SECURITIES
AND EXCHANGE COMMISSION





WASHINGTON,
D.C.  20549





FORM
10-KSB





[X]
            ANNUAL
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
fiscal year ended December 31, 2007


or


[  ]
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
  SECURITIES


EXCHANGE
      ACT OF 1934





For the
transition period from _______________ to __________________





Commission
file number: 0-25797





BLUEPOINT LINUX SOFTWARE
CORP.


(Name of
Small Business Issuer as specified in its Charter)





Indiana
            35-2070348(State
      or Other Jurisdiction of
            (I.R.S.
      EmployerIncorporation
      or Organization)
            Identification
      No.)





Launch
Industrial Park, North Wuhe Avenue,


Banxuegang Industrial Park,
Longgang Dist., Shenzhen 518000, P.R. China


(Address
of Principal Executive Offices)





Issuer's
telephone number, including area code: 0118675584528196





Securities
registered pursuant to Section 12(b) of the Act: None





Securities
registered pursuant to Section 12(g) of the Act:





Common Stock, $0.001 par
value


(Title of
Class)





Indicate
by check mark whether the issuer (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter periods that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.  Yes __ No X





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained herein, and will not be contained herein, 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.  [  ]





Indicate
by check mark whether the registrant is a shell company. Yes X  No
___





The
aggregate market value of the voting stock held by non-affiliates of the
Registrant on September 5, 2008, was approximately $34,425.





The
number of shares held by non-affiliates of Registrant's common stock outstanding
on September 5, 2008, was 6,885,000.





The
Registrant did not have any revenue for the year ended December 31,
2007.





DOCUMENTS
INCORPORATED BY REFERENCE





The
following documents are incorporated herein by reference in Part III, Item 13:
(i) Schedule 14F-1, filed on February 24, 2000, (ii) Registration Statement on
Form S-8, filed on December 15, 2000, (iii) Current Report on Form 8-K/A, filed
on June 23, 2000, and (iv) Form 8-K, filed on December 5, 2007, as amended by
Form 8-K/A, filed on February 29, 2008.





Transitional
Small Business Disclosure Format (Check one): Yes ___ No _X_










TABLE OF
CONTENTS






PagePART
      IITEM
      1
              DESCRIPTION
      OF BUSINESS
              1ITEM
      2
              DESCRIPTION
      OF PROPERTY
              1ITEM
      3
              LEGAL
      PROCEEDINGS
              2ITEM
      4
              SUBMISSION
      OF MATTERS TO A VOTE OF SECURITY HOLDERS
              2PART
      IIITEM
      5
              MARKET
      FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUER PURCHASES
      OF EQUITY SECURITIES
              2ITEM
      6
              PLAN
      OF OPERATION
              3ITEM
      7
              FINANCIAL
      STATEMENTS
              4ITEM
      8
              CHANGES
      IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
      DISCLOSURE
              16ITEM
      8A
              CONTROLS
      AND PROCEDURES
              16ITEM
      8B
              OTHER
      INFORMATION
              17PART
      IIIITEM
      9
              DIRECTORS,
      EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION
      16(A) OF THE EXCHANGE ACT
              17ITEM
      10
              EXECUTIVE
      COMPENSATION
              18ITEM
      11
              SECURITY
      OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
      STOCKHOLDER MATTERS
              18ITEM
      12
              CERTAIN
      RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
      INDEPENDENCE
              19ITEM
      13
              EXHIBITS
              19ITEM
      14
              PRINCIPAL
      ACCOUNTANT FEES AND SERVICES
              20SIGNATURES
              
              21







PART I





ITEM 1.  DESCRIPTION OF BUSINESS





Business
Development





Bluepoint
Linux Software Corp. (the “Company” or “Bluepoint”) was incorporated in the
State of Indiana on October 7, 1996 under the name MAS Acquisition XI Corp. The
Company has a subsidiary, Shenzhen Sinx Software Co., Ltd. (“Sinx”), which was
established in the People’s Republic of China (the “PRC”) by a third party on
September 3, 1999 as a wholly local investment owned enterprise with limited
liability.  Sinx commenced operations in October 1999 and was in the
business of licensing its software, “Bluepoint Linux,” to original
equipment manufacturers of personal computers and selling “Bluepoint Linux”
software packages to software retailers in the PRC.  Through a
business combination transaction in January 2000, Sinx became a wholly owned
subsidiary of the Company. On February 16, 2000, the Company changed its name to
Bluepoint Linux Software Corp. Sinx changed its name to Bluepoint Software
(Shenzhen) Co., Ltd. in May 2000 and was approved by the relevant PRC
authorities to become a wholly foreign investment owned enterprise with limited
liability.





