a material impact on our financial statements.

F-11

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**CHINA ELITE INFORMATION CO., LTD.            (****a development stage company)            Notes to Financial Statements****– (Continued)**

|   |
|--------|
|        |

In May 2008, the FASB issued Staff Position No. APB 14-1, *Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement),* or FSP APB 14-1. FSP APB 14-1 requires that issuers of certain convertible debt instruments that may be settled in cash upon conversion, including partial cash settlement, separately account for the liability and equity            components (i.e. the embedded conversion option) and recognize the accretion of the resulting discount on the debt as interest expense. FSP APB 14-1 is effective for fiscal years beginning after December 15, 2008 and for interim periods within those fiscal years. It is required to be applied retrospectively to convertible debt instruments within its scope that were outstanding during any period presented in the financial statements issued after the effective date. The adoption            of FSP APB 14-1 is not expected to have a material impact on our financial statements.

**3. Note receivable**

On May 25, 2000, the Company loaned $1,117,602 to Teltran International Group, Ltd. (“Teltran”), a publicly held company that at the time traded on the Pink Sheets (an electronic quotation and trading system in the over-the-counter securities). At that time, some of Teltran’s stockholders and officers owned approximately 42% of the Company. The loan bore interest at 9.5% annually and was secured            by a promissory note. Teltran pledged its one share of Teltran Web Factory, Ltd. a wholly-owned foreign subsidiary of Teltran as well as issuing 250,000 warrants exercisable from May 25, 2000 to May 24, 2005 to purchase Teltran common stock at a price of $1.10 per share. 

On March 2, 2001, the Company received preferred shares in NCTN Networks, Inc. in full settlement of the note receivable and the outstanding interest. The Company retained the warrants it received and returned all Teltran share certificates, which were held as security for the note receivable. Simultaneously, these preferred shares were exchanged as consideration for all outstanding shares and warrants in the            Company held by the Company’s investors.

**4.****Related Party****Transactions**

Consulting agreement – The Company and Mr. Darrell Lerner, former director and President, entered into a six-month consulting agreement pursuant to which Mr. Darrell Lerner assisted the Company with various transition issues and provided other business consulting services. Under the consulting agreement, Mr. Darrell Lerner was paid an aggregate consulting fee of $150,000, payable in equal monthly            installments. The Consulting Agreement expired on November 21, 2004, and, by its terms, was not renewed.

Loans from shareholders – Loans from shareholders represent a series of advances from the majority stockholder to fund working capital requirements. There is no note and the amounts are unsecured, interest-free, and repayable on demand. The Company’s President has orally agreed to fund the Company’s operations for at least the next twelve months.

Control of Company – The Company’s President, Chief Executive Officer and majority shareholder owns approximately 83% of the Company’s shares of common stock outstanding as of November 30, 2008 and 2007, and as of the date of issuance of these financial statements.

F-12

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**CHINA ELITE INFORMATION CO., LTD.            (****a development stage company)            Notes to Financial Statements****– (Continued)**

|   |
|--------|
|        |

**5. Conflicts of Interest, Litigation and Contingencies**

Certain conflicts of interest have existed and will continue to exist between management, their affiliates and the Company. Management has other interests including business interests to which he devotes his primary attention. Management may continue to do so notwithstanding the fact that management time should be devoted to the business of the Company and in addition, management may negotiate an acquisition            resulting in a conflict of interest. 

From time to time, in the normal course of business the Company may be involved in litigation. The Company’s management is not aware of any asserted or unasserted claims and therefore, feels any such proceedings to have an immaterial effect on the financial statements. 

The Company’s management has not bound the Company with any contingencies other than those through the normal course of business. 

During the fiscal years ended November 30, 2008 and 2007, and to date, the Company uses office space in a building located at 225 Broadway, Suite 1910, New York, New York 10007. The Company does not have a formal lease and does not pay any rent. The fair market value of the rent has not been included in the financial statements because the amount is immaterial.

F-13

*END OF FINANCIAL STATEMENTS*

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|               |                                                                                                                                           |
|--------------------|------------------------------------------------------------------------------------------------------------------------------------------------|
| **I****tem****8.** | **C****hanges****in****and****D****isagreements****with****A****ccountants****on****A****ccounting****and****F****inancial****D****isclosure** |

None.

|                |                                      |
|---------------------|-------------------------------------------|
| **I****tem****8A.** | **C****ontrols****and****P****rocedures** |

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms and that such information is accumulated and communicated to the Company’s management, including its            Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible            controls and procedures.

