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

                                   FORM 10-KSB
 (Mark One)

/X/  Annual report under section 13 or 15(d) of the  Securities  Exchange Act of
     1934 for the fiscal year ended December 31, 1999.
/ /  Securities   Exchange   Act  of  1934  for  the   transition   period  from
     ___________________ to ________________________.

Commission file number 0-27489

                    Great Wall Food and Beverage Corporation
                 (Name of Small Business Issuer in Its Charter)


            Florida                                         59-2624574
-------------------------------                  -------------------------------
(State or Other Jurisdiction of                  (I.R.S. Employer Identification
  Incorporation or Organization)                             Number)

1543 Bayview Avenue, Suite 409, Toronto, Ontario, Canada                M4G3B5
      (Address of Principal Executive Offices)                        (Zip Code)

                                 (416) 489-5490
                            Issuer's Telephone Number

Securities to be registered pursuant to Section 12(b) of the Act:
         (Title of class)                   Name of exchange on which registered
             None

Securities to be registered under Section 12(g) of the Act:
                     $.001 Per Share Par Value Common Stock

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

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation  S-B is not  contained  in  this  form,  and no  disclosure  will  be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

The revenue for its most fiscal year was $-0-.

The last quoted bid price for the Issuer's  Common  Stock was on  September  30,
1999 more than 60 days prior to this report.  On February  29, 2000,  there were
2,669,664  shares of Common  Stock  outstanding  held by  non-affiliates  of the
Issuer.

The Issuer has never been involved in bankruptcy proceedings.

The number of shares outstanding of the Issuer's common stock as of February 29,
2000 was 3,676,664.

Documents incorporated by reference. There are no: (1) annual report to security
holders;  (2)  proxy or  information  statements;  or (3) any  prospectus  filed
pursuant to Rule 424(b) or (c) of the Securities Act of 1933 ("Securities  Act")
incorporated by reference herein.

                     Traditional Small Business Disclosures
                               Format (Check one):
                                 Yes  X  No
                                     ---   ---
<PAGE>

                                     PART I

The Issuer, Great Wall Food and Beverage Corporation, a Florida corporation,  is
electing  to furnish the  information  required by Items 6-12 of Model B of Form
1-A under Alternative 2 of Form 10-SB.

Item 1A.  Company Risk Factors.
--------  ---------------------

     The Issuer and its  outstanding  securities are subject to risks  including
those set out in this Item 1A.

     WE HAVE NO INCOME  PRODUCING  OPERATIONS OR ASSETS WHICH CAUSE A CONTINUING
DEPLETION OF OUR ASSETS.  The Issuer  presently has no material income producing
operations  or assets.  Unless the Issuer is  successful in its efforts to enter
into a business  combination or  acquisition of assets  resulting in operational
income, the Issuer's assets will be depleted.

     WE HAVE  NOT  PRESENT  ARRANGEMENTS  FOR A  BUSINESS  COMBINATION  OR ASSET
ACQUISITION. The Issuer has no present arrangements for, or ongoing negotiations
with respect to any business combination or asset acquisition. Unless the Issuer
can enter into such an arrangement it will have to acquire additional capital or
cease operations.

         THE COST OF  MAINTAINING  THE  REGISTRATION  OF OUR STOCK UNDER SECTION
12(G) OF THE  SECURITIES  EXCHANGE  ACT WILL  CONTINUE  OUR  OVERHEAD  AND ASSET
DEPLETION.  The cost of complying with the reporting requirements created by the
registration  of  our  common  stock  will  materially   increase  the  Issuer's
administrative overhead and accelerate the depletion of its assets.

     WE HAVE NO PRESENT ARRANGEMENTS TO ACQUIRE ANY ADDITIONAL CAPITAL NEEDED TO
CONTINUE OUR  EXISTENCE.  The Issuer has no present  arrangement  under which it
might acquire any additional capital needed to continue its existence.  There is
no assurance that it will be able to develop any such capital source.