From its
inception to 2005, the Company experienced good years and weathered through
downturns. However, after losses mounted and the prospect for turning those
losses around became bleak, the Board of Directors reached a resolution on
July 28, 2005 to discontinue Sinx’s Linux business in Shenzhen, China and
shut down all operations. All of the Company’s employees were laid off
except for an accountant, who was retained as a part time employee to address
accounting issues, dispose of remaining inventories and wind down the
Company’s business.





The
Company remains as a shell company and did not have any business activities
during the year ended December 31, 2007. Currently, the Company is in the
process of looking for an appropriate candidate for a business combination
transaction, such as a merger or acquisition.





As of
December 31, 2007, the Company has no employees.








ITEM 2.
DESCRIPTION OF PROPERTY





After it
discontinued its business, the Company closed its executive office
and moved all its accounting and legal records to the offices of its
affiliate, Launch Tech Company Limited, located at Launch Industrial Park, North
Wuhe Avenue, Banxuegang Industrial Park, Longgang Dist., Shenzhen 518000,
People’s Republic of China. The Launch Tech Company Limited office now
serves as the executive office of the Company. The Company does not pay rent for
the use of this space. The Company does not have an office in the United States
of America.








1




ITEM 3. LEGAL PROCEEDINGS





The
Company is not presently involved in any legal proceedings.





ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY
HOLDERS





During
the 2007 fiscal year, no matters were submitted to a vote of the Company’s
shareholders.





PART
II





ITEM
5.MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND SMALL
BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES





Market
Information





The
following table sets forth the bid prices of the common stock on the OTC market
as quoted by Pink Sheets for each quarterly period indicated during the last two
fiscal years.  These over-the-counter market quotations are based on
inter-dealer bid prices, without markup, markdown, or commission, and may not
necessarily represent actual transactions.





High
            
            LowFiscal
      year ended December 31, 2006:First
      Quarter
            
            $0.25
            
            $0.05Second Quarter
            
            $0.18
            
            $0.09Third Quarter
            
            $0.17
            
            $0.06Fourth Quarter
            
            $0.14
            
            $0.07Fiscal
      year ended December 31, 2007:First
      Quarter
            
            $0.10
            
            $0.06Second Quarter
            
            $0.08
            
            $0.05Third Quarter
            
            $0.10
            
            $0.03Fourth Quarter
            
            $0.07
            
            $0.01





On
September 5, 2008 the closing price was $0.005.





Shareholders





There
were approximately 154 record holders of common stock as of December 31,
2007, holding a total of 20,485,000 shares of common stock of which 6,885,000
were in the public float.  The transfer agent of the Company’s common
stock is Signature Stock Transfer, Inc., 2632 Coachlight Court, Plano,
Texas 75093.




2





Dividends





The
Company has never declared a cash dividend on its common stock and does not
anticipate doing so in the near future. The future payment of dividends, if any,
on the common stock is within the discretion of the Board of Directors and will
depend on the Company's earnings, capital requirements, financial condition, and
other relevant factors.





There
were no sales of any equity securities of the Company during 2007.








ITEM 6. PLAN OF OPERATION





The
following plan of operation should be read in conjunction with the Company’s
financial statements and notes thereto included elsewhere in this Form 10-KSB.
Except for the historical information contained herein, the discussion in this
Form 10-KSB contains certain forward looking statements that involve risks and
uncertainties, such as statements of the Company’s plans, objectives,
expectations and intentions. The cautionary statements made in this Form 10-KSB
should be read as being applicable to all related forward statements wherever
they appear in this Form 10-KSB. The Company’s actual results could differ
materially from those discussed here.





As of
July 2005, the business was discontinued and no other business activities have
been conducted.





Since the
Company discontinued operations in July 2005, there were no sales activities or
revenue for the last two fiscal years. As there are no employees, the Company
did not incur any expenses other than fees for quarterly and annual
reviews.





As of
December 31, 2007, the Company’s only asset was cash of $6.





As of the
date of this report, the Company is still in the search of a suitable candidate
with whom the Company can enter into a business combination transaction, such as
a merger.





Liquidity
and Capital Resources





During
the year ended December 31, 2007, the Company’s cash and cash
equivalents remained at $6. There have been no activities involving a
cash payment since July 2005. Payments of the Company’s 2005, 2006 and 2007
audit fees were made by Launch Tech Company Limited, an affiliate of
the Company, on behalf of the Company. Such payments were classified as a
related party payable reflected in the balance sheets for the years ended
December 31, 2005, 2006 and 2007.





As the
Company ceased all its operations, there will be no cash inflow to support the
Company’s expenses for normal maintenance as a trading shell. As such, the
Company’s major shareholder and President, Mr. Xin Liu, has pledged that he
would loan cash to the Company to help pay expenses required to maintain the
Company as a trading shell. This support will continue until the contemplated
business combination has been accomplished.




