United
States


Securities
and Exchange Commission
 Washington,
D.C.  20549
  FORM
20-F/A
 Amendment
No. 1
  (Mark
One)
 []           Registration
Statement Pursuant to Section 12(b) or (g) of the Securities Exchange Act of
1934
 
 or
 [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  _________
 or
 
 [   ]          Shell
Company Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
 Date of event requiring
this shell company report . . . . . . . . . . . . . . . . . . . .
 
 Commission
file number: 0-28879
  China
Pharmaceuticals International Corporation
 (Exact
name of Registrant as specified in its charter)
  China
Pharmaceuticals International Corporation
 (Translation
of Registrant=s name into English)
  British
Virgin Islands
 (Jurisdiction
of incorporation or organization)
 
 Suite
A, 22/F, Noble Center, 3rd Fu
Zhong Road, Fu Tian District,
 518026,
Shen Zhen, Guang Dong Province, China
 (Address
of principal executive offices)
 
 Securities
registered or to be registered pursuant to Section 12(b) of the
Act.  None
 
 Securities
registered or to be registered pursuant to Section 12(g) of the Act.
 Common
Stock, No Par Value
 (Title of
Class)
 
 Securities
for which there is a reporting obligation pursuant to Section 15(d) of the Act.
 Not
Applicable
 (Title of
Class)
 
 Indicate
the number of outstanding shares of each of the issuer’s classes of capital or
common stock as of the close of the period covered by the annual
report.
  87,196,351
Common Shares as of December 31, 2007
 
 Indicate
by check mark whether the registrant (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 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
 
 If this
report is an annual or transition report, indicate by check mark if the
registrant is not required to file reports pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934.  [  ] Yes[X] No
 
 Note –
Checking the box above will not relieve any registrant required to file reports
pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from
their obligations under those Sections.
 
 Indicate
by check mark whether the registrant (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 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
 
 Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer. See definition of “accelerated
filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check
one):
 Large
accelerated
filer  [  ]                                                                Accelerated
filer  [  ]                                           Non-accelerated
filer  [X]
 
 Indicate
by check mark which financial statement item the registrant has elected to
follow.  [  ] Item 17  [X] Item 18
 
 If this
is an annual report, indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act).  [X]
Yes[  ] No
 
 
  1
  General
Information:
 
 Unless
otherwise indicated, all references herein are to US dollars.
 
 Forward
Looking Statements
 
 The
Company cautions readers regarding forward looking statements found in the
following discussion and elsewhere in this annual report and in any other
statement made by, or on the behalf of the Company, whether or not in future
filings with the Securities Exchange Commission (“SEC”).  Forward
looking statements are statements not based on historical information and which
relate to future operations, strategies, financial results or other
developments.  Forward looking statements are necessarily based upon
estimates and assumptions that are inherently subject to significant business,
economic and competitive uncertainties and contingencies, many of which are
beyond the Company’s control and many of which, with respect to future business
decisions, are subject to change.  See “Item 3. Key Information - Risk
Factors.”  These uncertainties and contingencies can affect actual
results and could cause actual results to differ materially from those expressed
in any forward looking statements made by or on behalf of the
Company.  The Company disclaims any obligation to update forward
looking statements.
  PART
I
 
 Item
1.   Identity of Directors, Senior Management and
Advisors.
  Not
applicable.
  Item
2.   Offer Statistics and Expected Timetable.
  Not
applicable.
  Item
3.  Key Information.
  Selected
Financial Data
 
 The
selected financial data of the Company for the year ended December 31, 2007 and
2006 was derived from the  financial statements of the Company which
have been audited by Lake & Associates CPA’s LLC, the December 31, 2005
financial data was derived from the audited financial statements of Bongiovanni
& Associates PA our prior auditor as indicated in their report which is
included elsewhere in this report.  The selected financial data set
forth for the years ended September 30, 2004, and 2003 is derived from the
Company’s audited consolidated financial statements, not included
herein.
 
 The
information in the following table was extracted from the more detailed
financial statements and related notes included herein and should be read in
conjunction with such financial statements and with the information appearing
under the heading “Item 5.  Operating and Financial Review and
Prospects.”
  Year
      Ended December 31,
              
              
              Year
      Ended September 30,2007
              
              
              2006
              
              
              2005
              
              
              2004
              
              
              2003Revenues
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              1,517,822Loss
      from operations
              
              $
              (68,503
              )
              
              $
              (113,813
              )
              
              $
              (678,154
              )
              
              $
              (643,448
              )
              
              $
              (460,465
              )Loss
      from continuing  operations
              
              $
              (68,503
              )
              
              $
              (113,813
              )
              
              $
              (714,335
              )
              
              $
              (643,448
              )
              
              $
              (460,465
              )Net
      loss
              
              $
              (68,503
              )
              
              $
              (113,813
              )
              
              $
              (714,335
              )
              
              $
              (643,448
              )
              
              $
              (460,465
              )Comprehensive
      loss
              
              $
              (68,503
              )
              
              $
              (113,813
              )
              
              $
              (714,335
              )
              
              $
              (651,220
              )
              
              $
              (623,056
              )Net
      loss from per share
              
              $
              (0.0009
              )
              
              $
              (0.0014
              )
              
              $
              (0.01
              )
              
              $
              (0.02
              )
              
              $
              (0.98
              )Total
      assets
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              1,000
              
              
              $
              318,808Stockholders’
      equity (deficit)
              
              $
              (1,264,801
              )
              
              $
              (1,196,298
              )
              
              $
              (1,082,485
              )
              
              $
              (710,797
              )
              
              $
              (358,389
              )Weighted
      average number of shares
              
              
              82,530,075
              
              
              
              79,758,837
              
              
              
              47,973,021
              
              
              
              28,249,500
              
              
              
              636,514Dividends
      per share
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
  Risk Factors
 
 The
Company has limited financial resources and if the Company is unable to secure
additional funding and/or a business opportunity, the Company may
fail.
 
 As of
December 31, 2007, the Company had no cash and a working capital deficit of
$1,264,801.  It currently has no business
operations.  Without additional funding and/or a business opportunity,
the Company may not continue to exist. As a result, for the year ended December
31, 2007, the Company's auditors, in Note H of the Financial Statements, have
noted that there is substantial doubt about the Company's ability to continue as
a going concern.  The Company's existence is dependent upon management
funding operations and raising sufficient capital. At this point in time, it is
impossible to state an amount of additional funding which the Company believes
would remove the going concern opinion.
 
 If
the Company issues shares or options to its officers, directors or key
employees, or if the Company obtains funding through the sale of additional
common shares, the shareholders will experience dilution.
 
 The
Company may in the future grant to some or all of its directors, officers,
insiders and key employees options to purchase the Company’s common shares as
non-cash incentives to those employees.  Such options may be granted
at exercise prices equal to market prices.  To the extent that
significant numbers of such options may be granted and exercised, the interests
of then existing shareholders of the Company will be subject to additional
dilution.
 
 The
Company is currently without a source of revenue and will most likely be
required to issue additional shares to finance its operations and acquire a
business opportunity.  The issuance of additional shares will cause
the Company’s existing shareholders to experience dilution of their ownership
interests.
 
 The
price of the Company’s common shares is subject to market fluctuations and
volatility which may not be related to the Company’s operations and such
fluctuations may impact the Company’s ability to complete equity financings; if
the Company cannot complete additional equity financings, it may not be able to
continue its operations.
 
 The
trading volume of the Company’s stock is low, thereby making the market price of
the stock subject to wide fluctuations in price, which have not necessarily been
related to the operating performance, underlying asset values or prospects of
such companies.  In particular, the per share price of the Company’s
common shares fluctuated from a low of $0.02 to a high of $0.10 during the
12-month period ending December 31, 2007.  Continued price
fluctuations will have a significant impact on the Company’s ability to complete
equity financings.
 
 Conflicts
of interest may arise among the members of the Company’s board of directors and
such conflicts may cause the Company to enter into transactions on terms, which
are not beneficial to the Company.
 
 Several
of the Company’s directors are also directors, officers or shareholders of other
companies.  Some of the directors and officers are engaged and will
continue to be engaged in the search for additional business opportunities on
behalf of other corporations, and situations may arise where these directors and
officers will be in direct competition with the Company.  Such
associations may give rise to conflicts of interest from time to
time.  Such a conflict poses the risk that the Company may enter into
a transaction on terms that could place the Company in a worse position than if
no conflict existed.  Conflicts, if any, will be dealt with in
accordance with the relevant provisions of the International Business Companies Act
(British Virgin Islands).  The directors of the Company are
required by law to act honestly and in good faith with a view to the best
interests of the Company and to disclose any interest which they many have in
any project or opportunity of the Company.  However, each director has
a similar obligation to other companies for which such director serves as an
officer or director.
 
 2
  The
Company does not pay dividends on its common shares; therefore, investors
seeking dividend income should not purchase the common shares.
 
 The
Company has never declared or paid cash dividends on its common shares and does
not anticipate doing so in the foreseeable future.  Additionally, the
determination as to the declaration of dividends is within the discretion of the
Company’s Board of Directors, which may never declare cash dividends on the
Company’s common stock.  Investors cannot expect to receive a dividend
on the Company’s common shares in the foreseeable future, if at
all.
 
 The
Company is dependent upon its management and the loss of any of its management
and/or if the Company is unable to recruit additional managers could negatively
impact the Company’s ability to continue its operations.
 
 The
success of the operations and activities of the Company is dependent to a
significant extent on the efforts and abilities of its key officer, Dr. FAN Di,
a director, and President, Chief Executive Officer and acting Chief Financial
Officer of the Company.  The loss of services of Dr. Fan could have a
material adverse effect on the Company.  The Company has not obtained
key-man life insurance on any of its officers or directors.  The
Company’s ability to recruit and retain highly qualified management personnel is
critical to its success; if it is unable to do so this may materially affect the
Company’s financial performance.
 
 The
Company’s shares are subject to the SEC’s penny stock rules, which may restrict
the ability of brokers to sell the Company’s common stock and may reduce the
secondary market for the common stock.
 