As required by Commission Rule 13a-15(b), 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 the Company’s Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of the end of the period covered by            this Report. Based on the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective at the reasonable assurance level.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally            accepted accounting principles. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. 

Management assessed the effectiveness of our internal control over financial reporting as of November 30, 2008. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework. The COSO framework summarizes each of the

23

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components of a company’s internal control system, including (i) the control environment, (ii) risk assessment, (iii) control activities, (iv) information and communication, and (v) monitoring. Based on management’s assessment and those criteria, management believes that, as of November 30, 2008, the Company maintained effective internal control over financial reporting.

This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permits us to provide only management’s report in this annual report.

Changes in Internal Controls over Financial Reporting

There were no changes in the Company’s internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

|                |                             |
|---------------------|----------------------------------|
| **I****tem****8B.** | **O****ther****I****nformation** |

None

24

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**PART III**

|               |                                                                                                                                      |
|--------------------|-------------------------------------------------------------------------------------------------------------------------------------------|
| **I****tem****9.** | **Directors, Executive Officers, Promoters, Control Persons and Corporate Governance; Compliance with Section 16(a) of the Exchange Act** |

Directors and Executive Officers

Set forth below is information regarding directors (excluding those directors that have resigned as identified above), director appointments and the executive officers of the Company:

|         |   |    |   |                     |
|--------------|--------|---------|--------|--------------------------|
| **Name**     |   | **Age** |   | **Position**             |
|              |   |         |   |                          |
| Li Kin Shing |   | 51      |   | CEO; President; Director |

Mr. Li is CEO, President and a director of the Company. Mr. Li acts as the Chairman of Directel Limited, a mobile virtual network operator with operations primarily in the People’s Republic of China, including the Hong Kong market. Mr. Li is also a director of International Elite Limited, one of the largest centralized single-call location outsourcing customer service call centers in Guangzhou province of            the PRC. Mr. Li was the Chairman of the Board, Chief Executive Officer and Secretary of Great Wall Acquisition Corp., a blank check company organized for the purpose of effecting a merger, capital stock exchange, asset acquisition or other similar business combination with a company having its primary operations in the People’s Republic of China, and he resigned effective February 2, 2007. From October 1997 to September 1999, Mr. Li served as a member of the board of directors            of UTStarcom, Inc., a publicly traded company listed on the Nasdaq National Market (Symbol: UTSI), which designs, manufactures and markets broadband, narrowband and wireless access technology. During that same period, Mr. Li also served as the chief executive officer of UTStarcom’s subsidiary, UTStarcom Hong Kong Limited.

Corporate Governance

*The Board*

During our fiscal year ended November 30, 2008, Company’s Board consisted of a sole director, Mr. Li. In accordance with the British Virgin Islands Law and the Company’s Memorandum of Association and Articles of Association, the Company’s business and affairs are managed under the direction of the Board.

*Meetings of the Board*

The Company’s Board consisted of a sole director during the fiscal year ended November 30, 2008, and therefore, no Board meetings were held and there were no resolutions adopted by unanimous written consent.

25

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*Committees of the Board*

Since the Company’s Board consists of a sole director, the Board did not establish any committees, including, but not limited to a separately-designated standing audit committee. Currently, the Company’s Board of Directors acts as the audit committee. The Company’s sole director, Mr. Li, is not an “audit committee financial expert” within the applicable definition of the Securities            and Exchange Commission. The Company will not have an “audit committee financial expert” until the Board is expanded and additional directors are added.

*Policy Regarding Director Attendance At Annual Meetings*

The Company does not have a formal policy regarding the Board attendance at annual meetings and the Company did not hold an annual meeting of shareholders during the year ended November 30, 2008.

*Stockholder Communications With the Board*

The Board currently does not have a formal process for stockholders to send communications to the Board. Nevertheless, the Board desires that the views of stockholders are heard by the Board and that appropriate responses are provided to stockholders on a timely basis. The Board does not recommend that formal communication procedures be adopted at this time because it believes that informal communications are            sufficient to communicate questions, comments and observations that could be useful to the Board. However, stockholders wishing to normally communicate with the Board may send communications directly to our sole director, Mr. Li, at c/o DeHeng Chen, LLC 225 Broadway, New York, NY, 10007; Attention: Xiaomin Chen, Esq.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934 requires our directors and executive officers, and persons who own more than 10 percent of our common stock, to file with the SEC initial reports of ownership and reports of changes in ownership, furnishing us with copies of all Section 16(a) forms they file. To the best of our knowledge, based solely on review of the copies of such reports furnished to us, all            Section 16(a) filing requirements applicable to our officers and directors were complied with during the year ended November 30, 2008.