3





In
addition, advances from related parties were $605,133 as of the end of
2007, up from $534,136 as of the beginning of the year. These related parties
have represented that they have no intention to demand repayment of these
advances in the near term.





New
Accounting Pronouncements





The
management does not believe that any recently issued, but not yet effected,
accounting standards if currently adopted would have a material effect on the
Company’s financial statements.








ITEM 7.  FINANCIAL STATEMENTS








4







Report
of Independent Registered Public Accounting Firm








To the
Board of Directors and Stockholders of


Bluepoint
Linux Software Corp.











We have
audited the accompanying consolidated balance sheets of Bluepoint Linux Software
Corp. (an Indiana Corporation) and its subsidiary as of December 31, 2007 and
2006 and the related consolidated statements of operations, stockholders' equity
and cash flows for the years then ended.  These financial statements
are the responsibility of the Company's management.  Our
responsibility is to express an opinion on these financial statements based on
our audits.





We
conducted 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 audits included consideration of internal
control over financial reporting as a basis for designing auditing 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. Our audits also included
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management and evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.





In our
opinion, the consolidated financial statements referred to above present fairly,
in all material respects, the financial position of the Company and its
subsidiary as of December 31, 2007 and 2006 and the results of their operations
and their cash flows for the years then ended, in conformity with accounting
principles generally accepted in the United States of America.





The
accompanying financial statements have been prepared assuming the Company will
continue as a going concern.  As discussed in Note 2(c) to the
financial statements, the Company has suffered recurring losses from operations
and has a net capital deficiency that raise substantial doubt about its ability
to continue as a going concern.  Management’s plans in regard to these
matters are also described in Note 2(c).  The financial statements do
not include any adjustments that might result from the outcome of this
uncertainty.








/s/
Mazars CPA Limited


Certified
Public Accountants


Hong
Kong








5


Bluepoint
Linux Software Corp.
 Consolidated
Statements of Operations and Comprehensive Loss


Year
      ended December 31,Note
            
            
            2007
            
            
            2006US$
            
            
            US$Revenue
            
            
            
            
            
            -
            
            
            
            -ExpensesGeneral
      and administrative expenses
            
            
            
            
            
            (16,026
            )
            
            
            (19,418
            )Loss
      from operations before income tax
            
            
            
            
            
            (16,026
            )
            
            
            (19,418
            )Income
      tax expense
            
            
            
            
            
            -
            
            
            
            -Net
      loss
            
            
            
            
            
            (16,026
            )
            
            
            (19,418
            )Other
      comprehensive lossForeign
      currency translation adjustment
            
            
            
            
            
            (60,369
            )
            
            
            -Comprehensive
      loss
            
            
            
            
            
            (76,395
            )
            
            
            (19,418
            )Loss
      per share:-
      Basic
            
            
            2(h)
            
            
            
            (0.00
            )
            
            
            (0.00
            )-
      Diluted
            
            
            2(h)
            
            
            
            (0.00
            )
            
            
            (0.00
            )Weighted
      average number of common stock outstanding
            
            
            
            
            
            
            20,485,000
            
            
            
            20,485,000






The
financial statements should be read in conjunction with the accompanying
notes.
 6


Bluepoint
Linux Software Corp.
 Consolidated
Balance Sheets





As
      of December 31,2007
            
            
            2006ASSETS
            
            Note
            
            
            US$
            
            
            US$Current
      assetsCash
      and cash equivalents
            
            
            
            
            
            6
            
            
            
            6TOTAL
      ASSETS
            
            
            
            
            
            6
            
            
            
            6LIABILITIES
      AND STOCKHOLDERS' EQUITYCurrent
      liabilitiesOther
      creditors and accrued charges
            
            
            3
            
            
            
            18,026
            
            
            
            12,628Due
      to related companies
            
            
            4
            
            
            
            605,133
            
            
            
            534,136Total
      current liabilities
            
            
            
            
            
            
            623,159
            
            
            
            546,764Commitments
      and contingencies
            
            
            5Stockholders'
      deficitPreferred
      stock, par value of US$0.001 per share;
              20,000,000
      shares authorized, none issued or outstandingCommon
      stock, par value of US$0.001 per share,80,000,000
      shares authorized;20,485,000
      shares issued and outstanding as of
              December
      31, 2007 and 2006
            
            
            
            
            
            
            20,485
            
            
            
            20,485Additional
      paid-in capital
            
            
            
            
            
            
            477,766
            
            
            
            477,766Accumulated
      losses
            
            
            
            
            
            
            (1,061,035
            )
            
            
            (1,045,009
            )Accumulated
      other comprehensive loss
            
            
            
            
            
            
            (60,369
            )
            
            
            -Total
      stockholders’ deficit
            
            
            
            
            
            
            (623,153
            )
            