 The SEC
has adopted rules that regulate broker-dealer practices in connection with
transactions in “penny stock.”  Generally, penny stocks are equity
securities with a price of less than US $5.00 (other than securities registered
on certain national securities exchanges or quoted on the NASDAQ
system).  If the Company’s shares are traded for less than US $5 per
share, as they currently are, the shares will be subject to the SEC’s penny
stock rules unless (1) the Company’s net tangible assets exceed US $5,000,000
during the Company’s first three years of continuous operations or US $2,000,000
after the Company’s first three years of continuous operations; or (2) the
Company has had average revenue of at least US $6,000,000 for the last three
years.  The penny stock rules require a broker-dealer, prior to a
transaction in a penny stock not otherwise exempt from the rules, to deliver a
standardized risk disclosure document prescribed by the SEC that provides
information about penny stocks and the nature and level of risks in the penny
stock market.  The broker-dealer also must provide the customer with
current bid and offer quotations for the penny stock, the compensation of the
broker-dealer and its salesperson in the transaction and monthly account
statements showing the market value of each penny stock held in the customer’s
account.  In addition, the penny stock rules require that prior to a
transaction in a penny stock not otherwise exempt from those rules, the
broker-dealer must make a special written determination that the penny stock is
a suitable investment for the purchaser and receive the purchaser’s written
agreement to the transaction.  These requirements may have the effect
of reducing the level of trading activity in the secondary market for a stock
that becomes subject to the penny stock rules.  Since the Company’s
shares are traded for less than US $5.00 per share, the Company’s common stock
is subject to the penny stock rules.  Therefore, the holders of the
common stock may find it difficult to sell the common stock of the
Company.  These rules may restrict the ability of brokers to sell the
common stock and may reduce the secondary market for the common
stock.  A limited secondary market may result in a decrease in the
value of the shares and/or a partial or total loss of an investor’s
investment.
 
 This
annual report contains statements about future events and results that may not
be accurate.
 
 Statements
contained in this annual report that are not historical facts are
forward-looking statements that involve risks and uncertainties.  Such
statements may not prove to be accurate as actual results and future events
could differ materially from those anticipated in such statements.
 
 Investors
in the United States may not be able to enforce their civil liabilities against
the Company or its directors and officers.
 
 It may be
difficult to bring and enforce suits against the Company.  The Company
is a corporation domiciled in British Virgin Islands.  None of the
Company’s directors and officers are residents of the United States, and all or
a substantial portion of their assets are located outside of the United
States.  As a result, it may be difficult for U.S. holders of the
Company’s common shares to effect service of process on these persons within the
United States or to enforce judgments obtained in the U.S. based on the civil
liability provisions of the U.S. federal securities laws against the Company or
its officers and directors.  In addition, a shareholder should not
assume that the courts outside the United States (i) would enforce judgments of
U.S. courts obtained in actions against the Company, its officers or directors
predicated upon the civil liability provisions of the U.S. federal securities
laws or other laws of the United States, or (ii) would enforce, in original
actions, liabilities against the Company, its officers or directors predicated
upon the U.S. federal securities laws or other laws of the United
States.
 
 3
 
 Item
      4.
              Information
      on the Company.
  History
and Development of the Company
 
 The
Company was incorporated in the State of Colorado on June 17, 1996, under the
name Minas Novas Gold Corp., to engage in mining operations.  From
inception to January 1999, the Company obtained options to acquire various
mining properties.  On January 29, 1999, the Company abandoned all
mining operations and proceeded to acquire all of the issued and outstanding
capital stock of Cool Entertainment, Inc., a Washington corporation, in exchange
solely for 65% of its outstanding common stock.  The acquisition of
the Washington Corporation was completed March 1, 1999, and effective February
22, 1999, the Company changed its name to Cool Entertainment, Inc.
 
 From
March 1, 1999 to November 2000, the Company was able to generate only a minimal
amount of revenues.  Realizing that it was undercapitalized and unable
to market its services properly, the Company searched for another business
opportunity.  On February 21, 2001, the Company acquired all of the
issued and outstanding capital stock of E-Trend Networks, Inc., a Nevada
corporation, in exchange solely for approximately 92% of its common
stock.  The Company changed its name to E-Trend Networks, Inc.,
changed its domicile to Delaware, and effected a 1-for-100 reverse split of its
issued and outstanding shares of common stock.
 
 On
December 26, 2001, an agreement was reached whereby a new organization and
management team led by eAngels Equity, LLC would acquire controlling interest in
E-Trend Networks, Inc.  Effective February 19, 2002, the Company
changed its name to Wilmington Rexford, Inc.  Prior to the fourth
calendar quarter of 2003, the Company operated an online retail website
www.EntertainMe.com and through its fulfillment and distribution subsidiary,
Langara Entertainment, it offered distribution and fulfillment services to both
traditional retail and online merchants.
 
 In
October 2003, the Company entered into agreements to exchange its 100% ownership
in Langara Entertainment, Inc. and EntertainMe.com for equity stakes in Langara
Group, Inc. and Fly.com, Inc.
 
 On
February 13, 2004, the Company entered into an agreement with China Merchants
DiChain Investment Holdings Limited, pursuant to which the Company spun out as a
dividend to the shareholders on a 1 for 1 share basis shares of its
wholly-subsidiary, E-Trend Networks, Inc.  The agreement provided for
the acquisition of a company to be identified by China Merchants DiChain
Investment Holdings Limited and a 1-for-20 reverse stock split.  The
reverse stock split and the change of the Company’s name to China
Pharmaceuticals Corporation were effected March 25, 2004.
  On May
24, 2004, the Company closed its acquisition of 87.475% of Zhejiang University
Pharmaceutical Co., Ltd., a Sino-foreign equity joint venture (“Zheda
Pharmacy”), pursuant to the terms of an agreement dated as of May 24, 2004 with
the owners of Sheung Tai Investments Limited.  The Company issued
13,848,220 shares of its common stock to the owners of Sheung Tai Investments
Limited for 100% ownership of that entity.  Sheung Tai Investments
Limited owns 87.475% of Zheda Pharmacy.
  Also on
May 24, 2004, the Company issued 31,151,780 shares to China Merchants DiChain
Investment Holdings Limited and its designees for approximately $290,000 in debt
conversion and assumption of costs of the transaction.
  Shortly
after the acquisition of Zheda Pharmacy, the Company realized that management of
Sheung Tai Investments refused to turn over day-to-day control of the operations
of Zheda Pharmacy to management of the Company.  The disputes between
management of the Company and management of Sheung Tai Investment resulted in
litigation and protracted negotiations.  In January 2005, the Company
relinquished its ownership of Sheung Tai Investments (and therefore Zheda
Pharmacy) in exchange for the 13,848,220 shares of the Company’s common stock
that originally had been issued to the owners of Sheung Tai
Investments.
  Effective
August 26, 2004, the Company changed its domicile to the British Virgin Islands
and its name to China Pharmaceuticals International Corporation.  It
is governed by the International Business Companies Act, Cap. 291, of the
Territory of the British Virgin Islands.
  The
Company’s registered agent isVicton Registrations
Limited Room 502-3 Commercial House, 35 Queen’s Road Central, Hong
Kong.  Its principal business office is located at Room A,
F/22, Noble Center, 3 rd Fu Zhong Road, Fu Tian District, Shen Zhen, 518026,
Guang Dong Province, P. R. China since 1st Oct,
2005. The telephone number is 86.755. 3398 3366 and the facsimile number is
86.755.3398 3368.  The Company does not have a registered agent in the
United States.
  On
September 21, 2005, the Company issued a total of 45,200,000 shares of its
common stock to six buyers. As of the date of this filing, the buyers have not
settled the subscription money and $452,000 is still owed to the
Company.  It is uncertain whether the Company will be able to collect
the subscription money.  As a result, management has recorded an
allowance for doubtful stock subscriptions receivable of $452,000 to reflect
this uncertainty.  Pursuant to its Articles of Association, the
Company may, upon written notice to the six buyers, treat the unpaid for shares
as cancelled shares, but has not opted to do so as of the date of this
filing.  Furthermore, pursuant to the subscription agreements, the
Company accrued interest on the Subscription Receivable at the rate of Hong Kong
Prime plus 2% from September 28, 2005 through December 31, 2005, for a total of
$11,350.  However, in estimating uncollectible accounts, management
recorded an allowance for doubtful accounts of $11,350. As of December 31, 2007
the balance remains unpaid.
 
 Business
Overview
 
 For the
financial years ended September 30, 2002 and 2003, the Company operated an
online entertainment media retail website www.EntertainMe.com and through its
fulfillment and distribution subsidiary, Langara Entertainment, it offered
distribution and fulfillment services to both traditional retail and online
merchants.  Since October 2003, the Company has not engaged in
business activities.  As of the time of this filing, the Company has
not created a plan for future operations.
 
 Organizational
Structure
 
 As of the
date of this annual report, the Company has no subsidiaries.
 
 Property, Plants and
Equipment
 
 The
Company’s corporate office is located at Unit 3611, 36/F, West Tower, Shun Tak
Centre, 168-200 Connaught Road Central, Hong Kong from January 1, 2005 to
December 30, 2005. The Company shares the offices of China Merchants DiChain and
is allocated HK$15,000 (US$1,923 as of October 01, 2005) as its pro rata share
of the cost of the facility. Since 1st Oct, 2005, the Company’s corporate office
is located at Room A, F/22, Noble Center, 3 rd Fu Zhong Road, Fu Tian District,
Shen Zhen, 518026, Guang Dong Province, P. R. China. The Company shares the
offices of DC Capital Management, Inc. and is allocated HK$13,400 (US$1,718 as
of January 01, 2006) as its’ pro rata share of the cost of the facility. During
2007 the company did not incur any rent expense.  It currently has no
employees or operations
 
 4
 
 Item
      5.
              Operating
      and Financial Review and Prospects.
  The
following discussion of the results of operations of the Company for the year
ended December 31, 2007, 2006 and 2005 should be read in conjunction with the
financial statements of the Company and related notes included
therein.
 
 From
February 21, 2001 to October 2003, the Company operated an online entertainment
media retail website www.EntertainMe.com and through its fulfillment and
distribution subsidiary, Langara Entertainment, offered distribution and
fulfillment services to both traditional retail and online
merchants.  In October 2003, the Company entered into agreements to
exchange its 100% ownership in Langara Entertainment, Inc. and EntertainMe.com
for an equity stakes in Langara Group, Inc. and Fly.com, Inc.
 
