Exhibit
10.1

    (English
Translation)

     

    Index
No.: 75012009284390

     

    SPD
BANK

     

    Agreement
for Short-term Loan

     

    SHANGHAI
PUDONG DEVELOPMENT BANK


    
      
         


      

      
        1

        
          

        

      

      
         


      

    

     

    Agreement
for Short-term Loan

     

    
      
        	
                To:
      Shanghai Pudong Development Bank     
      Dalian      
      Branch/Sub-branch

              	
                No.:75012009284390      

              


      

    

     

    
      	
              Client
      Name:

            	
              Dalian
      Heavy Mining Equipment Manufacturing Co. Ltd.

            	
              Date
      of Application:

            	 
      
	
              Address:

            	 
      	
              Contact
      with Client:

            	 
      
	
              Telephone:

            	 
      	
              Contact
      with Financing Bank:

               

              (This
      section fill out by Finance Bank)

            	 
      
	
              Fax:

            	 
      	 
      


    

     

    Our
company hereby irrevocably applies for the short-term liquidity loan from your
bank under the following articles of the agreement:

     

      
        

      

    

    I.  Paramount
Clause

    
      
 

     ̈  This
Agreement is signed as the subsidiary financing documents for the
<<Agreement for Financing Facilities>> with number________(Hereafter
referred as Agreement for Financing Facilities), after this agreement come into
effect, all of its clause shall be incorporated into the Agreement for Financing
Facilities, and as an integral part (In the event the client has signed a
Agreement for Financing Facilities with the Financing Bank, this option shall be
chosen, and write down the Agreement for Financing Facilities
number;

     

    þ  This
agreement is a separate credit document signed between the client and the
Financing Bank (In the event the client has not signed a Agreement for Financing
Facilities with the Financing Bank, this option shall be chosen);

     

     ̈  The loan
stated in the agreement is used for paying off the existing debt, which the
guarantor has known well.  Original Agreement 
Name:                                   
             
   Signing
Date:                                      
          
   Index Number:

    (In the
event the loan is used for paying off the existing debt, this option must be
chosen)

     

    
      

    

    II.
Description of the Loan

     

    (If the
interest rate and penalty rate of interest about the loan have been agreed in
the Agreement for Financing Facilities, relevant blanks in the agreement are
permitted to be left unfilled)

     

    
      
        
          	
                  Currency

                	
                  Amount
      (in 

                  Capital)

                	
                  Date
      of  

                  Drawing

                	
                  Due
      Date (or 

                  Period)

                	
                  Interest
      Rate

                	
                  Penalty
      Rate for 

                  Overdue

                	
                  Penalty
      Rate for 

                  Embezzlement

                
	
                  RMB

                	
                  Twelve
      Millions Yuan Even

                	
                  1/12/2010

                	
                  1/11/2011

                	
                  12
      Months Benchmark interest rate (þ
      plus  ̈  subtract)
      10
      %

                   

                  The interest rate at the time this contract was
      signed is 5.841%

                	
                  8.7615%

                	
                  11.682%

                
	
                  Foreign
      Currency

                	 
      	 
      	 
      	
                   ̈  __
      Month Libor + __

                	 
      	 
      
	
                   ̈  Other___

                
	
                  Loan
      Purpose

                	
                  Cash
      Flow

                
	
                  Method
      of Interest Rate Adjustments

                	
                  RMB

                	
                  In
      the even that the People’s Bank of China adjust the Benchmark interest
      rate before the release of the agreed loan, then the Benchmark interest
      rate of the People’s Bank of China on the loan release date shall be used
      as the Benchmark interest rate; In the even that the People’s Bank of
      China adjust the Benchmark interest rate after the loan was release and
      during the loan period, then

                   

                   ̈
      Adjust monthly; adjust on the 21st
      day of each month;

                   

                  þ  Adjust
      quarterly; adjust on the 21st
      day of the last month of the quarter;

                   

                   ̈  No
      adjustment;

                   

                   ̈  Other
      _______

                
	
                  Foreign
      Currency

                	
                  From
      the loan release date, adjust monthly
      on the corresponding date with the latest foreign currency interest
      rate.

                
	
                  Method
      of Interest Calculation

                	
                   ̈  Monthly
      statement, calculated on the 20th
      day of each month;

                   

                  þ  Quarterly
      statement, calculated on the 20th
      day of the last month of the quarter;

                   

                   ̈  Interest
      paid on the loan maturity day, interest shall be paid along with the
      principle.