            
            (546,758
            )TOTAL
      LIABILITIES AND STOCKHOLDERS' EQUITY
            
            
            
            
            
            
            6
            
            
            
            6








The
financial statements should be read in conjunction with the accompanying
notes.
 7


Bluepoint
Linux Software Corp.
 Consolidated
Statements of Cash Flows





Year
      ended December 31,2007
            
            
            2006US$
            
            
            US$Cash
      flows from operating activities:Net
      loss
            
            
            (16,026
            )
            
            
            (19,418
            )Changes
      in working capital:Trade
      payables
            
            
            -
            
            
            
            (362
            )Other
      creditors and accrued charges
            
            
            5,398
            
            
            
            (82,496
            )Net
      cash used in operating activities
            
            
            (10,628
            )
            
            
            (102,276
            )Cash
      flows from financing activities:Amount
      borrowed from a related company
            
            
            10,628
            
            
            
            101,768Net
      cash provided by financing activities
            
            
            10,628
            
            
            
            101,768Net
      decrease in cash and cash equivalents
            
            
            -
            
            
            
            (508
            )Cash
      and cash equivalents at beginning of year
            
            
            6
            
            
            
            514Cash
      and cash equivalents at end of year
            
            
            6
            
            
            
            6








The
financial statements should be read in conjunction with the accompanying
notes.
 8


Bluepoint
Linux Software Corp.
 Consolidated
Statements of Stockholders' Equity





Common
      stock
            
            
            Accumulated
                other
                comprehensive
                loss
            
            
            Additional
                paid-in
                capital
            
            
            Accumulated
                losses
            
            
            TotalNumber
            
            
            US$
            
            
            US$
            
            
            US$
            
            
            US$
            
            
            US$Balance
      as of January 1, 2006
            
            
            20,485,000
            
            
            
            20,485
            
            
            
            -
            
            
            
            477,766
            
            
            
            (1,025,591
            )
            
            
            (527,340
            )Net
      loss
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (19,418
            )
            
            
            (19,418
            )Balance
      as of December 31, 2006
            
            
            20,485,000
            
            
            
            20,485
            
            
            
            -
            
            
            
            477,766
            
            
            
            (1,045,009
            )
            
            
            (546,758
            )Foreign
      currency translation adjustment
            
            
            -
            
            
            
            -
            
            
            
            (60,369
            )
            
            
            -
            
            
            
            -
            
            
            
            (60,369
            )Net
      loss
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (16,026
            )
            
            
            (16,026
            )Balance
      as of December 31, 2007
            
            
            20,485,000
            
            
            
            20,485
            
            
            
            (60,369
            )
            
            
            477,766
            
            
            
            (1,061,035
            )
            
            
            (623,153
            )







The
financial statements should be read in conjunction with the accompanying
notes.
 9


Bluepoint
Linux Software Corp.
 Notes
to Consolidated Financial Statements


1.           ORGANIZATION
AND PRINCIPAL ACTIVITIES





Blupoint
Linux Software Corp. (the “BLSC”) was incorporated in the State of Indiana on
October 7, 1996.  On February 16, 2000, it changed its name to
Bluepoint Linux Software Corp.





Shenzhen
Sinx Software Co., Ltd. (“Sinx”) was established in the People’s Republic of
China (the “PRC”) on September 3, 1999 as a wholly local investment owned
enterprise with limited liability.  It commenced operations in October
1999 and was engaged in the provision of embedded Linux solutions and related
service and support to PRC original equipment manufacturers of personal
computers and the sale of “Bluepoint Linux” software packages to software
retailers in the PRC.  Sinx has been granted a ten year operating
period which can be extended with approvals from relevant PRC
authorities.  Under the group restructuring in January 2000, Sinx has
become a wholly owned subsidiary of BLSC.  Sinx changed its name to
Bluepoint Software (Shenzhen) Co., Ltd. in May 2000 and was approved by the
relevant PRC authorities to become a wholly foreign investment owned enterprise
with limited liability.








2.           SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES





a)
            Basis
      of accounting


The
      consolidated financial statements are presented in United States dollars
      and have been prepared in accordance with accounting principles generally
      accepted in the United States of
America.







b)            
Principles of consolidation




The
consolidated financial statements include the financial information of the
Company and its wholly-owned subsidiary.  All material intercompany
balances and transactions have been eliminated on consolidation.







c)            
Preparation of financial statements


The
Company had both negative working capital and negative stockholders’ equity of
US$623,153 as at December 31, 2007.  The accompanying financial
statements have been prepared in conformity with generally accepted accounting
principles, which contemplate continuation of the Company as a going
concern.  However, a substantial doubt has been raised with regard to
the ability of the Company to continue as a going concern, as the Company had
total liabilities in excess of its total assets, incurred significant losses and
has maintained no revenue-generating operation since July 28, 2005.