 On
February 13, 2004, the Company entered into an agreement with China Merchants
DiChain Investment Holdings Limited, pursuant to which the Company spun out as a
dividend to the shareholders on a 1 for 1 share basis shares of its
wholly-subsidiary, E-Trend Networks, Inc. The agreement provided for the
acquisition of a company to be identified by China Merchants DiChain Investment
Holdings Limited and a 1-for-20 reverse stock split.  The reverse
stock split and the change of the Company’s name to China Pharmaceuticals
Corporation were effected March 25, 2004.
 
 On
February 20, 2004, the Company changed its fiscal year end to December
31.
 
 For the
year ended December 31, 2007, the Company's auditors, in Note H of the Financial
Statements, have noted that there is substantial doubt about the Company's
ability to continue as a going concern.  The Company's existence is
dependent upon management funding operations and raising sufficient capital. At
this point in time, it is impossible to state an amount of additional funding
which the Company believes would remove the going concern opinion.
 
 Operating
Results
 
 Year Ended December 31, 2007
Compared to Year Ended December 31, 2006 and 2005
 
 The
Company did not have any business operations during the twelve months ended
December 31, 2007 or 2006.  Despite the disposition of these business
operations, the Company continued to incur general and administrative expenses
to maintain the Company’s existence as a reporting company with the Securities
and Exchange Commission whose stock is traded on the OTC Bulletin Board. Total
operating expenses and net loss were each $68,503 for the year ended December
31, 2007 and $113,813 for the year ended December 31, 2006.
 
 Year Ended December 31, 2006
Compared to Year Ended December 31, 2005
 
 The
Company did not have any business operations during the twelve months ended
December 31, 2006.  Despite the disposition of these business
operations, the Company continued to incur general and administrative expenses
to maintain the Company’s existence as a reporting company with the Securities
and Exchange Commission whose stock is traded on the OTC Bulletin Board. In
addition, legal expenses were incurred in connection with the issuance to shares
to six independent companies on September 21, 2005. Total operating expenses and
net loss were each $113,813 for the year ended December 31, 2006 versus $714,335
for the year ended December 31, 2005.
 
 Year Ended December 31, 2005
Compared to the Fifteen Months Ended December 31, 2004
 
 The
Company did not have any business operations during the twelve months ended
December 31, 2005.  Despite the disposition of these business
operations, the Company continued to incur general and administrative expenses
to maintain the Company’s existence as a reporting company with the Securities
and Exchange Commission whose stock is traded on the OTC Bulletin Board. In
addition, legal expenses were incurred in connection with the issuance to shares
to six independent companies on September 21, 2005.  Total operating
expenses and net loss were each $714,335 for the year ended December 31, 2005
versus $715,438 for the fifteen months ended December 31, 2004.
  Liquidity
and Capital Resources
 
 At
December 31, 2007, the Company had no cash, the same as December 31,
2006.  The Company used cash of $20,943 for operating
activities.  Cash was provided by advances from related parties in the
sum of $20,943.
 
 The
Company also anticipates spending approximately $25,000 during fiscal 2008 for
administrative and other operating expenditures.  It will depend upon
advances from related parties to fund these expenditures.
 
 As of
December 31, 2007, the Company owed a total of $100,000 on a note payable. The
note bears interest at 10% per year and is in default. For the year ended
December 31, 2007 and 2006, accrued interest was $46,274 and $36,274,
respectively. The Company has disputed their liability for this
debt.
 
 There are
no material commitments for capital expenditures during fiscal 2008. Other than
the inter company advances from Farsight Holdings, Ltd. which have been made on
an interest-free basis, with no fixed term or repayment date, there is no debt
owed by the Company.
 
 Trend
Information
 
 The
Company is not aware of any trends that might affect its financial results or
business.
 
 Off
Balance Sheet Arrangements
 
 The
Company does not have any material 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.
 
 Contractual
Obligations
 
 The
Company does not have any contractual obligations.
 
 5
 
 Item
      6.
              Directors,
      Senior Management and Employees.
 
 
 Directors
and Senior Management
 
 The
names, positions held with the Company and terms of office of each director and
officer of the Company as of the date of this annual report, are as
follows:
 
 Name
              Position with the Company
              Term of Office (for each office
      held)FAN
      Di
              Chief
      Executive Officer
                President
                Acting
      Chief Financial Officer
                Director
              July
      2004 to present
                
                August
      2006 to present
                February
      2004 to presentFU
      Li
              Director
                Assistant
      President
                Corporate
      Secretary
              August
      2007 to present
                August
      2005 to present
                July
      2006 to present
 
 Each
officer’s and director’s term of office shall expire at the Company’s next
annual general meeting.  The Company does not have an executive
committee, audit committee, or a compensation committee.
 
 There are
no family relationships between any directors or executive officers of the
Company.  To the best of the Company’s knowledge, there are no
arrangements or understandings with major shareholders or others, pursuant to
which any of the Company’s officers or directors was selected as an officer or
director of the Company.
 
 Set forth
below are brief descriptions of recent employment and business experience of the
Company’s officers and directors, each of whom devote on average approximately
15 hours per week to the business of the Company.
 
 DR.
FAN DI
 
 Since
July 2004, Dr. Fan has served as the Company’s President and Chief Executive
Officer.  He has been a Director since February 2004.  Dr.
Fan assumed the role of acting Chief Financial Officer in August 2006. Dr. Fan
is responsible for overseeing the Company’s strategic
development.  Since April 2003, Dr. Fan has served as the Chairman,
Chief Executive Officer and an Executive Director of China Technology Global
Corporation, a British Virgin Islands corporation whose stock is traded on the
OTC Bulletin Board and registered under the Securities Exchange Act of
1934.  Since April 2002, Dr. Fan has served as the Chairman and Chief
Executive Officer of China Merchants DiChain (Asia) Limited, a company listed on
the Stock Exchange of Hong Kong, Limited.  From December 1999 to April
2002, he served as an Executive Director and Chief Financial Officer of China
Merchants Group.  Dr. Fan has substantial experience in financial
management and business management.  He holds a Ph.D. in Business
Administration from the University of Southern California.
  FU
LI
 
 Since
August 2005, Ms. Fu has served as Assistant President of the Company. Ms. Fu has
worked for China Merchants DiChain Group, which is the ultimate controlling
shareholder of the Company since October, 2002. Since July 2006, she has served
as the secretary of the Company, and she also served as the secretary of China
Technology Global Corporation since July 2006. She obtained a Bachelors Degree
and Masters Degree from Hua Qiao Foreign Language University and Newport
University.
 
 Compensation
 
 During
the fiscal year ended December 31, 2007, the directors and officers of the
Company, as a group, had received or charged the Company a total of $0 for
services rendered by the directors and officers or companies owned by the
individuals.  No amounts were set aside or accrued by the Company to
provide pension, retirement or similar benefits.
 
 Employees
 
 As of
December 31, 2007, the Company had no full-time employees in the area of
management and administration.
 
 Share
Ownership
 
 The
following table sets forth certain information regarding ownership of the
Company’s common shares by the Company’s officers and directors as of June 23,
2008.
 
 Title
      of Class
              Name
      and Address of Owner
              Shares
      and Rights Beneficially
                Owned
      or Controlled (1)
              Percent
      of Class (1)Common
      Stock
              FAN
      Di (2)
                
                Room
      A, F/22, Noble Center, 3 rd Fu Zhong Road, Fu Tian District,
                Shen
      Zhen, 518026, Guang Dong Province, P. R. China
              23,588,444
              27.05%Common
      Stock
              FU
      Li
                
                Room
      A, F/22, Noble Center, 3 rd Fu Zhong Road, Fu Tian District,
                Shen
      Zhen, 518026, Guang Dong Province, P. R. China
              -0-
              0%
 
 (1)
              Where
      persons listed on this table have the right to obtain additional shares of
      common stock through the exercise of outstanding options or warrants
      within 60 days from June 23, 2008, these additional shares are deemed to
      be outstanding for the purpose of computing the percentage of common stock
      owned by such persons, but are not deemed to be outstanding for the
      purpose of computing the percentage owned by any other person. Based on
      87,196,351 shares of common stock outstanding as of June 23,
      2008.
  (2)
              These
      shares are held of record by China Merchants DiChain Investment Holdings
      Limited.  As Dr. FAN is a director of China Merchants DiChain
      Investment Holdings Limited and a director of the sole controlling
      shareholder of China Merchants DiChain Investment Holdings Limited, he is
      deemed to be beneficial owner of these
shares.
  6
  Item
      7.
              Major
      Shareholders and Related Party
Transactions.
  Principal
Holders of Voting Securities
 
 The
following table sets forth certain information regarding ownership of the
Company’s common shares by the beneficial owners of 5% or more of each class of
the Company’s voting securities as of June 23, 2008.
 
 Title
      of Class
              Name
      and Address of Owner
              Shares
      and Rights Beneficially
                Owned
      or Controlled (1)
              Percent
      of Class (1)Common
      Stock
              China
      Merchants DiChain Investment Holdings Limited (2)
                Room
      A, F/22, Noble Center, 3 rd Fu Zhong Road, Fu Tian District, Shen Zhen,
      518026, Guang Dong Province, P. R. China
              23,588,444
              27.05%Common
      Stock
              Dr.
      FAN Di (2)
                Room
      A, F/22, Noble Center, 3 rd Fu Zhong Road, Fu Tian District, Shen Zhen,
      518026, Guang Dong Province, P. R. China
              23,588,444
              27.05%Common
      Stock
              Fivestar
      International Limited
                R2908,
      29/F, Guo Ji Ming Yuan, You Yi Road, Luo Hu District, Shen Zhen Province,
      518000, Guang Dong Province, P. R. China
              7,700,000
              8.83%Common
      Stock
              Sino
      Castle Holdings Ltd
                R2908,
      29/F, Guo Ji Ming Yuan, You Yi Road, Luo Hu District, Shen Zhen Province,
      518000, Guang Dong Province, P. R. China
              7,500,000
              8.60%Common
      Stock
              Mart
      Burkit Limited
                R2908,
      29/F, Guo Ji Ming Yuan, You Yi Road, Luo Hu District, Shen Zhen Province,
      518000, Guang Dong Province, P. R. China
              7,500,000
              8.60%Common
      Stock
              Rich
      Gush Limited
                R2908,
      29/F, Guo Ji Ming Yuan, You Yi Road, Luo Hu District, Shen Zhen Province,
      518000, Guang Dong Province, P. R. China
              7,500,000
              8.60%Common
      Stock
              Mart
      Express Limited
                R2908,
      29/F, Guo Ji Ming Yuan, You Yi Road, Luo Hu District, Shen Zhen Province,
      518000, Guang Dong Province, P. R. China
              7,500,000
              8.60%Common
      Stock
              Global
      China Enterprises Limited
                R2908,
      29/F, Guo Ji Ming Yuan, You Yi Road, Luo Hu District, Shen Zhen Province,
      518000, Guang Dong Province, P. R. China
              7,500,000
              8.60%Common
      Stock
              Asian
      Century Development Limited
                C/O
      16F Chinese Bank Building, 61 Des Veoux Road Central
                Hong
      Kong
              6,929,450
              7.95%Common
      Stock
              Cede
      & Co.
                PO
      Box
      #20                                          Bowling
      Green
      Station                         New
      York, NY 10004
              4,120,214
              4.73%
 
 (1)
              Based
      on 87,196,351 shares of common stock outstanding as of June 23,
      2008.
  (2)
              These
      shares are held of record by China Merchants DiChain Investment Holdings
      Limited.  As Dr. FAN is a director of China Merchants DiChain
      Investment Holdings Limited and a director of the sole controlling
      shareholder of China Merchants DiChain Investment Holdings Limited, he is
      deemed to be beneficial owner of these
shares.
 