     WE HAVE NO ASSURANCE THAT ANY BUSINESS  COMBINATION OR ASSET ACQUISITION WE
MIGHT  MAKE  WILL  BE  SUCCESSFUL.  There  is no  assurance  that  any  business
combination  or asset  acquisition  entered  into by the Issuer  will  result in
successful income producing operations.

Item 1.  Description of the Business.
-------  ----------------------------
(Item 6 of Model B of Form 1A)

     The Issuer was  organized  in 1980 as a Florida  corporation  named  Ronnie
Interior Designs,  Inc. (which was changed to Ronnie Systems,  Inc. on 1997). It
was formed to engage in the interior design business.  These business operations
became dormant in 1995.

     In March of 1998, the Issuer was reorganized. Its Articles of Incorporation
were  amended  to:  (i)  change  its  name  to  Great  Wall  Food  and  Beverage
Corporation;  (ii) change its authorized capital to its present  structure;  and
(iii) reverse  split its then  outstanding  100,000  shares of Common Stock into
10,000  shares  (one new  share  for  each ten old  shares).  Ms.  Patti  Cooke,
President  and a  director  of the  Issuer,  became  its then sole  officer  and
director.

     As part of the reorganization,  the Issuer's Board of Directors  authorized
the Issuer to acquire all of the outstanding 1,700,000 shares of Food & Beverage
Masters  (China),  Inc., an  unaffiliated  Delaware  corporation in exchange for
1,700,000  shares of the Issuer's Common Stock. It was represented to the Issuer
that the Delaware  company owned 80% of a joint venture with the Changzhou Dairy
Company. This Chinese company owned and operated a dairy processing plant. These
facilities  were located in  Changzhou,  China in the Yangtze River Delta in the
Jiangsu  Province of China.  The Chinese Joint Venture was to produce and market
bagged milk, yogurt, ice cream and related dairy products in the Changzhou area.
In addition,  the proposed  Delaware  subsidiary  was exploring the formation of
another  venture  with a different  Chinese  partner.  The purpose of the second
proposed venture was to bottle and market low and non-alcoholic drinks.

                                       1
<PAGE>


     The  Issuer was also  authorized  to issue a total of  6,760,000  shares of
Common  Stock  to six  other  companies  and  individuals  who  were to  furnish
assignments  of  intangible   assets  and  services  to  the  proposed   Chinese
operations.

     The Issuer then made a cash  offering of shares of its Common Stock at $.15
per share to raise capital for the pending Chinese operations.  The offering was
made from March  through  August of 1998. A total of 2,666,664  shares were sold
for  $399,999.60  in gross  proceeds.  The  offering  was made  pursuant  to the
exemption from the registration  requirements of Section 5 of the Securities Act
of 1933 provided in Rule 504 of Regulation D adopted under that Act.

     Following  the  offering  the  Issuer  proceeded  to  pursue  the  proposed
transaction.  However,  during these efforts the Issuer learned that the Chinese
project, its assets and operations were not as represented.  In October of 1998,
the Issuer terminated the proposed venture. None of the stock authorized for the
Chinese project was issued.

     The Issuer spent approximately  $315,000.00 on the Chinese project prior to
its  termination.  Included in these  costs were  $100,000.00  deposited  on the
purchase of milk  processing  and  bottling  equipment  which  purchase  was not
completed.  The Issuer  believes  that it is  entitled to a refund of all of the
deposit.  The Issuer and the equipment  manufacturer have orally agreed that the
deposit will be refunded to the Issuer in five equal installments  commencing in
March 2000. The Issuer is in the process of getting this  understanding  reduced
to a written agreement.

     In August of 1999,  Hatchment  Holdings,  Ltd.,  a company  wholly owned by
Bradley R. Wilson,  an officer and director of the Issuer,  purchased  1,000,000
shares of the  Issuer's  Common  Stock for cash at $.05 per share for a total of
$50,000.   As  of  December  31,  1999,  this  $50,000  in  additional  capital,
approximately  $70,000 in remaining  proceeds from the Rule 504 offering and the
claim for the refund of the $100,000 deposit are the only material assets of the
Issuer. At that date it had no material liabilities.