In light
of the situation, the major shareholder and CEO, Mr. Xin Liu, has pledged that
he would provide fundings to the Company to help pay off all expenses required
to maintain the Company as a trading shell. In addition, the related companies
and major creditors confirmed that they will not demand repayment from the
Company in the near term.  The Company has been contemplating
practical plans for a business restructuring and/or possible arrangements to
raise additional capital funds to support its continuation as a going concern,
but there can be no assurance that the Company will be successful in such
efforts.








10


Bluepoint
Linux Software Corp.
 Notes
to Consolidated Financial Statements


2.           SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





d)           Cash
and cash equivalents


The
Company considers all cash and highly liquid investments purchased with an
original maturity within three months to be cash equivalents.





e)
            Operating
      leases


Leases
where substantially all the rewards and risks of ownership of assets remain with
the leasing company are accounted for as operating leases. Rentals payable under
operating leases are recorded in the statement of operations on a straight-line
basis over the lease term.





f)
            Income
      taxes


BLSC and
its subsidiary did not carry on any business and did not maintain any branch
office in the United States of America.  No provision for withholding
or U.S. federal income taxes or tax benefits on the undistributed earnings
and/or losses of BLSC and its subsidiary has been made.




Pursuant
to the relevant laws and regulations in the PRC, the subsidiary, as a wholly
owned foreign investment enterprise in the PRC, is entitled to exemption from
the PRC enterprise income tax for two years commencing from its first
profit-making year, after the recovery of losses carried-forward from the
immediate previous five years, and thereafter will be entitled to a 50% relief
from the PRC enterprise income tax for the following three years. Since the
subsidiary has not fully recovered its losses carried-forward from the immediate
previous five years, the tax exemption period has not yet started and therefore
no taxation for the PRC enterprise income tax has been
provided.




The
Company provides for deferred income taxes using the liability method, by which
deferred income taxes are recognized for all significant temporary differences
between the tax and financial statement bases of assets and
liabilities.  The tax consequences of those differences are classified
as current or non-current based upon the classification of the related assets or
liabilities in the financial statements.




Reconciliation
from the expected statutory tax rate in the PRC of 15% (2006: 15%) is as
follows:






2007
            
            
            2006%
            
            
            %Statutory
      rate – PRC
            
            
            15.0
            
            
            
            15.0Tax
      loss
            
            
            (15.0
            )
            
            
            (15.0
            )Effective
      tax rate
            
            
            -
            
            
            
            -







11


Bluepoint
Linux Software Corp.
 Notes
to Consolidated Financial Statements





2.           SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





f)
            Income
      taxes (Continued)


The
Company adopted FASB Interpretation 48, “Accounting for Uncertainty in Income
Taxes” (“FIN 48”) during the year ended December 31, 2007. A tax position is
recognized as a benefit only if it is “more likely than not” that the tax
position would be sustained in a tax examination, with a tax examination being
presumed to occur. The amount recognized is the largest amount of tax benefit
that is greater than 50% likely of being realized on examination. For tax
positions not meeting the “more likely than not” test, no tax benefit is
recorded.




As of
December 31, 2007 and 2006, the subsidiary had loss carry forwards for income
tax reporting purposes of US$761,301 and US$673,742 respectively, that could
offset future taxable income. In view of the subsidiary’s continuing losses, the
amount available to offset future taxable income might be limited and therefore
no tax benefit has been reported in the financial statements. Accordingly, the
potential tax benefits of the loss carry forwards are offset by a valuation
allowance of the same amount. The Company has not accrued any interest or
penalties relating to the unrecognized tax benefit. The tax loss will expire in
2008 to 2010.





g)
            Foreign
      currency translation




The
Company maintains its accounting books and records in US$ and the subsidiary
maintains its accounting books and records in Renminbi (“RMB”). Foreign currency
transactions during the year are translated into US$ by the Company and RMB by
the subsidiary at the rates of exchange on the dates of transactions. Monetary
assets and liabilities denominated in foreign currencies at year end are
re-translated at the rates of exchange existing at the balance sheet date.
Non-monetary assets and liabilities are translated at the rates of exchange
prevailing at the time the asset or liability was acquired. Exchange gains or
losses are recorded in the statements of operations.




On
consolidation, the financial statements of the subsidiary are translated into
US$ using the closing rate method, whereby the balance sheet items are
translated into US$ using the exchange rates at the respective balance sheet
dates. The share capital and retained earnings are translated at exchange rates
prevailing at the time of the transactions while income and expense items are
translated at the average exchange rates for the years.




All
      exchange differences arising on the consolidation are recorded within
      equity.




h)
            Earnings
      per share


Basic
earnings per share excludes dilution and is computed by dividing earnings
available to common stockholders by the weighted average number of shares of
common stock outstanding for the years.