Code of Ethics

We adopted a code of ethics in February 2005, which applies to our principal executive officer, principal financial officer, and principal accounting officer or controller, and/or persons performing similar functions.

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Involvement in Certain Legal Proceedings

Our sole director and executive officer has not, during the past five years:

|   |                                                                                                                                                                                                                                                                                                                                |
|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| • | been convicted in a criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                                                |
| • | had any bankruptcy petition filed by or against any business of which he or she was a general partner or executive officer, either at the time of the bankruptcy or within two years prior to that time;                                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                |
| • | been subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business, securities, futures, commodities or banking activities; or |
|   |                                                                                                                                                                                                                                                                                                                                |
| • | been found by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated.                                           |

|                |                                  |
|---------------------|---------------------------------------|
| **I****tem****10.** | **E****xecutive****C****ompensation** |

Compensation of Directors and Executive Officers

Darrell Lerner had been our President, Chief Executive Officer and Treasurer since inception until his resignation, effective May 21, 2004. Upon Mr. Lerner’s resignation, Mr. Li Kin Shing was appointed as our President, CEO and CFO, and is currently our sole officer. No compensation was paid to any directors or officers in the fiscal years ended November 30, 2006, 2007 and 2008.

We entered into a Consulting Agreement with Darrell Lerner, our former director, officer and 10% holder, effective May 21, 2004. Under the terms of his agreement, Mr. Lerner provided us assistance with certain post-transaction and transaction activities and transition matters in connection with the consummation of transactions whereby Jandah, GWH and GBT purchased an aggregate of 98% of our issued and outstanding            capital stock as well as other matters. The Consulting Agreement was a condition to closing of the acquisition by Jandah, GWH and GBT. Pursuant to the Consulting Agreement, Mr. Lerner’s services were retained for a period of six months and Mr. Lerner was paid an aggregate of $150,000 for services rendered under the Consulting Agreement. The Consulting Agreement expired on November 21, 2004 and, by its terms, was not renewed.

Our stockholders may in the future determine to pay our directors’ fees and reimburse our directors for expenses related to their activities.

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Stock Options

We did not grant stock options in the fiscal years ended November 30, 2006, 2007 or 2008 to any director or executive officer. No Executive Officer held options during the fiscal years ended November 30, 2007 and 2008. The Company does not have any stock options outstanding at all.

Executive Employment Contracts

We do not currently have any employment agreements with our sole officer, nor are we planning to execute any such agreement in the future.

|                |                                                                                               |
|---------------------|----------------------------------------------------------------------------------------------------|
| **I****tem****11.** | **Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters** |

Principal Stockholders

The following table sets forth certain information, as of March 2, 2009, with respect to persons known to the Company to be the beneficial owners, directly and indirectly, of more than 5% of the Company’s Common shares and beneficial ownership of such Common shares by directors and executive officers of the Company.

|                                                       |   |                                                                                                   |   |                                                  |   |   |   |   |   |   |   |
|------------------------------------------------------------|--------|--------------------------------------------------------------------------------------------------------|--------|-------------------------------------------------------|--------|--------|--------|--------|--------|--------|--------|
| **Name of Beneficial Owner**                               |   | **Number of Shares                        of Common shares                        Beneficially Owned** |   | **Percent of****Common shares****Beneficially Owned** |   |
|                                                            |   |                                                                                                        |   |                                                       |   |
|                                                       |
| Jandah Management Limited                                  |   |                                                                                                   |   | 9,276,000                                             |   |   |   |   | 82.8   | %      |   |
| Glory Ways Holdings Limited                                |   |                                                                                                   |   | 846,000                                               |   |   |   |   | 7.5    | %      |   |
| Good Business Technology Limited                           |   |                                                                                                   |   | 854,000                                               |   |   |   |   | 7.6    | %      |   |
| Li Kin Shing (2)                                           |   |                                                                                                   |   | 9,276,000                                             |   |   |   |   | 82.8   | %      |   |
| All directors and executive officers as a group (1 person) |   |                                                                                                   |   | 9,276,000                                             |   |   |   |   | 82.8   | %      |   |

|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| (1)    | As required by regulations of the SEC, the number of shares in the table includes shares which can be purchased within 60 days, or, shares with respect to which a person may obtain voting power or investment power within 60 days. Also required by such regulations, each percentage reported in the table for these individuals is calculated as though shares that can be purchased within 60 days have been                        purchased by the respective person or group and are outstanding. |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (2)    | Under SEC rules, Mr. Li is considered to be the indirect beneficial owner of the shares held by Jandah Management Limited, since he is the sole shareholder of Jandah Management Limited and as such, possesses sole investment and voting power over the Company’s shares held by it.                                                                                                                                                                                                               |