                
	
                  Liquidated
      Damages for Early Repayment

                	
                  Shall
      be equivalent to ___% of the total early
  repayment

                


        

      

    

     

    
      
         


      

      
        2

        
          

        

      

      
         


      

    

     

    Note:

     

    
      	
               
      

            	
              1)

            	
              For
      monthly or quarterly statement, the last portion of the interest shall be
      paid along with the principle.

            


    

     

    
      	
               
      

            	
              2)

            	
              The
      actual drawing date and the maturity date shall be refer to the date noted
      on the IOU (Loan Certificate),  If the IOU did not specify the
      maturity date, the maturity date shall be the actual drawing date plus the
      loan period.  IOU (Loan Certificate) is the inseparable portion
      of this agreement.

            


    

     

      
        

      

    

    III.
Description of the Guarantee

     

    (If the
guarantee agreement has been reached in the Agreement for Financing Facilities,
relevant blanks in the agreement are permitted to be left unfilled)

     

    
      
        
          	
                  Guarantor

                	
                  Dalian Union-Chuangye Bonding Co.
      Ltd.

                   

                  Wang,
      Lixin

                	
                  Type
      of Guarantee

                	
                   ̈  Mortgage,
      Guarantee Contract number: __________;

                   ̈  Pledge,
      Guarantee Contract number:_____________;

                  þ  Assurance,
      Guarantee Contract number: YB7501200928439001/02

                


        

      

    

    IV.
General Clauses

     

      

    

    The
client hereby confirms that the following clauses for loan have been read and
agreed:

     

    
      	
               
      

            	
              1.

            	
              After
      the financing bank has signed the agreement, except that the loan has been
      granted to the client in accordance with the agreement, it has the right
      to cancel the granting of loan agreed in the agreement at any
      time.

            


    

     

    
      	
               
      

            	
              2.

            	
              Repayment
      and interest calculation method: except otherwise stated therein, the
      principle shall be repay at the maturity date in lump
      sum.   The interest in the agreement shall be calculated
      daily from the granting date, and repay in according to the agreement
      reach by the client and the financing
bank.

            


    

     

    
      	
               
      

            	
              3.

            	
              Document
      submitted: the client must submit the following documents to the financing
      bank or meet relevant requirements before withdrawal; however, the
      financing bank has no obligations to examine the authenticity of the
      documents.

            


    

     

    
      	
               
      

            	
              (1)

            	
              The
      latest articles of incorporation, copies of business
    license;

            


    

     

    
      	
               
      

            	
              (2)

            	
              The
      decisions of the Board of Directors for the client to sign the agreement
      and its attached financing documents (in the event the articles of
      incorporation of the client gives restrictions on the signing right of the
      legal representative);

            


    

     

    
      	
               
      

            	
              (3)

            	
              The
      authorization of the representative from the client and signature of the
      representative;

            


    

     

    
      	
               
      

            	
              (4)

            	
              The
      agreement with legal signature of the
client;

            


    

     

    
      	
               
      

            	
              (5)

            	
              The
      withdrawal date agreed by the client should be the business day of the
      financing bank;

            


    

     

    
      	
               
      

            	
              (6)

            	
              If
      the loan in the agreement is guaranteed, the guarantee document should be
      signed and come into effect before
withdrawal;

            


    

     

    
      	
               
      

            	
              (7)

            	
              Loan
      certificate with client’s valid name
stamp.

            


    

     

    
      	
               
      

            	
              (8)

            	
              The
      documents and/or conditions requests by the financing bank at
      anytime;

            


    

     

    
      	
               
      

            	
              4.

            	
              If
      the dates of withdrawal and repayment are not a business days of the
      financing bank, the dates should be postponed to the next business days
      and the interest should be counted within the postponed
    days.

            


    

     

    
      	
               
      

            	
              5.

            	
              Advance
      repayment and early maturity: Unless the bank has informed the client
      about the early maturity, the client must apply for the writing permission
      from the bank before making advance repayment, and the financing bank
      reserve the right to request the agreed liquidated damages for early
      repayment from the client.  Any advance repayment shall be
      treated as early maturity.  The financing bank reserve the right
      to request early maturity of the agreed loan to the client without
      explanations, the client shall repay the loan
  immediately.

            


    

     

    
      	
               
      

            	
              6.

            	
              Tax:
      except otherwise stated in the law, the client has to deduct the relevant
      taxes out of the repayment according to the law, otherwise, all the amount
      agreed in the agreement must be paid off without any
      deduction.  If the client has to deduct the relevant taxes
      according to the law, the client shall pay additional amount to the bank
      so that the bank can get full amount specified in this agreement without
      any deduction.