Diluted
      earnings per share is computed by dividing earnings available to common
      stockholders by the weighted average number of shares of common stock
      outstanding adjusted to reflect potentially dilutive securities. There
      were no potentially dilutive securities outstanding during 2007 and 2006,
      accordingly, basic and diluted earnings per share are the
      same.




12


Bluepoint
Linux Software Corp.
 Notes
to Consolidated Financial Statements








2.           SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





i)
            Uses
      of estimates


The
      preparation of financial statements in conformity with U.S. generally
      accepted accounting principles requires management to make estimates and
      assumptions that affect the reported amounts of assets and liabilities and
      the disclosure of contingent assets and liabilities at the date of the
      financial statements and the reported amounts of revenues and expenses
      during the reporting period.  Such estimates include provisions
      for doubtful accounts, long-lived assets and deferred income
      taxes.  Actual results could differ from those
      estimates.





j)            
Comprehensive income/loss


The
      Company reports comprehensive income/loss in accordance with SFAS No. 130,
      “Reporting Comprehensive Income.” Accumulated other comprehensive
      income/loss represents translation adjustments and is included in the
      stockholders’ equity/deficit section of the balance
  sheet.





k)
            Related
      parties


Parties
are considered to be related if one party has the ability to control the other
party or exercise significant influence over the other party in making financial
and operating decisions.





l)
            Recently
      issued accounting pronouncements


The
management does not believe that any recently issued, but not yet effected,
accounting standards if currently adopted would have a material effect on the
Company’s financial statements.







3.
            OTHER
      CREDITORS AND ACCRUED CHARGES


As
      of December 312007
            
            
            2006US$
            
            
            US$Accrued
      charges
            
            
            16,026
            
            
            
            10,628Other
      creditors
            
            
            2,000
            
            
            
            2,00018,026
            
            
            
            12,628








13


Bluepoint
Linux Software Corp.
 Notes
to Consolidated Financial Statements


4.           RELATED
PARTY TRANSACTIONS





During
      the years ended December 31, 2007 and 2006, US$10,628 andUS$101,768 of the
      Company’s operating expenses were settled by a related party, Launch Tech
      Company Limited, a company in which the major shareholders of the Company
      are also major shareholders.





Balance
      with related parties are as
follows:


As
      of December 312007
            
            
            2006US$
            
            
            US$Due
      to related companies-
      Launch Tech (Shenzhen) Limited
            
            
            550,413
            
            
            
            485,827-
      Launch Tech Machinery and Equipment (Shanghai) Limited
            
            
            54,720
            
            
            
            48,309





The major
shareholders of the Company are also shareholders of the related
companies.





The amounts due to related companies
are unsecured, interest-free and repayable on demand.








5.
            COMMITMENTS
      AND CONTINGENCIES





The
      Company had no commitments as of December 31, 2007 and
    2006.





The
      Company had no material contingencies as of December 31, 2007 and
      2006.








6.           STOCK
BASED COMPENSATION PLAN





On November 30, 2001, the stockholders
of the Company approved a plan of stock-based compensation incentives for
employees of the Company. The plan is known as “Bluepoint Linux Software Corp.”
Employee Benefit Plan” (the “Plan”). The Company shall designate 400,000 shares
of common stock for awards pursuant to this Plan. There will be no sale of stock
to employees under the Plan. The Board of Directors determines the awards to be
made from time to time to the employees. There is no guarantee that all 400,000
shares will be issued.




Effective January 1, 2006, the Company
has adopted the Statement of Financial Accounting Standards No. 123 (Revised
2004), “Share-Based Payment,” (SFAS 123(R)) which requires the Company to
measure the cost of employee services received in exchange for an award of
equity instruments based on the grant-date fair value of the
award.




During year ended December 31, 2007, no
shares have been granted under the Plan. As of December 31, 2007, 365,000 shares
in respect of this stock-based compensation incentives have been issued. As such
shares were issued prior to the adoption of the SFAS 123(R) and therefore there
is no impact on the financial statements.






14


Bluepoint
Linux Software Corp.
 Notes
to Consolidated Financial Statements











7.
            RETIREMENT
      PLAN AND POST-EMPLOYMENT BENEFITS





The Company has no retirement plan or
post-employment benefits for its employees other than the statutory requirement
of monthly contributions to retirement plans and post-employment benefits
administered by the PRC government.  Since the subsidiary of the
Company has ceased operation since July 2005, no contributions to such funds
were made during the year (2006: US$Nil).





15








ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE





Following
the reorganization of the Company’s former auditors, Moores Rowland Mazars (the
“Former Auditors”), on June 1, 2007, in which certain of its partners joined
Mazars CPA Limited and the Former Auditors changed its name to Moores Rowland,
the Former Auditors resigned as the independent auditors of the Company
effective December 3, 2007.  The Former Auditors had been the Company’s
auditor since March 12, 2002.  The Company’s Board of Directors approved
the resignation of the Former Auditors on December 4, 2007.