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Equity Compensation Plan Information

The Company’s has not adopted any equity compensation plans.

|                |                                                                          |
|---------------------|-------------------------------------------------------------------------------|
| **I****tem****12.** | **Certain Relationships and Related Transactions, and Director Independence** |

Director Independence

The Company’s sole director does not qualify as independent directors under Rule 10A-3 of the Securities Exchange Act of 1934, but may qualify as independent as defined in NASD Marketplace Rule 4200(15). Mr. Li is the beneficial owner of more than 82% of our outstanding common stock. Due to his stock ownership, Mr. Li is not independent for purposes of the audit committee as defined in NASD Marketplace Rule            4350(d)(2). 

Certain Relationships and Related Transactions

As of November 30, 2008, the Company has received unsecured and non-interest bearing loans totaling $446,733 from Jandah Management Limited, which Mr. Li is the sole shareholder. The loans are due on demand.

Although we have no present intention to do so, we may, in the future, enter into other transactions and agreements relating to our business with our directors, officers, principal stockholders and other affiliates. We intend for all such transactions and agreements to be on terms no less favorable to us than those obtainable from unaffiliated third parties on an arm’s-length basis. In addition, the            approval of a majority of our disinterested directors will be required for any such transactions or agreements. As set forth above, we do not anticipate any related party transactions in the next 12 months. Nevertheless, should any related party transactions occur while there are no disinterested board members, Li Kin Shing our sole director and officer, shall continue to have the sole vote and we shall rely on his integrity, good judgment, and fiduciary duties to make a fair and            equitable decision on our behalf and one behalf of our stockholders.

We have no plans to issue any additional securities to management, promoters, affiliates or associates at the present time. If our Board of Directors adopts an employee stock option or pension plan, we may issue additional shares according to the terms of this plan. Although we have a very large amount of authorized but un-issued common stock, we intend to reserve this stock to implement our plan of operations to            pursue telecom opportunities in the PRC, including Hong Kong. We may attempt to use shares as consideration, instead of cash. We may issue shares if we engage in a merger or acquisition or we may issue shares as consideration for services rendered to us or in other transactions in the normal course of business. In such a case, an indeterminate amount of unissued stock may be issued by us.

We have no present intention of acquiring any assets by any promoter, management or their affiliates or associates.

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There are no arrangements or agreements between non-management shareholders and management under which non-management shareholders may directly or indirectly participate in or influence our affairs. In the future, we will present all possible transactions between the Company and its officers, directors or 5% stockholders, and their affiliates to the Board of Directors for its consideration and approval. Any such            transaction will require approval by a majority of the directors and such transactions will be on terms no less favorable than those available to disinterested third parties.

|                |             |
|---------------------|------------------|
| **I****tem****13.** | **E****xhibits** |

The following documents are filed as part of this report:

|                |   |                                                                                                                                                                                       |
|---------------------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| **E****xhibit No.** |   | **D****escription**                                                                                                                                                                        |
|                     |   |                                                                                                                                                                                            |
| 3.1                 |   | Articles of Continuation of China Elite Information Co., Ltd.*                                                                                                                             |
|                |   |                                                                                                                                                                                       |
| 3.2                 |   | Memorandum of Association of China Elite Information Co., Ltd.*                                                                                                                            |
|                |   |                                                                                                                                                                                       |
| 3.3                 |   | Articles of Association of China Elite Information Co., Ltd.*                                                                                                                              |
|                |   |                                                                                                                                                                                       |
| 3.4                 |   | Certificate of Transfer of Relocate 411.com, Inc.*                                                                                                                                         |
|                |   |                                                                                                                                                                                       |
| 10.1                |   | Stock Purchase Agreement, dated as of May 21, 2004, by and among Jandah Management Limited, Darrell Lerner, Byron Lerner and James Tubbs.**                                                |
|                |   |                                                                                                                                                                                       |
| 10.2                |   | Form of Common Stock Purchase Agreement with Glory Way Holdings Limited.**                                                                                                                 |
|                |   |                                                                                                                                                                                       |
| 10.3                |   | Form of Common Stock Purchase Agreement with Good Business Technology Limited.**                                                                                                           |
|                |   |                                                                                                                                                                                       |
| 10.4                |   | Form of Common Stock Purchase Agreement between Glory Way Holdings Limited and each of Barry Manko and Grushko & Mittman.**                                                            |
|                |   |                                                                                                                                                                                       |
| 10.5                |   | Consulting Agreement, dated as of May 21, 2004, by and between the Company and Darrell Lerner.**                                                                                           |
|                |   |                                                                                                                                                                                       |
| 14                  |   | The Code of Ethics of China Elite Information Co., Ltd.***                                                                                                                                 |
|                |   |                                                                                                                                                                                       |
| 31                  |   | Certification of President, Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.# |
|                |   |                                                                                                                                                                                       |
| 32                  |   | Certification of President, Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.# |