     The Issuer's  present  business plan is to complete the registration of its
Common  Stock  under  Section  12(g)  of the  Securities  Exchange  Act of  1934
("Exchange  Act")  through  the  filing  of this  Form  10-SB  and to find a new
business opportunity.  The Issuer will seek and attempt to enter into a business
combination  or  acquisition  of assets by which it will  become  engaged  in an
active business venture. It is likely that if such a transaction is made it will
involve  control  of the  Issuer  being  acquired  by  the  other  party  to the
transaction.

     These are no present arrangements for, or ongoing negotiations with respect
to,  such a  business  combination  with the  Issuer.  The Issuer has no present
knowledge  of  any  specific  candidate  for a  business  combination.  Issuer's
management  believes  that it has  sufficient  funds to pursue  its search for a
potential  business  combination  for at least the period  through  September of
2000.  It is not  presently  possible  to  predict if any  business  combination
entered  into by the Issuer  during  that  period  will  require  the raising of
additional capital.

     From  March of 1998  through  December  of  1999,  the  Issuer  had no paid
employees.  During that period,  a company  owned by the President of the Issuer
was paid  $17,000.00  for  administrative  services  performed  for the  Issuer.
Commencing  January 1, 2000, the President and Vice President  became  part-time
employees of the Issuer at a monthly  salary of $1,000.00  each.  These salaries
will be accrued and not paid until the Issuer has sufficient  income or funds to
pay them.  Through  September of 2000 or until the Issuer enters into a business
combination,  it is anticipated that they will be the only paid employees of the
Issuer.  During that period its directors  will serve without  compensation  for
their  services as such.  They will be reimbursed  for expenses  incurred in the
performance  of their duties.  It is not now possible to estimate what employees
the Issuer may have if it enters  into a  business  combination  during the year
2000.

                                       2
<PAGE>


Item 2.  Description of Property
-------  -----------------------
(Item 7 of Model B of Form 1A)

     The  Issuer  has no  materially  important  physical  properties.  Its only
material  assets are its cash or cash  equivalents and its claim for a refund of
$100,000 for an equipment deposit. See Item 1. above.

     The Issuer's  present  operations are conducted at the residence  office of
its President and through the use of a mail drop at 1543 Bayview  Avenue,  Suite
409, Toronto,  Ontario, Canada M4G3B5. The Issuer's President has not previously
and will not in the future charge the Issuer for its use of these facilities.

Item 3.  Directors, Executive Officers and Significant Employees.
-------  --------------------------------------------------------
(Item 8 of Model B of Form 1A)

     The  following  table sets forth  information  regarding  the directors and
executive officers of the Company.

                                                                Beginning
                                                                   of
     Name                 Age      Positions                      Term
     ----                 ---      ---------                    ---------

     Patti Cooke           44      President and Director          3/98

     Bradley R. Wilson     41      Vice President, Secretary,      8/99
                                   And Director

     There  are no  family  relationships  among  any of  the  directors  and/or
executive  officers  of the  Issuer.  The Issuer  does not have any  significant
employee who is not also an executive officer.

     Patti Cooke has served as the  President and a director of the Issuer since
March of 1998.  From January of 1993 until  February of 1996,  Ms. Cooke was the
owner and  President of  Wellington  Cooke  Gallery,  an art gallery in Toronto,
Ontario.  Since  February  of 1996 she has been  employed as the  Secretary  and
Administration  Manager for  Hatchment  Holdings,  Ltd.,  a  financial  services
company in Toronto,  Canada and principal shareholder of the Issuer. Since March
of 1995 she has served as a director of Sagewood  Resources LTD, a Toronto based
public  company  in the  oil and gas  business.  Ms.  Cooke  has  served  as the
Secretary of Inet Commerce Conduit Corporation, a Florida corporation engaged in
the business of providing advice and sales and promotional services to retailers
of cosmetic  products since January of 1998. Since March of 1999, she has served
as a director  and the  Secretary of Noble  Brands,  Inc.,  an inactive  Florida
corporation  formerly  engaged  in  the  cigar  manufacturing  and  distribution
business.