 Control
by Foreign Government or Other Persons
 
 As of
June 23, 2008 the Company was 27.05% indirectly owned by DiChain Holdings
Limited, an investment holding company located in Hong Kong.
 
 None of
the Company’s common shareholders has different voting rights than any of the
Company’s other common shareholders.
 
 Changes
in Shareholdings
 
 China
Merchants DiChain Investment Holdings Limited issued totally 45,200,000 shares
on 21 September 2005 at US$0.01 each to six companies as listed in item#7.
Thenceforward China Merchants DiChain Investment Holdings Limited’s shareholding
has been diluted to 26.04% from 64.3%.
 
 Change
of Control
 
 As of the
date of this annual report, there are no arrangements known to the Company that
may at a subsequent date result in a change of control of the
Company
 
 United
States Shareholders
 
 As of
June 13, 2007, there were 79 registered holders of the Company’s common shares
in the United States, with combined holdings of 6,823,402 shares, representing
7.82% of the issued shares of the Company.  In addition, CEDE & Co
held 4,120,214 shares of record, representing 4.72% of the issued shares of the
Company.  The Company does not know how many beneficial shareholders
it has in the United States, but management believes there are less than 300
such shareholders.
 
 Related
Party Transactions
 
 Other
than as disclosed below, for the period from December 31, 2006 through December
31, 2007, the Company has not entered into any transactions or loans between the
Company and any (a) enterprises that directly or indirectly through one or more
intermediaries, control or are controlled by, or are under common control with,
the Company; (b) associates; (c) individuals owning, directly or indirectly, an
interest in the voting power of the Company that gives them significant
influence over the Company, and close members of any such individuals’ family;
(d) key management personnel and close members of such individuals’ families; or
(e) enterprises in which a substantial interest in the voting power is owned,
directly or indirectly, by any person described in (c) or (d) or over which such
a person is able to exercise significant influence.
 
 The
Company’s corporate office is located at Room A, F/22, Noble Center, 3 rd Fu
Zhong Road, Fu Tian District, Shen Zhen, 518026, Guang Dong Province, P. R.
China. The Company shares the offices of China Merchants DiChain (Asia) Ltd from
January, 2005 to September, 2005, and is allocated HK$15,000 per month (US$1,923
as of October 01, 2005) as its pro rata share of the cost of the
facility.  There is no written agreement regarding this office sharing
arrangement.
 
 The
Company shares the offices of DC Capital Management, Inc. from October, 2005 to
December, 2006, and is allocated HK$13,400 per month (US$1,718 as of January 01,
2006) as its pro rata share of the cost of the facility.  There is no
written agreement regarding this office sharing arrangement.  There is
no written agreement regarding this office sharing arrangement.
 
 China
Technology Global Corporation, a company indirectly owned by DiChain Holdings
Limited, and China Merchants DiChain (Asia) Limited (“China Merchants DiChain”)
have advanced $205,708 and $197,128 to the Company, respectively, since October
1, 2003. These advances have been made on an interest-free basis, with no fixed
term or repayment date.DiChain
Holdings Limited and DC Capital Management, Inc., companies sharing mutual
ownership with the Company, have advanced $26,790 and $45,000 to the Company,
respectively, since January 1, 2005. These advances have been made on an
interest-free basis, with no fixed term or repayment date. Farsight Holdings
Limited, an affiliate of the Company, has advanced $46,000 since January 1,
2006. These advances have been made on an interest-free basis, with no fixed
term or repayment date.
 
 On August
16, 2007 the company issued 7,437,514 common shares as payment for the above
related company payables.  The stock was issued at the most recent
stock sale of $.07 per share for a total value of $520,626
 
 Farsight
Holdings Limited, an affiliate of the Company, has advanced $20,943. since June
1, 2007. These advances have been made on an interest-free basis, with no fixed
term or repayment date.
 
 Indebtedness
of Directors, Officers, Promoters and Other Management
 
 No
executive officers, directors, employees or former executive officers and
directors of the Company are indebted to the Company.  None of the
directors, executive officers or proposed nominees of the Company, or any
associate or affiliate of these individuals, is or has been indebted to the
Company since January 1, 2005.
 
 7
  Item
8.  Financial Information.
  Financial
Statements and Other Financial Information
 DDescription
              Page
 
 China
Pharmaceuticals International Corporation Consolidated Financial
Statements
 
 Reports
of Independent Registered Public Accounting Firm- Lake & Associates CPA's
LLC                   F-13
 Reports
of Independent Registered Public Accounting Firm- Bongiovanni & Associates,
P.A.       F-14
 Consolidated
Balance Sheets as of December 31, 2007, 2006, and 2005            F-15
 Consolidated
Statements of Operations and Comprehensive Loss for the Years
Ended                                                                                                 
F-16
 December
31, 2007, 2006, and 2005
 Consolidated
Statements of Stockholders’ Equity for the Years
Ended                                                                                                                          F-17
 December
31, 2007, 2006, and 2005
 Consolidated
Statements of Cash Flows for the Years Ended December 31, 2007, 2006, and
2005                                                                                  F-18
 Notes to
Consolidated Financial
Statements                                                                                                                                                                 F-19
  Legal
Proceedings
 
 The
Company knows of no material, active or pending legal or arbitration proceedings
against it; nor is the Company involved as a plaintiff in any material
proceeding or pending litigation.  There are no legal or arbitration
proceedings (including governmental proceedings pending or known to be
contemplated) which may have, or have had in the recent past, significant
effects on the Company’s financial position or profitability.
 
 Dividend
Policy
 
 The
Company has not paid any dividends on its common shares and does not intend to
pay dividends on its common shares in the immediate future.  Any
decision to pay dividends on its common shares in the future will be made by the
board of directors on the Company on the basis of earnings, financial
requirements and other such conditions that may exist at that time.
 
 Significant
Changes
 
 None.
  Item
      9.
              The
      Offer and Listing.
  Price
History
 
 The
common stock has been trading on the Over-The-Counter Bulletin Board (“OTCBB”)
since June 9, 1998 under the following symbols:
 
 ·
              MNGD
      - June 9, 1998 to March 1, 1999;
 ·
              CULE
      - March 1, 1999 to February 22,
2001;
 ·
              ETDN
      - February 22, 2001 to February 19,
2002;
 ·
              WREX
      – February 19, 2002 to March 25,
2004;
 ·
              CPCL
      – March 25, 2004 to August 26, 2004;
and
 ·
              CPICF
      - since August 26, 2004.
 
 There
have been no trading suspensions imposed by the OTCBB or any other regulatory
authorities in the past three years.
 
 The
following table sets forth the market price ranges and the aggregate volume of
trading of the common shares of the Company on the OTCBB, and predecessor
exchanges, for the periods indicated:
  OTCBB
Stock Trading Activity
 
 Sales
      PriceYear
      Ended
              Volume
              
              High
              
              LowDecember
      31, 2007
              776,000
              
              $0.10
              
              $0.02December
      31, 2006
              4,661,200
              
              $0.20
              
              $0.03December
      31, 2005
              7,199,400
              
              $0.80
              
              $0.02December
      31, 2004
              4,633,887
              
              $8.95
              
              $0.02September
      30, 2003*
              936,022
              
              $0.149
              
              $0.02September
      30, 2002
              3,645,100
              
              $1.02
              
              $0.10September
      30, 2001
              6,107,200
              
              $2.50
              
              $0.02September
      30, 2000
              40,835,000
              
              $1.8438
              
              $0.08
 
 *           Fifteen-months
ended September 30, 2003
 
 Sales
      PriceQuarter
      Ended
              Volume
              
              High
              
              LowDecember
      31, 2006
              428,900
              
              $0.12
              
              $0.05September
      30, 2006
              184,300
              
              $0.11
              
              $0.06June
      30, 2006
              554,500
              
              $0.17
              
              $0.11March
      31, 2006
              3,493,500
              
              $0.20
              
              $0.03December
      31, 2005
              767,900
              
              $0.05
              
              $0.02September
      30, 2005
              4,100,000
              
              $0.13
              
              $0.02June
      30, 2005
              754,700
              
              $0.15
              
              $0.06March
      31, 2005
              1,576,800
              
              $0.80
              
              $0.10December
      31, 2004
              318,371
              
              $3.90
              
              $0.40September
      30, 2004
              57,303
              
              $3.25
              
              $1.27June
      30, 2004
              66,522
              
              $6.75
              
              $2.00March
      31, 2004
              4,191,691
              
              $8.95
              
              $0.02December
      31, 2003
              36,422
              
              $0.03
              
              $0.02September
      30, 2003
              56,100
              
              $0.05
              
              $0.03June
      30, 2003
              195,700
              
              $0.11
              
              $0.02March
      31, 2003
              159,600
              
              $0.04
              
              $0.03December
      31, 2002
              488,200
              
              $0.149
              
              $0.02September
      30, 2002
              1,019,300
              
              $0.29
              
              $0.10
 
 Sales
      PriceMonth
      Ended
              Volume
              
              High
              
              LowDecember
      31, 2007
              25,100
              
              $0.03
              
              $0.02November
      30, 2007
              134,300
              
              $0.04
              
              $0.03October
      31, 2007
              88,200
              
              $0.04
              
              $0.03September
      30, 2007
              19,400
              
              $0.06
              
              $0.04August
      31, 2007
              20,900
              
              $0.08
              
              $0.06July
      31, 2007
              6,000
              
              $0.10
              
              $0.10June
      30, 2007
              300,800
              
              $0.10
              
              $0.06May
      31, 2007
              10,600
              
              $0.08
              
              $0.03April
      30, 2007
              9,000
              
              $0.08
              
              $0.03March
      31, 2007
              89,600
              
              $0.08
              
              $0.03February
      28, 2007
              47,400
              
              $0.08
              
              $0.06January
      31, 2007
              24,700
              
              $0.09
              
              $0.06
 
 These
above quotations reflect inter-dealer prices without retail mark-up, markdown,
or commissions and may not necessarily represent actual
transactions.
  8
  Item
10.  Additional Information.
  Memorandum
and Articles of Association
 
 The
Company is incorporated in the Territory of the British Virgin Islands under the
International Business Companies Act, Cap. 291, IBC No. 569163.  The
Company’s objects and purposes, found in paragraph 4 of the Memorandum of
Association, are general in nature and permit the Company to engage in any
business, acts, or activities which are not prohibited under any law for the
time being in force in the British Virgin Islands.
 