The
Former Auditors’ audit report on the Company’s consolidated financial statements
for each of the past two fiscal years did not contain an adverse opinion or
disclaimer of opinion, and was not qualified or modified as to uncertainty,
audit scope or accounting principles, except that the Former Auditors’ report on
the Company’s consolidated financial statements for each of the past two fiscal
years included an explanatory paragraph describing the uncertainty as to the
Company’s ability to continue as a going concern.





During
the Company’s two most recent fiscal years and continuing through the
period ending December 3, 2007, the date on which the Former Auditors resigned,
(a) there were no disagreements between the Company and the Former Auditors on
any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements, if not resolved
to the satisfaction of the Former Auditors, would have caused the Former
Auditors to make reference to the subject matter of the disagreement in
connection with its report; and (b) no reportable events as set forth in Item
304(a)(1)(iv)(A) through (E) of Regulation S-B have occurred.





As key
members of the Former Auditors servicing the Company previously have joined
Mazars CPA Limited, the Board of Directors appointed Mazars CPA Limited as the
Company’s new independent auditors (the “New Auditors”), effective December 3,
2007. During the Company’s two most recent fiscal years and subsequent
interim period on or prior to December 3, 2007, the Company has not consulted
with the New Auditors regarding the application of accounting principles to a
specified transaction, either completed or proposed, or any of the matters or
events set forth in Item 304(a)(2) of Regulation S-B. The Company has not had
any disagreements with the New Auditors over any item involving the Company’s
financial statements.








ITEM
 8A.  CONTROLS AND PROCEDURES




Evaluation
of Disclosure Controls and Procedures





The
Company’s President and Chief Financial Officer have evaluated the effectiveness
of the Company’s disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934) as of the end of
period covered by this report.  Based upon such
evaluation,  the President and Chief Financial Officer concluded that
the Company’s disclosure controls and procedures were effective to ensure that
the information required to be disclosed by the Company in the reports that it
files or submits under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified in the
SEC’s rules and forms, and is accumulated and communicated to the Company’s
management, including its President and Chief Financial Officer, as appropriate
to allow timely decisions regarding required disclosure.




16





Changes
in Internal Control 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.





ITEM 8B.
 OTHER INFORMATION





Nothing
to report.





PART
III








ITEM
9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
WITH SECTION 16(A) OF THE EXCHANGE ACT





Name
            Age
            Position(s) and
Office(s)Xin
      Liu
            40
            Director,
      PresidentJun
      Liu
            38
            Director,
      CFOJun
      Liu
            38
            Secretary





MR. XIN
LIU, 40, DIRECTOR AND PRESIDENT





Mr. Liu
obtained a Bachelor of Science degree in physics from
ChengDu Technology University in 1990. From 1990 to 1992, he was
employed as a secretary and director of GuiLin Holiday Hotel. He
co-founded Launch Tech Co., Ltd. in 1992 and, since then, has served as Chairman
of its Board. Launch Tech Co., Ltd. is a manufacturer of vehicle diagnosis,
repair and maintenance equipment in China.





MR. JUN
LIU, 38, DIRECTOR, SECRETARY





Mr. Jun
Liu obtained a Bachelor of Science degree in electronics from Tsinghua
University in 1992. From 1992 to 1993, he was employed by ShenZhen Shangda Tech
& Electron Co., Ltd. as Engineer. In 1992, Mr. Jun Liu
co-founded Launch Tech Co., Ltd. and, since then, has served on
its Board of Directors and as its general manager.





17





Compliance
With Section 16(a)of the Exchange Act





Section 16(a) of the Securities Exchange Act of 1934 requires
the Company’s directors, officers and persons who own more than 10% of a
registered class of the Company’s equity securities to file with the SEC initial
reports of ownership and reports of changes in ownership of common stock and
other equity securities of the Company.  Officers, directors and greater
than 10% shareholders are required by SEC regulations to furnish the Company
with copies of all Section 16(a) forms they file.





Since
2002, to the Company’s knowledge, the following delinquencies
occurred:





Name
            No.
      of Late
              Reports
            No.
      of
              Transactions
              Reported
      Late
            No.
      of
              Failures
      to
              FileXin
      Liu
            -0-
            -0-
            5Jun
      Liu
            -0-
            -0-
            1








ITEM 10.  EXECUTIVE COMPENSATION





The Company did not pay any
compensation during its last two fiscal years nor did it grant any plan-based or
other awards.