     Bradley R. Wilson became an officer and director of the Issuer in August of
1999. Since 1990, he has been the President, a director and the sole shareholder
of Hatchment Holdings,  Inc., a Toronto based financial services company. He has
served as the  president and a director of Sagewood  Resources,  Ltd., a Toronto
based public  company in the oil and gas  business,  since March of 1995. He has
been a director of Empire  Alliance  Properties,  Inc.,  a Toronto  based public
company in the real estate  business,  since  February,  1998. From September of
1986 to January of 1990,  Mr.  Wilson was  employed as a real estate  broker for
William Allan Real Estate Company.  Limited in Toronto,  Ontario. His work there
was  concentrated  in the  commercial  real estate area.  From 1982 to 1986, Mr.
Wilson worked as a registered stockbroker with E.A. Manning, Limited in Toronto,
Ontario. Upon leaving his position at E.A. Manning,  Limited, Mr. Wilson allowed
his securities license to lapse to enable him to become a registered real estate
representative with Empire Alliance Properties,  Inc. Since January of 1998, Mr.
Wilson  has  served  as  president  and a  director  of  Inet  Commerce  Conduit
Corporation,  a Florida  corporation engaged in the business of providing advice
and sales and  promotional  services to  retailers of cosmetic  products.  Since
March of 1999,  he has served as a director of Noble  Brands,  Inc., an inactive
Florida corporation formerly engaged in the cigar manufacturing and distribution
business.

     It is anticipated  that the present officers and directors will continue to
serve until the Issuer finds a new business opportunity. It is assumed that upon
completion  of any  such  transaction,  persons  associated  with  the  acquired
business or assets would become the Issuer's officers and directors.

                                       3
<PAGE>


Item 4.  Remuneration of Directors and Officers.
-------  ---------------------------------------
(Item 9 of Model B to Form 1A)

     Information  with  respect  to the  only  remuneration  paid  to any of the
officers and directors of the Issuer during 1999 is as follows:

1999       Patti Cooke (1)           Administrative Fee (1)         $ 5,000.00

1999       Bradley R. Wilson (2)     Consulting Fee (2)             $20,000.00
                                                                    ----------

           Total                                                    $25,000.00

     (1)  These  administrative  fees were paid to Wellington  Cooke Gallery for
          services  performed  for the  Issuer by Patti  Cooke.  She is the sole
          owner  of that  company.
     (2)  In 1998,  Hatchment Holdings,  Inc., a corporation owned by Mr. Wilson
          earned an advisory and consulting fee in the amount of $40,000.00. The
          fee was earned before Mr. Wilson became an officer and director of the
          Issuer.  The Issuer paid  $20,000.00 of the fee in 1998 and $20,000.00
          in 1999.

     In  addition,  the  Issuer  paid  cellular  telephone  charges  for  mobile
telephones used by its officers and directors during the year 1999 as follows:

     ---------------------------------------------------------------------
     Period             Name of Individual           Telephone Charges (1)
     ---------------------------------------------------------------------
     1999               Patti Cooke                         $2,248.87

     1999               Bradley R. Wilson                   $1,235.61
                                                            ---------

     Total 1999                                             $3,484.48
                                                            =========


     (1)  It is estimated that approximately 90% of these charges were for calls
          on the Issuer's business.  Accordingly,  approximately  $350.00 of the
          total  paid of  $3,484.48  could be deemed to be  compensation  to the
          named officers and directors.