 There are
no provisions in the Company’s Articles of Association that limit a director’s
power to vote on a matter in which he is materially interested, to vote
compensation to himself or any other director in the absence of an independent
quorum, or to vote on matters regarding borrowings by the
Company.  There are no retirement age requirements, and there are no
shareholding requirements to qualify as a director.
 
 The
Company has only one class of stock:  ordinary (or common)
shares.  The holders of ordinary shares do not have dividend rights,
are entitled to one vote for each share held of record on all matters submitted
to the stockholders, do not have rights to share in the Company’s profits, have
rights to share in any surplus in the event of liquidation, do not have
redemption or sinking fund provisions, are not liable to further capital calls
by the Company, and are not subject to any provisions discriminating against any
existing or prospective holder of such securities as a result of such
shareholder owning a substantial number of shares.
 
 In order
to change the rights of holders of any class of the Company’s stock, the
Memorandum of Association must be amended by a majority vote of the Company’s
shareholders and of the holders of any class of stock whose rights are
changed.
 
 Annual or
special meetings of the Company’s shareholders are called by the directors at
any time or place of their choosing and must be called upon the written request
of shareholders holding ten percent (10%) or more of the outstanding shares of
the Company’s common stock.  At least seven days notice of a
shareholders’ meeting must be given.  A shareholder may be represented
at a meeting by a proxy who may speak and vote on behalf of the
shareholder.
 
 There are
no limitations on the rights to own the Company’s securities or the rights of
non-residents or foreign shareholders to hold or exercise voting rights on the
securities imposed by foreign law or the Company’s constituent
documents.
 
 There are
no provisions in the Company’s Memorandum or Articles of Association that would
have an effect on delaying, deferring or preventing a change in control of the
Company and that would operate only with respect to a merger, acquisition or
corporate restructuring involving the Company or any of its
subsidiaries.
 
 There are
no provisions in the Company’s Articles of Association governing an ownership
threshold above which shareholder ownership must be disclosed.
 
 With
regard to the foregoing matters, the laws in the British Virgin Islands are not
significantly different than those in the United States.
 
 There are
no conditions in the Memorandum and Articles of Association governing changes in
the Company’s capital or changes in the rights of holders of any class of its
stock that are more stringent than is required by law.
 
 Material
Contracts
 
 The
following are material contracts entered into by the Company during the two
years preceding the date of this annual report:
 
 None
  Exchange
Controls
 
 The
Company’s business is conducted in and from Hong Kong and the People’ Republic
of China (the “PRC”) in Hong Kong dollars and the PRC
Renminbi.  Periodic reports made to U.S. shareholders are expressed in
U.S. dollars using the then-current exchange rates.
 
 The PRC
Government imposes foreign currency control in part through direct regulation of
the conversion of Renminbi into foreign exchange and through foreign trade
restrictions.  The conversion of the Renminbi into U.S. dollars must
be based on the People’s Bank of China (“PBOC”) Rate.  The PBOC Rate
is set based on the previous day’s PRC interbank foreign exchange market rate
and with reference to current exchange rates on the world financial
markets.  In line with the unification of the two exchange rates, the
Renminbi was revalued at HK$1.00=RMB1.12 and US$1.00=RMB8.70 on January 3,
1994.  Since revaluation, the exchange rate has fluctuated between a
range of US$1.00 = RMB7.90 and US$1.00 = RMB8.70.
 
 The Hong
Kong dollar is freely convertible into the U.S. dollar.  Since October
17, 1983, the Hong Kong dollar has been pegged to the U.S. dollar at HK$7.80 to
US$1.00. The central element in the arrangements for the peg is an agreement
between the Hong Kong government and the three Hong Kong banknote issuing banks,
HSBC, Standard Chartered Bank and the Bank of China.  Under the
agreement, certificates of indebtedness, which are issued by the Hong Kong
Government Exchange Fund to the banknote issuing bank to be held as cover for
their banknote issues, are issued and redeemed only against payment in U.S.
dollars, at the fixed exchange rate of US$1.00 = HK$7.80.  When the
bank notes are withdrawn from circulation, the banknote issuing banks surrender
the certificates of indebtedness to the Hong Kong Government Exchange Fund and
are paid the equivalent of U.S. dollars at the fixed rate. Exchange rates
between the Hong Kong dollar and other currencies are influenced by the linked
rate between the U.S. dollar and the Hong Kong dollar.
 
 The
market exchange rate of the Hong Kong dollar against the U.S. dollar continues
to be determined by the forces of supply and demand in the foreign exchange
market.  However, against the background of the fixed rate system
which applies to the issue of Hong Kong currency in the form of bank notes, as
described above, the market exchange rate has not deviated significantly from
HK$7.80 to US$1.00.  See “Selected Financial Data” in Item 3 of this
annual report.  The Hong Kong government has stated its intention to
maintain the link at that rate.  The Hong Kong government has stated
that is has no intention of imposing exchange controls in Hong Kong and that the
Hong Kong dollar will remain freely convertible into other currencies (including
the U.S. dollar).  The PRC and the United Kingdom agreed in 1984
pursuant to the Joint Declaration of the Government of the United Kingdom of
Great Britain and Northern Ireland and the Government of the People's Republic
of China on the Question of Hong Kong (“the Joint Declaration”) that, after Hong
Kong became a special administrative region of the PRC (the “SAR”) on July 1,
1997, the Hong Kong dollar will continue to circulate and remain freely
convertible.  However, no assurance can be given that the SAR
government will maintain the peg at HK$7.80 to US$1.00, if at all.
 
 Taxation
 
 There are
no British Virgin Islands (“BVI”) governmental laws, decrees or regulations
affecting the remittance of dividends or other payments to nonresident holders
of the Company’s securities.  U.S. holders of the Company’s securities
are subject to no taxes or withholding provisions under existing BVI laws and
regulations.  By reason of the fact that the Company conducts no
business within the BVI, there are no applicable reciprocal tax treaties between
the BVI and the U.S. that would affect the preceding statement that there are no
BVI taxes, including withholding provisions, to which U.S. security holders are
subject under existing laws and regulations of the BVI.
 
 Documents
on Display
 
 The
constituent documents concerning the Company may be inspected at the offices of
its U.S. counsel, Dill Dill Carr Stonbraker & Hutchings, P.C., 455 Sherman
Street, Suite 300, Denver, Colorado 80203, Attn.: Fay M. Matsukage,
Esq.
 
 The
Company’s documents publicly filed with the Securities and Exchange Commission
may also be viewed and inspected at the SEC’s Public Reference Room located at
100 F Street, N.E., Room 1580, Washington, DC 20549.  Copies may also
be obtained from the SEC at prescribed rates.
 
 9
 
 Item
11.  Quantitative and Qualitative Disclosures About Market
Risk.
  Not
applicable.
  Item
12.  Description of Securities Other than Equity
Securities.
  Not
applicable.
  PART
II
 
 Item
13.  Defaults, Dividend Arrearages and Delinquencies.
  Not
applicable.
  Item
14.  Material Modifications to the Rights of Security Holders and Use
of Proceeds.
  Not
applicable
  Item
15.  Controls and Procedures
  As
required by Rule 13a-15 under the Securities Exchange Act of 1934, as of the end
of the period covered by this annual report, being December 31, 2007, we have
carried out an evaluation of the effectiveness of the design and operation of
our company’s disclosure controls and procedures. This evaluation was carried
out under the supervision and with the participation of our company’s
management, including our company’s Chief Executive Officer and our Chief
Financial Officer. Based upon that evaluation, our company’s Chief Executive
Officer and our Chief Financial Officer concluded that our company’s disclosure
controls and procedures are effective as at the end of the period covered by
this report. There have been no changes in our company’s internal controls over
financial reporting during the period covered by this annual report that have
materially affected, or are reasonably likely to materially affect, our internal
controls over financial reporting.
 
 Disclosure
controls and procedures and other procedures that are designed to ensure that
information required to be disclosed in our reports filed or submitted under the
Securities Exchange Act of 1934 is recorded, processed, summarized and reported,
within the time period specified in the Securities and Exchange Commission’s
rules and forms. Disclosure controls and procedures include, without limitation,
controls and procedures designed to ensure that information required to be
disclosed in our reports filed under the Securities Exchange Act of 1934 is
accumulated and communicated to management including our Chief Executive Officer
and our Chief Financial Officer as appropriate, to allow timely decisions
regarding required disclosure.
  Item
16.  [Reserved]
  Not
applicable.
  Item
16A.  Audit Committee Financial Expert.
  The Board
of Directors has determined that the Company has at least one member who is a
financial expert, Dr. Fan Di.  Dr. Fan is not considered to be an
“independent director” as that term is defined in Rule 4200(a) (15) of the
National Association of Securities Dealers.
  Item
16B.  Code of Ethics.
  The
Company has not yet adopted a code of ethics that applies to the Company’s
principal executive officer, principal financial officer, principal accounting
officer, or controller, or persons performing similar
functions.  Given the Company’s current operations, management does
not believe a code of ethics is necessary at this stage of the Company’s
development.
  Item
16C.  Principal Accountant Fees and Services.
  Audit
Fees
 
 For the
fiscal years ended December 31, 2006 and December 31, 2007, the Company’s
principal accountant billed $15,000 and $15,000, respectively, for the audit of
the Company’s annual financial statements or services that are normally provided
by the accountant in connection with statutory and regulatory filings or
engagements for those fiscal years.
 