ITEM 11.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS





Security
Ownership of Certain Beneficial Owners and Management





The
following table sets forth certain information concerning the stock ownership as
of the date of this Report, with respect to: (i) each person who is known to the
Company to beneficially own more than 5% of the Company's common stock; (ii)
each officer and director; and (iii) all directors and officers as a group;
based upon 20,485,000 shares of common stock outstanding.





Name
      and Address of Beneficial Owner
            Amount
      of Beneficial Ownership
            Percentage
      of ClassXin
      Liu, Director, President
              Launch
      Industrial Park, North Wuhe Avenue, Banxuegang Industrial Park, Longgang
      Dist., Shenzhen 518000, P.R. China
            8,700,000
            42%Jun
      Liu, Director, CFO, Secretary
              Launch
      Industrial Park, North Wuhe Avenue, Banxuegang Industrial Park, Longgang
      Dist., Shenzhen 518000, P.R. China
            4,900,000
            24%All
      Directors and Officers as a Group
            13,600,000
            66%




18





ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE





The
aggregate fees billed by the Company’s former and current principal accountants,
Moores Rowland Mazars and Mazars CPA Limited, respectively, for
professional services rendered for the audit of the Company’s annual financial
statements and review of financial statements included in the Company’s Forms
10-QSB, or services that are normally provided by the accountant in connection
with statutory and regulatory filings or engagements, were US$19,418 and
US$16,026 in 2006 and 2007, respectively, and were paid by
Launch Tech Company Limited, an affiliated company which expects repayment. Such
payments were classified as related party payables on the balance sheets for the
years ended December 31, 2006 and 2007.








ITEM 13.
EXHIBITS




2
              Plan of Agreement and
      Reorganization between MAS Acquisition XI Corp. and Bluepoint Software
      Co., Ltd. (Sinx) dated January 7, 200013.1
              Articles
      of Incorporation of MAS Acquisition XI Corp., filed October 7,
      19963.2
              Amendment
      to Articles of Incorporation of MAS Acquisition XI Corp., filed February
      17, 200013.3
              Amendment
      to Articles of Incorporation of Bluepoint Linux Software Corp., filed
      April 25, 20003.4
              Bylaws
      of Bluepoint Linux Software Corp.10
              Bluepoint Linux Software Corp.
      Employee Benefit Plan dated November 30, 2000216.1
              Letter on change in certifying
      accountant from Tubbs and Bartnick, P.A. dated June 20, 2000316.2
              Letter on change in certifying
      accountant from Moores Rowland Mazars dated February 26, 2008431.1
              Certification
      of President Pursuant to the Securities Exchange Act of 1934, Rules
      13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the
      Sarbanes-Oxley Act of 200231.2
              Certification
      of Chief Financial Officer Pursuant to the Securities Exchange Act of
      1934, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of
      the Sarbanes-Oxley Act of 200232
              Certification
      pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
      the Sarbanes Oxley Act of
2002







1
Incorporated by reference from the Company’s Schedule 14F-1, filed on February
24, 2000.


2
Incorporated by reference from the Company’s Registration Statement on Form S-8,
filed on December 15, 2000.


3
Incorporated by reference from the Company’s Current Report on Form 8-K/A, filed
on June 23, 2000.


4
Incorporated by reference from the Company’s Current Report on Form 8-K/A, filed
on February 29, 2008.






19




ITEM 14.
 PRINCIPAL ACCOUNTANT FEES AND SERVICES





All
accounting fees and services provided to the Company are required to be approved
in advance by the Company’s directors.





Audit
fees





The
aggregate fees billed by the Company’s former and current principal accountant,
Moores Rowland Mazars and Mazars CPA Limited, respectively, for
professional services rendered for the audit of the Company’s annual financial
statements and review of financial statements included in the Company’s Forms
10-QSB, or services that are normally provided by the accountant in connection
with statutory and regulatory filings or engagements, were US$19,418 and
US$16,026 in 2006 and 2007, respectively.





Audit-related
fees





There
were no fees billed in 2006 or 2007 by the Company’s principal accountant
for assurance and related services that are reasonably related to the
performance of the audit or review of the Company’s financial statements and are
not reported under “Audit fees” above.





Tax
fees





There
were no fees billed in 2006 or 2007 by the Company’s principal accountant
for professional services for tax compliance, tax advice, and tax
planning.





All other
fees





There
were no fees billed in 2006 or 2007 by the Company’s principal accountant
for products or services provided other than those included in the “Audit fees”
above.




20




SIGNATURES







In
accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, duly
authorized.






BLUEPOINT LINUX SOFTWARE
      CORP.DATED:
      September 9, 2008
            By:
            /s/ Xin
      LiuXin
      Liu
              Director, President(Principal
      Executive Officer)By:
            /s/
      Jun LiuJun
      LiuDirector,
      Chief Financial Officer(Principal
      Financial Officer and PrincipalAccounting
      Officer)