|   |                                                                                                                                              |
|--------|---------------------------------------------------------------------------------------------------------------------------------------------------|
| #      | Filed herewith.                                                                                                                                   |
|   |                                                                                                                                              |
| *      | Filed as an exhibit to the Current Report on Form 8-K, dated August 12, 2004, filed on August 17, 2004 and incorporated herein by reference.      |
|   |                                                                                                                                              |
| **     | Filed as an exhibit to the Current Report on Form 8-K, dated May 21, 2004, filed on May 25, 2004 and incorporated herein by reference.            |
|   |                                                                                                                                              |
| ***    | Filed as an exhibit to the Form 10-KSB for the fiscal year ended November 30, 2004, filed on March 15, 2005 and incorporated herein by reference. |

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|                |                                       |
|---------------------|--------------------------------------------|
| **I****tem****14.** | **Principal Accountant Fees and Services** |

The following table is a summary of the fees billed for the audit and other services provided by our independent registered public accounting firm, Clancy and Co., P.L.L.C. (“Clancy”): 

|               |   |                                               |    |                                               |   |    |   |
|--------------------|--------|----------------------------------------------------|---------|----------------------------------------------------|--------|---------|--------|
| **Fee Category**   |   | **Year Ended****November****3****0****, 200****8** |    | **Year Ended****November****3****0****, 200****7** |   |
|                    |   |                                                    |    |                                                    |   |
| Audit fees         |   | $                                                  | 19,200  |                                               | $      | 26,300  |   |
| Audit-related fees |   |                                               | — |                                               |   | — |   |
| Tax fees           |   |                                               | — |                                               |   | — |   |
| All other fees     |   |                                               | — |                                               |   | — |   |

***Audit Fees***. Consists of fees billed for professional services rendered for the audit of our financial statements and review of our interim financial statements included in quarterly reports and services that are normally provided by Clancy in connection with statutory and regulatory filings or engagements, including Registrations Statements on Form SB-2 and post-effective amendments to previously            filed registration statements. 

***Audit-Related Fees.*** Consists of fees billed for assurance and related services that are reasonably related to the performance of the audit or review of our financial statements and are not reported under “Audit fees.” These services include employee benefit plan audits, accounting consultations in connection with acquisitions, attest services that are not required by statute or            regulation, and consultations concerning financial accounting and reporting standards. 

***Tax Fees***. Consists of fees billed for professional services for tax compliance, tax advice, and tax planning. These services include assistance regarding federal, state and international tax compliance, tax audit defense, mergers and acquisitions, and international tax planning. 

***All Other Fees.*** No other fees have been billed for products and services billed by our accountants.

Audit Committee Pre-Approval Policies and Procedures

Our Board, which consists of one director, does not have an Audit Committee. The Company’s current policy is that the sole director pre-approves all audit and non-audit services that are to be performed and fees to be charged by our independent auditor to assure that the provision of these services does not impair the independence of such auditor. The sole director pre-approved of all audit services and            fees of our independent auditor for the year ended November 30, 2008. Our independent auditors did not provide us with any non-audit services during the year ended November 30, 2008.

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**SIGNATURES**

Pursuant to the requirements of Sections 13 or 15(d) 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.

|                 |                                  |                                  |
|----------------------|---------------------------------------|---------------------------------------|
|                 | **CHINA ELITE INFORMATION CO., LTD.** |
|                 |                                  |                                  |
| Date: March 13, 2009 | By :                             | /s/ Li Kin Shing                      |
|                 |                                  |                                       |
|                 |                                  | Li Kin Shing                          |
|                 |                                  | President and Chief Executive Officer |

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.

|             |   |                                                                         |   |           |
|------------------|--------|------------------------------------------------------------------------------|--------|----------------|
| Signature        |   | Title                                                                        |   | Date           |
|                  |   |                                                                              |   |                |
|             |
| /s/ Li Kin Shing |   | President, CEO and Director                                                  |   | March 13, 2009 |
|                  |   | (Principal Executive Officer and Principal Financial and Accounting Officer) |   |           |
| Li Kin Shing     |   |                                                                         |   |

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