 Audit-Related
Fees
 
 For the
fiscal years ended December 31, 2006 and December 31, 2007, the Company’s
principal accountant billed $nil and $nil, respectively, for assurance and
related services that were reasonably related to the performance of the audit or
review of the Company’s financial statements outside of those fees disclosed
above under “Audit Fees”.
 
 Tax
Fees
 
 For the
fiscal years ended December 31, 2006 and December 31, 2007, the Company’s
principal accountant billed $nil and $nil, respectively, for tax compliance, tax
advice, and tax planning services.
 
 All
Other Fees
 
 For the
fiscal years ended December 31, 2006 and December 31, 2007, the Company’s
principal accountant billed $nil and $nil, respectively, for products and
services other than those set forth above.
 
 Pre-Approval
Policies and Procedures
 
 Prior to
engaging the Company’s accountants to perform a particular service, the
Company’s board of directors obtains an estimate for the service to be
performed.  The Company’s board of directors reviews and pre-approves
all audit and audit-related services and the fees and other compensation related
thereto, and any non-audit services provided by the Company’s external
auditors.  The board of directors in accordance with procedures for
the Company approved all of the services described above.
 
 At no
time since the commencement of the Company’s most recently completed financial
year has the Company relied on the waiver in paragraph (c)(7)(i)(C) of Rule 2-01
of Regulation S-X.
 
 Principal
Accountant Services
 
 To the
best of the Company’s knowledge, the percentage of hours expended on the
Company’s principal accountant’s engagement to audit the Company’s financial
statements for the fiscal year ended December 31, 2007, that were attributed to
work performed by persons other than the principal accountant’s full-time
permanent employees was less than fifty percent (50%).
  Item
16D.  Exemptions from the Listing Standards for Audit
Committees.
  Not
applicable.
  Item
16E.  Purchases of Equity Securities by the Issuer and Affiliated
Persons.
  Not
applicable.
  10
  PART
III
 
 Item
17.  Financial Statements.
 
 
 Not
applicable.
  Item
18.  Financial Statements.
  See page
F-1 to F-11.
  Item
19.  Exhibits.
 
 
 Exhibit Number
              Description1.1
              Memorandum
      and Articles of Association (1)
              N/A12.1
              Certification of Chief Executive Officer and Chief
      Financial Officer Pursuant to Rule 13a-14(a)13.1
              Certification of Chief Executive Officer and Chief
      Financial Officer Pursuant to 18 U.S.C. Section 1350
 
 11
  SIGNATURES
 
 The
registrant hereby certifies that it meets all of the requirements for filing on
Form 20-F and that it has duly caused and authorized the undersigned to sign
this annual report on its behalf.
 
 
 CHINA PHARMACEUTICALS
INTERNATIONAL
 CORPORATION
 
 
 
 Dated:  June
      23, 2008
              /s/ FAN
      Di
 FAN Di, President (Chief Executive
Officer), Acting Financial Officer
  12
  REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 To the
Board of Directors and
 Stockholders
of China Pharmaceuticals International Corporation
 
 We have
audited the accompanying balance sheet of China Pharmaceuticals International,
Corporation (the “Company”) as of December 31, 2007 and 2006 and related
statements of operations, stockholders’ deficit, and cash flows for the years
ending December 31, 2007 and 2006. 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. The financial
statements of China Pharmaceuticals International, Corporation as of December
31, 2005 were audited by other auditors whose report dated July 7, 2006,
expressed an unqualified opinion on those statements.
 
 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 audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our 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 China Pharmaceuticals International
Corporation as of December 31, 2007 and 2006 and the results of its operations
and its cash flows for years ended December 31, 2007 and 2006 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.  The Company has a deficit book value and
a negative cash flow from operations that have placed substantial doubt as to
whether the Company can continue as a going concern. The ability of the Company
to continue as a going concern is dependent on developing operations, increasing
revenues, and obtaining new capital. As of this report date management has not
enacted a plan to raise capital and increase sales.
 
 /s/Lake
& Associates CPA’s LLC
  Boca
Raton, Florida
 June 23,
2008
 
 13
  Bongiovanni
& Associates, P.A.
 17111
Kenton Drive – Suite 100-B
 Cornelius,
North Carolina 28031
 
 Phone
(704) 892-8733
 
  REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
 
  To the
Board of Directors and Stockholders:
 China
Pharmaceuticals International Corporation
 Units
3207-8, 32/F
 West
Tower, Shun Tak Centre
 168-200
Connaught Road Central, Hong Kong
 
 We have
audited the accompanying consolidated balance sheets of China Pharmaceuticals
International Corporation (a British Virgin Islands corporation) as of December
31, 2004 and December 31, 2005 and the related consolidated statements of
operations and comprehensive loss, changes in stockholders’ deficit, and cash
flows for the year ended September 30, 2003, the fifteen months ended December
31, 2004 and the year ended December 31, 2005.  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 auditing 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 from material
misstatement.  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 China Pharmaceuticals International
Corporation as of December 31, 2004 and December 31, 2005, and the results of
its operations and its cash flows for the year ended September 30, 2003, the
fifteen months ended December 31, 2004 and the year ended December 31, 2005, 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.  The Company has suffered recurring
losses and has yet to generate an internal cash flow that raises substantial
doubt about its ability to continue as a going concern.  Management’s
plans in regard to these matters are described in Note 2.  The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.
 
 /s/
Bongiovanni & Associates, PA
 
 Cornelius,
NC
 July 7,
2006
 
 14
  CHINA
      PHARMACEUTICALS INTERNATIONAL CORPORATIONBALANCE
      SHEETAs
      of December 31, 2007 ,2006, 2005ASSETS2007
              
              
              2006
              
              
              2005CURRENT
      ASSETSInvestment
              
              $
              -
              
              
              $
              -
              
              
              $
              -TOTAL
      ASSETS
              
              
              -
              
              
              
              -
              
              
              
              -LIABILITIES
      AND STOCKHOLDERS' EQUITY (Deficit)CURRENT
      LIABILITIESOther
      payables and accrued liabilities
              
              
              622,458
              
              
              
              574,898
              
              
              
              543,860Advances
      from related parties
              
              
              21,718
              
              
              
              521,401
              
              
              
              438,625Note
      payable
              
              
              100,000
              
              
              
              100,000
              
              
              
              100,000TOTAL
      LIABILITIES
              
              
              744,176
              
              
              
              1,196,298
              
              
              
              1,082,485STOCKHOLDERS'
      EQUITY (DEFICIT)Paid-in
      Capital, no par value, 500,000,000 shares authorized87,196,351  as
      of 2007 and 79,758,837 shares issued and outstanding 2006 and
      2005
              
              
              5,951,305
              
              
              
              5,430,679
              
              
              
              5,430,679Stock
      subscriptions receivable
              
              
              (452,000
              )
              
              
              (452,000
              )
              
              
              (452,000
              )Allowance
      for doubtful stock subscriptions receivable
              
              
              452,000
              
              
              
              452,000
              
              
              
              452,000Retained
      Earnings (Deficit)
              
              
              (6,695,480
              )
              
              
              (6,626,977
              )
              
              
              (6,513,164
              )TOTAL
      STOCKHOLDERS' EQUITY (DEFICIT)
              
              
              (744,176
              )
              
              
              (1,196,298
              )
              
              
              (1,082,485
              )TOTAL
      LIABILITIES AND STOCKHOLDERS' EQUITY
              
              $
              -
              
              
              $
              -
              
              
              $
              -The
      accompanying notes are an integral part of these financial
      statements.
 
 15
  CHINA
      PHARMACEUTICALS INTERNATIONAL CORPORATIONSTATEMENT
      OF OPERATIONSFor
      the Years Ended December 31, 2007, 2006 and 20052007
              
              
              2006
              
              
              2005REVENUESSales
              
              $
              -
              
              
              $
              -
              
              
              $
              -Cost
      of Sales
              
              
              -
              
              
              
              -
              
              
              
              -GROSS
      PROFIT
              
              
              -
              
              
              
              -
              
              
              
              -OPERATING
      EXPENSESGeneral
      and administrative expenses
              
              
              68,503
              
              
              
              113,813
              
              
              
              214,804Bad
      debts
              
              
              -
              
              
              
              -
              
              
              
              463,350TOTAL
      OPERATING EXPENSES
              
              
              68,503
              
              
              
              113,813
              
              
              
              678,154OPERAING
      INCOME (LOSS)
              
              
              (68,503
              )
              
              
              (113,813
              )
              
              
              (678,154
              )INCOME
      FROM CONTINUING OPERATIONSInterest
      and other (expense) income, net
              
              
              -
              
              
              
              -
              
              
              
              (36,181
              )NET
      INCOME (LOSS)
              
              
              (68,503
              )
              
              
              (113,813
              )
              
              
              (714,335
              )OTHER
      COMPREHENSIVE (LOSS) INCOMEForeign
      currency translation adjustment
              
              
              -
              
              
              
              -
              
              
              
              -COMPREHENSIVE
      LOSS
              
              $
              (68,503
              )
              
              $
              (113,813
              )
              
              $
              (714,335
              )NET
      LOSS COMMON PER SHAREBasically
      and Fully Dilluted
              
              
              **
              
              
              
              **
              
              
              
              (0.01
              )**Less
      than .01WEIGHTED
      AVERAGE COMMON SHARESOUTSTANDING,
      BASIC AND DILUTED
              
              
              82,530,075
              
              
              
              79,758,837
              
              
              
              47,973,021The
      accompanying notes are an integral part of these financial
      statements.
  16
   CHINA
      PHARMACEUTICALS INTERNATIONAL CORPORATIONStatement
      of Stockholders' EquityFor
      the Years Ended December 31, 2007, 2006 and 2005Allowance
      forCommon
      Stock
              
              
              
              
              