            


    

     

    
      	
               
      

            	
              7.

            	
              Statements
      and warranties: the client should make the following statements and
      warranties, and the statements and warranties are treated as the necessity
      whenever the bank grants loans to the client according to the
      agreement:

            


    

     

    
      	
               
      

            	
              (1)

            	
              The
      client must be an entity registered legally in China (excluding Hong Kong,
      Macao and Taiwan, similarly hereinafter).  It should have the
      right to sign this agreement and all the relevant documents, take any
      necessary corporate actions to assure the validity, effect and compulsory
      fulfillment of this agreements and relevant
  documents;

            


    

     

    
      	
               
      

            	
              (2)

            	
              The
      signing and fulfillment of this agreement shall not violate the other
      signed contracts and documents, articles of incorporation, applicable laws
      and administrative provisions, certain documents and verdicts from
      relevant authorities, other obligations and arrangements of the
      client.  The client shall apply and granted all approval,
      authorization, registration and license according to law and maintain
      their validity, at the request of the bank, the client shall issue
      relevant certificates immediately.

            


    

     

    
      
         


      

      
        3

        
          

        

      

      
         


      

    

     

    
      	
               
      

            	
              (3)

            	
              The
      client must clarify all financial statements (if any) comply with China’s
      law and regulations, which shall be true, integral and judicial to reflect
      its financial status; during the signing and fulfillment of the agreement,
      the client must make sure that the materials, documents and information
      about guarantee and itself submitted to the bank, must be true, effective,
      correct and integral without any concealment and
  omission;

            


    

     

    
      	
               
      

            	
              (4)

            	
              The
      client shall carry out its business in line with the regulations and law;
      it must conduct business based on the regulations stated in its business
      license and legal scope of business; besides, it should handle annual
      check formalities in time;

            


    

     

    
      	
               
      

            	
              (5)

            	
              The
      client shall assure that there will be no such conditions and affairs that
      can or may cause serious negative influence on its contractual
      capability.

            


    

     

    
      	
               
      

            	
              8.

            	
              Commitments:
      The client must make following
commitments:

            


    

     

    
      	
               
      

            	
              (1)

            	
              The
      client shall repay the loan’s principle, interest and associate fees on
      time, and shall fully comply with the obligation in the
      agreement;

            


    

     

    
      	
               
      

            	
              (2)

            	
              In
      the event the client has known that it is involved in the economic, civil,
      criminal and administrative lawsuit procedures with serious negative
      influence or its major capital is concerned with any official measures
      such as compulsory implementation, being sealed, detention, being frozen
      and lien, it should inform the bank in writing form about the influence
      and remedial measures taken or to be taken in detail within 5 business
      days;

            


    

     

    
      	
               
      

            	
              (3)

            	
              The
      borrower promises not to violate the normal order of repay and repay other
      loan first, and will not sign any contract or agreement that may resulting
      the loan under this agreement in a subordinate
  position.

            


    

     

    
      	
               
      

            	
              (4)

            	
              from
      the date of signing to the end of repayment in the agreement, without the
      written permission from the financing bank, the client will
      not:

            


    

     

    
      	
               
      

            	
              a.

            	
              Undergo
      the procedures such as liquidation, bankruptcy, reformation, merger
      (acquisition),
      incorporation, dissolution, capital reduction or similar legal
      procedures;

            


    

     

    
      	
               
      

            	
              b.

            	
              Sell,
      hire, donate, transfer or deal with its major capital in any form except
      the daily business necessary;

            


    

     

    
      	
               
      

            	
              c.

            	
              Reconstruct
      its stockownership;

            


    

     

    
      	
               
      

            	
              d.

            	
              Provide
      guarantee to a third party that can cause serious negative influence on
      its ability to fulfill this
agreement;

            


    

     

    
      	
               
      

            	
              e.

            	
              Sign
      contracts/ agreements or take responsibilities that can cause serious
      negative influence on its ability to fulfill the
  agreement.

            


    

     

    
      	
               
      

            	
              (5)

            	
              When
      the guarantee in the agreement meets special conditions or has to be
      changed, the client should provide other guarantees up to the requirement
      of the financing bank. The special conditions and changes include but not
      limited to out of service, dissolution, removal of business license,
      applying or being applied for reconstruction and bankruptcy, serious
      changes in operation and finance of the guarantor, being involved in
      serious lawsuits or arbitrations where its legal representatives,
      directors, supervisors or executives are involved in, the values of things
      guaranteed are or may be reduced, measures are taken for attachment,
      noncompliance against the agreement found or the contracts requested for
      cancellation.