              DoubtfulStock
      Subscriptions
              
              
              Stock
      Subscriptions
              
              
              RetainedShares
              
              
              Amount
              
              
              Receivables
              
              
              Receivables
              
              
              (Deficit)
              
              
              TotalBalances,
      January 1, 2005
              
              
              46,160,733
              
              
              $
              4,912,289
              
              
              $
              -
              
              
              $
              -
              
              
              $
              (5,798,829
              )
              
              $
              (886,540
              )Cancellation
      of shares on March 04, 2005
              
              
              (13,848,220
              )
              
              
              (1,000
              )
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (1,000
              )Issuance
      of stock for services
              
              
              2,246,324
              
              
              
              67,390
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              67,390Proceeds
      from issuance of shares
              
              
              45,200,000
              
              
              
              452,000
              
              
              
              (452,000
              )
              
              
              452,000
              
              
              
              -
              
              
              
              452,000Net
      Income(Loss) for the year
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (714,335
              )
              
              
              (714,335
              )Balances,
      December 31, 2005
              
              
              79,758,837
              
              
              $
              5,430,679
              
              
              $
              (452,000
              )
              
              $
              452,000
              
              
              $
              (6,513,164
              )
              
              $
              (1,082,485
              )Net
      Income(Loss) for the year
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (113,813
              )
              
              
              (113,813
              )Balances,
      December 31, 2006
              
              
              79,758,837
              
              
              $
              5,430,679
              
              
              $
              (452,000
              )
              
              $
              452,000
              
              
              $
              (6,626,977
              )
              
              $
              (1,196,298
              )Issuance
      of stock for services and debt
              
              
              7,437,514
              
              
              
              520,626
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              520,626Net
      Income(Loss) for the year
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (68,503
              )
              
              
              (68,503
              )Balances,
      December 31, 2007
              
              
              87,196,351
              
              
              $
              5,951,305
              
              
              $
              (452,000
              )
              
              $
              452,000
              
              
              $
              (6,695,480
              )
              
              $
              (744,176
              )The
      accompanying notes are an integral part of these financial
      statements.
 
 17
  CHINA
      PHARMACEUTICALS INTERNATIONAL CORPORATIONStatement
      of Cash FlowsFor
      the Years Ended December 31, 2007, 2006 and 20052007
              
              
              2006
              
              
              2005CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
              
              $
              (68,503
              )
              
              $
              (113,813
              )
              
              $
              (714,335
              )Adjustments
      to reconcile net loss to net cash used in operating
      activities:Bad
      debt
              
              
              -
              
              
              
              -
              
              
              
              463,350Interest
      income
              
              
              -
              
              
              
              -
              
              
              
              (11,350
              )Issuance
      of common shares for consulting services rendered
              
              
              -
              
              
              
              -
              
              
              
              67,390Accounts
      payable and accrued liabilities
              
              
              47,560
              
              
              
              67,038
              
              
              
              68,598NET
      CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
              
              
              (20,943
              )
              
              
              (46,775
              )
              
              
              (126,347
              )CASH
      FLOWS FROM INVESTING ACTIVITIES:NET
      CASH (USED IN) INVESTING ACTIVITIES
              
              
              -
              
              
              
              -
              
              
              
              -CASH
      FLOWS FROM FINANCING ACTIVITIES:Advances
      from related parties
              
              
              20,943
              
              
              
              46,776
              
              
              
              126,347NET
      CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
              
              
              20,943
              
              
              
              46,776
              
              
              
              126,347NET
      INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
              
              
              -
              
              
              
              -
              
              
              
              -CASH
      AND CASH EQUIVALENTSBeginning
      of Period
              
              
              -
              
              
              
              -
              
              
              
              -End
      of Period
              
              $
              -
              
              
              $
              -
              
              
              $
              -The
      accompanying notes are an integral part of these financial
      statements.
  18
  NOTE A - SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES
 
 Business
Activity
 China
Pharmaceuticals International Corporation (the “Company”) was incorporated on
November 25, 2003 in the British Virgin Islands, formerly known as China
Pharmaceuticals, Corp., Wilmington Rexford, Inc., E-Trend Networks, Inc., Cool
Entertainment, Inc. and prior to March 1, 1999, Minas Novas Gold Corp. Minas
Novas Gold Corp was incorporated in the State of Colorado on June 17, 1996, to
engage in mining operations. On March 1, 1999, the Company acquired Cool
Entertainment, Inc. and changed its name accordingly. From March 1, 1999 to
November 2000, the Company was able to generate only a minimal amount of
revenues. On February 21, 2001, the Company acquired E-Trend Networks, Inc. The
Company changed its name to E-Trend Networks, Inc. and changed its domicile to
the State of Delaware. On December 26, 2001 an agreement was reached whereby a
new organization and management team led by eAngels Equity, LLC would acquire
controlling interest in E-Trend Networks, Inc. Effective February 19, 2002, the
Company changed its name to Wilmington Rexford, Inc. On February 13, 2004, the
Company entered into an agreement with China Merchants DiChain Investment
Holdings Limited, pursuant to which the Company spun out shares of it wholly
owned subsidiary, E-Trend Networks, Inc. On March 25, 2004 the Company changed
its name to China Pharmaceuticals Corporation. Effective August 26, 2004, the
Company changed its domicile to the British Virgin Islands and its name to
Chains Pharmaceuticals International Corporation. Since October 2003, the
Company has not engaged in business activities.
 
 Basis of
Presentation
 The
financial statements included herein were prepared under the accrual basis of
accounting.
 
 Cash and Cash
Equivalents
 For
purposes of the Statement of Cash Flows, the Company considers liquid
investments with an original maturity of three months or less to be cash
equivalents.
 
 Management’s Use of
Estimates
 The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and liabilities at the date of
consolidated financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates.
 
 Comprehensive Income
(Loss)
 The
Company adopted Financial Accounting Standards Board Statement of Financial
Accounting Standards (SFAS) No. 130, “Reporting Comprehensive
Income,” which establishes standards for the reporting and display of
comprehensive income and its components in the consolidated financial
statements.
 
 Foreign
Currencies
 Assets
and liabilities denominated in respective functional currencies are translated
into United States Dollars at the exchange rate as of the balance sheet
date.  The share capital and retained earnings are translated at
exchange rates prevailing at the time of the transactions. Revenues, costs, and
expenses denominated in respective functional currencies are translated into
United States Dollars at the weighted average exchange rate for the period. The
effects of foreign currencies
 translation
adjustments are included as a separate component of accumulated other
comprehensive income.
  Loss Per
Share
 The
Company applies Statement of Financial Accounting Standards No. 128, “Earnings
Per Share” (FAS 128) which requires dual presentation of net earnings (loss) per
share: Basic and Diluted.  Basic earnings (loss) per share are
computed using the weighted average number of common shares outstanding during
the period.  Diluted earnings per share is computed using the weighted
average number of common shares outstanding during the period adjusted for the
effect of dilutive outstanding options and warrants.  Outstanding
stock options and warrants were not considered in the calculation of diluted net
loss per share as their effect was anti-dilutive.
 
 Fair Value of Financial
Instruments
 The
carrying amounts reported in the balance sheet for cash, accounts receivable,
accounts payable, and loans payable approximate fair value based on the
short-term maturity of these instruments.  The carrying value of the
Company’s long-term debt approximated its fair value based on the current market
conditions for similar debt instruments.
 
 Fair Value
Accounting
 In
September 2006, the FASB issued FASB Statement No. 157, "Fair Value
Measurements" ("FAS 157"). FAS 157 defines fair value, establishes a framework
for measuring fair value in generally accepted accounting principles, and
expands disclosures about fair value measurements. The provisions of FAS 157
were adopted January 1, 2008. In February 2008, the FASB staff issued Staff
Position No. 157-2 "Effective Date of FASB Statement No. 157" ("FSP FAS 157-2").
FSP FAS 157-2 delayed the effective date of FAS 157 for nonfinancial assets and
nonfinancial liabilities, except for items that are recognized or disclosed at
fair value in the financial statements on a recurring basis (at least
annually).
  The
provisions of FSP FAS 157-2 are effective for the Company's fiscal year
beginning January 1, 2009. FAS 157 establishes a fair value hierarchy that
prioritizes the inputs to valuation techniques used to measure fair value. The
hierarchy gives the highest priority to unadjusted quoted prices in active
markets for identical assets or liabilities (Level 1 measurements) and the
lowest priority to unobservable inputs (Level 3 measurements). The three levels
of the fair value hierarchy under FAS 157 are described below:
 
 Level
1      Unadjusted quoted prices in active markets
that are accessible at the measurement date for identical, unrestricted assets
or liabilities;
 
 
 Level
2      Quoted prices in markets that are not
active, or inputs that are observable, either directly or indirectly, for
substantially the full term of the asset or liability;
 
 Level
3      Prices or valuation techniques that require
inputs that are both significant to the fair value measurement and unobservable
(supported by little or no market activity).
 
 As of
December 31, 2007, the Company has no financial assets or
liabilities.
 
 19
  NOTE A - SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
 
 Recently Issued Accounting
Pronouncements
 
 On
February 15, 2007, the Financial Accounting Standards Board (“FASB”) issued
Statement of Financial Accounting Standards No. 159, “The Fair Value Option for Financial
Assets and Financial Liabilities—Including an Amendment of FASB
Statement No.115” (“SFAS 159”). This
standard permits an entity to measure financial instruments and certain other
items at estimated fair value. Most of the provisions of SFAS No. 159 are
elective; however, the amendment to FASB No. 115, “Accounting for Certain
Investments in Debt and
Equity Securities,” applies to all entities that own trading and
available-for-sale securities. The fair value option created by SFAS 159 permits
an entity to measure eligible items at fair value as of specified election
dates. The fair value option (a) may generally be applied instrument by
instrument, (b) is irrevocable unless a new election date occurs, and
(c) must be applied to the entire instrument and not to only a portion of
the instrument. SFAS 159 is effective as of the beginning of the first fiscal
year that begins after November 15, 2007. Early adoption is permitted as of
the beginning of the previous fiscal year provided that the entity
(i) makes that choice in the first 120 days of that year,
(ii) has not yet issued financial statements for any interim period of such
year, and (iii) elects to apply the provisions of FASB 157. Management is
currently evaluating the impact of SFAS 159, if any, on the Company’s financial
statements.
 
 In
December 2007, the FASB issued two new statements: (a.) SFAS No. 141(revised
2007), Business
Combinations, and (b.) No. 160, Noncontrolling Interests in
Consolidated Financial Statements. These statements are effective for
fiscal years beginning after December 15, 2008 and the application of these
standards will improve, simplify and converge internationally the accounting for
business combinations and the reporting of noncontrolling interests in
consolidated financial statements. The Company is in the process of evaluating
the impact, if any, on SFAS 141 (R) and SFAS 160 and does not anticipate that
the adoption of these standards will have any impact on its financial
statements.
 
 (a.) 
SFAS No. 141 (R) requires an acquiring entity in a business combination to: (i)
recognize all (and only) the assets acquired and the liabilities assumed in the
transaction, (ii) establish an acquisition-date fair value as the measurement
objective for all assets acquired and the liabilities assumed, and (iii)
disclose to investors and other users all of the information they will need to
evaluate and understand the nature of, and the financial effect of, the business
combination, and, (iv) recognize and measure the goodwill acquired in the
business combination or a gain from a bargain purchase.
 
 (b.) SFAS
No. 160 will improve the relevance, comparability and transparency of financial
information provided to investors by requiring all entities to: (i) report
noncontrolling (minority)
 interests
in subsidiaries  in  the  same  manner,
as  equity but separate from the parent’s equity, in
 consolidated
financial statements, (ii) net income attributable to the parent and to the
non-controlling interest must be clearly identified and presented on the face of
the consolidated statement of income, and (iii) any changes in the parent’s
ownership interest while the parent retains the controlling financial interest
in its subsidiary be accounted for consistently.
  Recently Issued Accounting
Pronouncements (Cont’d)
 
 In March
2008, the Financial Accounting Standards Board ("FASB") issued Statement of
Financial Accounting Standards ("SFAS") No. 161, "Disclosures about Derivative
Instruments and Hedging Activities", an amendment of FASB Statement No. 133
("SFAS No. 161"). The new standard is intended to improve financial reporting
about derivative instruments and hedging activities by requiring enhanced
disclosures to enable investors to better understand their effects on an
entity's financial position, financial performance and cash flows. It is
effective for financial statements issued for fiscal years and interim periods
beginning after November 15, 2008. The Company does not believe that SFAS No.
161 will have a material impact on its financial statements.
  NOTE B - SUPPLEMENTAL CASH
FLOW INFORMATION
 
 Supplemental
disclosures of cash flow information for the period ended December 31, 2007,
2006 and 2005 is summarized as follows:
 
 Cash paid
during the period ended December 31, 2007, 2006 and 2005 for interest and income
taxes:
 
 20072006                        2005
 Income
Taxes                                                                                     $-0-                $-0-                        $-0-
 Interest                                                               
                               $-0-         
      $-0-              
         $-0-
 Common
Stock Issued for Stock Subscriptions
Receivable                     $-0-                $-0-                        $452,000
 Common
Stock Cancelled for Reversal of
Investment                           $-0-               
$-0-                     
   $1,000
  NOTE C - SEGMENT
REPORTING
 
 In June
1997, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 131, “Disclosures about Segments of an
Enterprise and Related Information.”  This statement requires
companies to report information about operating segments in interim and annual
consolidated financial statements.  It also requires segment
disclosures about products and services, geographic areas, and major
customers.  The Company determined that it did not have any separately
reportable operating segments as of December 31, 2007, 2006 and
2005.
  NOTE D - NOTES PAYABLE -
CURRENT AND LONG-TERM
 
 As of
December 31, 2007, notes payable consist of the following:
 2007               2006                     2005
 Unsecured
note payable to an unrelated party.
 Bearing
10 % interest with a maturity date of May 16,
2004       $100,000     $100,000   $100,000
 
 For the
years ended December 31, 2007, 2006 and 2005, accrued interest was $46,274,
$36,274 and $26,274, respectively.
  NOTE E –
CONTIGENCIES
 
 As of
December 31, 2007, the Company owed a total of $375,244 to eAngels EquiDebt
Partners (“eAngels”). The due balance bears interest at 10% per year. For the
years ended December 31, 2007, 2006 and 2005, accrued interest was $150,097,
$112,573 and the $75,049, respectively. The Company has disputed their liability
for this debt.
 
 As of
December 31, 2007, the Company owed a total of $100,000 on a note payable. The
note bears interest at 10% per year and is in default. For the years ended
December 31, 2007, 2006 and 2005, accrued interest was $46,274, $36,274 and
$26,274, respectively. The Company has disputed their liability for this
debt.
 
 As of
December 31, 2007, the Company owed a total of $2,000 for consulting services
provided by FutureVest, Inc. The Company has disputed their liability for this
amount.
 
 As of
December 31, 2007, the Company owed a total of $24,000 for consulting services
provided by Alexis Global, Inc. The Company has disputed their liability for
this amount.
 
 20
  NOTE F - RELATED-PARTY
TRANSACTIONS
 
 Related Parties Payable
Stockholder
 China
Technology Global Corporation, a company indirectly owned by DiChain Holdings
Limited, and China Merchants DiChain (Asia) Limited (“China Merchants DiChain”)
have advanced $205,708 and $197,128 to the Company, respectively, since October
1, 2003. These advances have been made on an interest-free basis, with no fixed
term or repayment date.DiChain
Holdings Limited and DC Capital Management, Inc., companies sharing mutual
ownership with the Company, have advanced $26,790 and $45,000 to the Company,
respectively, since January 1, 2005. These advances have been made on an
interest-free basis, with no fixed term or repayment date. Farsight Holdings
Limited, an affiliate of the Company, has advanced $46,000 since January 1,
2006. These advances have been made on an interest-free basis, with no fixed
term or repayment date.
 
 On August
16, 2007 the company issued 7,437,514 common shares as payment for the above
related company payables.  The stock was issued at the most recent
stock sale of $.07 per share for a total value of $520,626
 
 Farsight
Holdings Limited, an affiliate of the Company, has advanced $20,943 since
January 1, 2007. These advances have been made on an interest-free basis, with
no fixed term or repayment date.
 
 Share of Business
Offices
 The
Company shared the offices of DC Capital Management, Inc. from January 01, 2006
to December 31, 2006, and is allocated HK$13,400 per month (US$ 1,718) as its
pro rata share of the cost of the facility. There is no written agreement
regarding this office sharing agreement.  No expenses were incurred
for office space during December 31, 2007
 
 Share of Office
Staff
 The
Company shared the office staff of DC Capital Management, Inc. from January 01,
2006 to December 31, 2006, and is allocated HK$10,000 per month (US$ 1,282) as
its pro rata share of the cost. There is no written agreement regarding this
staff sharing agreement. No expenses were allocated during the year ended
December 31, 2007
  NOTE G -COMPREHENSIVE
INCOME
 
 Statement
of Financial Accounting Standards (SFAS) No. 130, “Reporting Comprehensive
Income,” establishes standards for reporting and display of comprehensive
income, its components and accumulated balances. Comprehensive income as defined
includes all changes in equity during a period from non-owner sources.
Accumulated comprehensive income, as presented in the accompanying statement of
changes in stockholders’ equity consists of changes in unrealized gains and
losses on foreign currency translation. This comprehensive income is not
included in the computation of income tax expense or benefit. For the years
ended December 31, 2007, 2006 and 2005, total comprehensive income was $0, $0
and $0, respectively.
 
 NOTE H - GOING
CONCERN
 
 As shown
in the accompanying audited financial statements, the Company has a deficit book
value and a negative cash flow from operations that have placed substantial
doubt as to whether the Company can continue as a going concern. The ability of
the Company to continue as a going concern is dependent on developing
operations, increasing revenues, and obtaining new capital. As of this report
date management has not enacted a plan to raise capital and increase
sales.
 
 NOTE I - INCOME
TAXES
  The
components of income taxes were as follows:
  2007
              
              
              2006
              
              
              2005Income
      tax benefit at combined statutory rate of 42.62%
              
              $
              29,195
              
              
              $
              48,507
              
              
              $
              111,807Change
      in Valuation Allowance
              
              
              (29.195
              )
              
              
              (48,507
              )
              
              
              (111,807
              )
 
 The
income tax benefit for the year ended December 31, 2007, 2006 and 2005, differed
from the combined federal and provincial statutory rates due principally to the
decrease in the deferred tax asset valuation allowance.
 
 Due to
mainly operating losses and the inability to recognize an income tax benefit
there from, there is no provision for current federal or state income taxes for
the years ended December 31, 2007,  2006 and 2005.
 
 Deferred
income taxes reflect the net tax effects of temporary differences between the
carrying amounts of assets and liabilities for financial reporting purposes and
the amount used for federal and state income tax purposes.
 
 At
December 31, 2007 and 2006, the approximate deferred tax assets were as
follows:
 2007                      2006
 Non-capital loss
      carryforwards
              
              $
              2,332,611
              
              
              $
              2,264,108Capital assets
              
              
              
              
              
              
              -Total deferred tax
      assets
              
              
              2,332,611
              
              
              
              2,264,108Less valuation
      allowance
              
              
              (2,332,611
              )
              
              
              (2,264,108
              )Income
      Tax Benefit
              
              $
              --
              
              
              $
              --
  NOTE J – STOCK SUBCRIPTIONS
RECEIVABLE
 
 The
Company issued 45,200,000 shares on September 21, 2005 at $0.01 per share as
follows:
 
 Company                                                                Shares                                     USD
 Global
China Enterprises
Limited           
                                 7,500,000                 
           $
75,000
 Mart
Express
Limited                                                             7,500,000               
                75,000
 Rich Gush
Limited                                                                  7,500,000                  
             75,000
 Mart
Burkit
Limited                                                                7,500,000               
                75,000
 Sino
Castle Holdings
Limited                                                
  7,500,000                         
      75,000
 Fivestar
International
Limited                                                  7,700,000                         
      75,000
 TOTAL                                            45,200,000                           $
452,000
 
 As of
December 31, 2007, the investing companies have not paid the subscription amount
of $452,000 the amount is shown as possible uncollectible
subscriptions.
 
 NOTE
K-EQUITY
 
 On August
16, 2007 the company issued 7,437,514 common shares as payment for related
company payables.  The stock was issued at the most recent stock sale
of $.07 per share for a total value of $520,626