            


    

     

    
      	
               
      

            	
              (6)

            	
              Under
      the requirements of the financing bank, the client should handle the
      notarization with effect of compulsory implementation in the pubic notary
      office appointed by the bank, bear the cost and accept the compulsory
      implementation willingly;

            


    

     

    
      	
               
      

            	
              (7)

            	
              The
      client should inform the financing bank of the events that will influence
      its capability to fulfill the obligations under the agreement and the
      relevant documents.

            


    

     

    
      	
               
      

            	
              9.

            	
              Market-oriented
      interest rates: After the granting of the agreed loan, it the People’s
      Bank of China implement the market-oriented interest rates policy of
      Renminbi loan, the borrower and the lender shall engaged in consultation
      immediately to determine the interest rate
  standard.

            


    

     

    
      	
            	
              10.

            	
              Expenses
      and costs: as for the expenses on the modification, signature, compulsory
      implementation, notarization and registration of any document, the client
      should make compensation to the financing bank at the request of the
      financing bank. Except those stated for the financing bank to pay, the
      client should pay the stamp tax and other taxes of the agreement and the
      relevant documents.

            


    

     

    
      	 	
              11.

            	
              Interest
      penalty: The client hereby confirms, the financing bank reserve the right
      to charge according to the following
criteria:

            


    

     

    
      	
               
      

            	
              (1)

            	
              With
      regard to the unpaid and due (the term “maturity” in this agreement also
      includes the early maturity announced by the financing bank) principle;
      the client should pay the interest penalty to the bank. The interest
      penalty shall be calculated daily on the sum unpaid from the due date to
      when all principle and interest were
repay.

            


    

     

    
      	
               
      

            	
              (2)

            	
              In
      the event the client does not use the loan for what was agreed, the
      financing bank reserves the right to charge embezzlement punitive interest
      on the loan.  The embezzlement punitive interest shall be
      calculated daily from the day when the contract was breach to when all
      principle and interest were repay.

            


    

     

    
      	
               
      

            	
              (3)

            	
              With
      regard to the unpaid and due (the term “maturity” in this agreement also
      includes the early maturity announced by the financing bank) interest
      (including regular interest, pass due punitive interest, embezzlement
      punitive interest); the client should pay additional interest penalty to
      the bank with the pass due punitive interest rate. The interest penalty
      shall be calculated daily on the sum unpaid from the due date to when all
      principle and interest were repay.

            


    

     

    
      	 	
              12.

            	
              Authorized
      repayment and offset: the client hereby authorizes the financing bank on
      behalf of the client to use the fund (regardless of the kind of currency)
      in its account in the financing bank for the repayment of the debts when
      the client repays no due loan whether or not the debts belong to those
      under the agreement; the authorization is irrevocable; regarding to the
      currency conversion, the bank will adopt the conversion rate determined by
      itself with the risk taken by the
client.

            


    

     

    
      	 	
              13.

            	
              Acknowledgement
      of debt: according to the constant standard business rules, the financing
      bank will keep a set of accounting statements and vouchers in the book of
      account that is related to the business under the agreement. Except
      obvious errors, the client should treat the accounting statement and
      document as valid proofs for its
debts.

            


    

     

    
      
         


      

      
        4

        
          

        

      

      
         


      

    

     

    
      	
            	
              14.

            	
              Transfer:
      the client has no right to transfer the rights or obligations in the
      agreement to others. The financing bank has the right to transfer the
      rights and obligations in the agreement to a third party, disclose any
      relevant information to a third-party which includes any information
      offered by the client and guarantors for the
  agreement.

            


    

     

    
      	
            	
              15.

            	
              Information
      disclosure: the client agrees: in addition to the disclosure permitted in
      article 14, the financing bank can disclose all the relevant information
      of the agreement to headquarters, branches, related organizations and the
      staffs in the organizations; meanwhile, the disclosures, which are in line
      with the requirements of laws and regulations of supervision departments,
      government agencies and judicial organs, are also
    permitted.

            


    

     

    
      	
            	
              16.

            	
              Default:
      the client violates the statements and commitments in the agreement, or
      the statements and commitments in it are not true, incorrect, incomplete
      and inaccurate or have been violated; it violates or refuses to fulfill
      the commitments and the regulations in the agreement; the conditions
      undergoing in the company of the client threaten the security of the loan;
      the guarantors violate the rules agreed in the guarantee documents. If any
      condition mentioned above happens, the financing bank has the right to
      claim the acceleration of the maturity for the loan and the client shall
      compensate for all the losses of the bank including attorney
      fee.

            


    

     

    
      	
            	
              17.

            	
              Special
      agreement for group client: in the event the client of the agreement is a
      group, the client hereby agrees: (1) the client should report timely the
      related transaction conditions about over 10% net assets of the concrete
      fiduciary, including: a. Relationship of trading parties; b. Project and
      nature of transaction; c. Transaction sum or corresponding proportion; d.
      Policy of pricing (including transaction with no sum or only token
      payment); (2) If the fiduciary has one of the following conditions, the
      client will be taken as violating the contract, and the financing bank has
      the right to cancel the credit extension from the client, take back
      partial or full credit extension or demand the client to add 100%
      guarantee fund: a. Provide fake materials or hide key operation and
      financial activities; b. with the permission of the financing bank, the
      purpose under credit extensions is changed, peculate or engage in illegal
      or violating transaction under the credit; c. utilize fake contracts with
      associated parties, take bills receivable, account receivable or other
      obligatory right (which have no trading actually) for discounting or
      pledge to cheat for fund or credit from the bank; d. Refuse the
      supervision and check on the use and financial activities of the credit
      funds by the financing bank; e. Serious merger, reconstruction or
      recombination occur, which the bank thinks will threaten the safety of the
      credit funds; f. evade the claimable assets on purpose through associated
      transaction.

            


    

     

    
      	
            	
              18.

            	
              Other
      clauses agreed:  When the borrower request for withdrawal, the original loan
      notice that met the requirement of the bank from Dalian Union-Chuangye
      Bonding Co. Ltd. Shall be submitted, otherwise, the bank reserve
      the right to refuse the withdrawal request and does not assume any
      responsibility.

            


    

     

    
      
        	
                (Stamp)

              	
                (Stamp)

              


      

    

     

    
      	 	
              19.

            	
              Applicable
      laws and jurisdiction: the agreement will be governed by laws and
      regulations of the Peoples’ Republic of China (excluding Hong Kong, Macao
      and Taiwan region). Any disputes arising out of the agreement will be
      handled by the People’s Court at the location of the bank, which owns
      exclusive jurisdiction.

            


    

     

    
      	 	
              20.

            	
              Address
      for lawsuit: the client confirms that as for any proceedings under the
      agreement, any summons and notification relating to the proceedings shall
      be sent to the address specified at the beginning of the agreement, which
      will taken as actual arrival of the files, without written notification to
      the bank, the address mentioned above shall not be
  changed.

            


    

     

    
      	 	
              21.

            	
              Separation
      of articles: any failure, illegality or unable to exercise forcefully of
      articles in the agreement shall not influence the validity, effect and
      implementation of other articles in the
  agreement.

            


    

     

    
      	 	
              22.

            	
              During
      the validity of the agreement, the financing bank may give extension or
      delay to take actions against violating behaviors of the client, which
      shall not damage or restrict the financing bank’s rights and benefits as
      debtor under the agreement, and not be taken as connivance to the
      noncompliance of the client, and even not as the bank has given up the
      rights to take actions against the
  noncompliance.

            


    

     

    
      	 	
              23.

            	
              Consistency
      of financing sum: If the Agreement for Financing Amount (if applicable,
      including any alteration valid) conflict with the agreement, the agreement
      shall prevail.

            


    

     

    
      	 	
              24.

            	
              Signing:
      The agreement is made in quadruplication, the client holds one copy, and
      the financing bank holds three copies, which will come into effect on the
      date when it is affixed with seals of signatures of legal
      representatives/principals of two
parties.

            


    

     

      
        

      

    

    The
column for signature

     

         The
two parties confirm that all articles of the agreement have been explained and
discussed in details, both have no doubt about the agreement, and get correct
and accurate understanding on the definitions of rights, obligations and
responsibilities in the agreement.

     

    
      
        
          	
                  Client
      (Seal)  (Stamp)

                	 
      	
                  Financing
      Bank (Seal) (Stamp)

                
	 
      	 
      	 
      
	
                  Legal
      representative or authorized agent (signature or stamp)

                	 
      	
                  Person
      in charge or authorized agent (signature or stamp)

                
	
                  /s/
      Lixin Wang

                	
                    

                	
                  (stamp
      in red)

                
	
                  Agreement
      signing date:
1/12/2010

                


        

      

    


    
      
         


      

      
        5