     The   arrangement   under  which   Wellington   Cooke   Gallery   performed
administrative  services for the Issuer was  terminated  on August 31, 1999.  On
January 1, 2000 Patti  Cooke,  President  of the Issuer,  and Bradley R. Wilson,
Vice  President  of the Issuer,  became  part-time  employees of the Issuer at a
monthly  salary of $1,000.00  each.  The  salaries  will be accrued and not paid
until the Issuer  has  sufficient  funds or income to pay them.  During the year
2000,  they will  devote  such  time as  required  to  administer  the  Issuer's
activities.  During that period the  telephone  charges to be paid on the mobile
telephone  used by the  Issuer's  officers  and  directors  are  estimated to be
$2,000.00.  The Issuer cannot now predict what  remuneration will be paid by the
Issuer to its then  officers  and  directors  if it  completes  the new business
opportunity it is seeking and new management assumes control.


Item 5.  Security Ownership of Management and Certain Securityholders.
-------  -------------------------------------------------------------
(Item 10 to Model B of Form 1A)

     The  following  table sets forth  information  as of February 29, 2000 with
respect to the  ownership of the  Issuer's  Common Stock by each of its officers
and directors,  its officers and directors as a group and any shareholder owning
more than 10% of the Issuer's Common Stock:

                                       4
<PAGE>


Title of                    Name and              Number of         Percent
  Class                 Address of Owner         Shares Owned       of Class
---------               ----------------         ------------       --------

Common Stock            Patti Cooke                   7,000             .2%
                        715 Millwood Road, #310
                        Toronto, Ontario M4G 1V7
                        Canada

Common Stock            Bradley R. Wilson(1)      1,000,000(1)        27.0% (1)
                        715 Millwood Road, #310
                        Toronto, Ontario M4G 1V7
                        Canada

                        All Officers & Directors
                           as a Group             1,007,000           27.2%


     (1)  These  shares  are held of  record by  Hatchment  Holdings,  Inc.,  an
          Ontario corporation wholly owned by Mr. Wilson.

     There are no shares of the Issuer's  Preferred Stock  outstanding and there
are no outstanding  options warrants or other rights to acquire shares of either
its Common or Preferred Stock.

Item 6.  Interest of Management and Others in Certain Transactions.
-------  ----------------------------------------------------------
(Item 11 to Model B of Form 1A)

     In August of 1999,  Hatchment  Holdings,  Inc.,  a company  wholly owned by
Bradley R. Wilson,  an officer and director of the Issuer,  purchased  1,000,000
shares of the  Issuer's  Common  Stock for cash at $.05 per share for a total of
$50,000. The shares were acquired by the purchaser for investment and not with a
view to  distribution.  They were issued as  "restricted  securities" as defined
under the  Securities  Act of 1933,  as amended  ("Securities  Act").  They were
issued in reliance  upon the exemption  from the  registration  requirements  of
Section 5 of the Securities Act provided in Section 4(2) of that statute.

     In 1998, the Issuer became  obligated for an advisory and consulting fee of
$40,000.00 to Hatchment Holdings, Inc. This fee was paid for services
rendered in connection  with the  reorganization  of the Issuer and the proposed
transaction  with the  Chinese  venture.  (see  Item 1  above).  At the time the
services were rendered,  Mr. Wilson, the owner of Hatchment Holdings,  Inc., was
not an officer, director or principal shareholder of the Issuer. The Issuer paid
$20,000.00 of the fee in 1998 and $20,000.00 in 1999.



                                       5
<PAGE>


                                     PART II


Item 1.  Market Price of and Dividends on the Registrant's Common Equity and
         Other Related Shareholder Matters.
-------  -----------------------------------------------------------------------

     The Issuer's  Common  Stock was quoted on the OTC Bulletin  Board under the
symbol GWFB from March of 1998 through  September 30, 1999.  The Issuer has been
unable to locate any reported  quotes after September 30, 1999. To the knowledge
of the Issuer there have been very few trading transactions in its Common Stock

     The following  table sets forth high and low bid prices of the Common Stock
on the OTC Bulletin Board for the periods  indicated.  The bid prices  represent
prices  between  dealers,  which do not indicate  retail  markups,  markdowns or
commissions and the bid prices may not represent actual transactions:

      Quarter Ending:                         High           Low
      ---------------                         ----           ---

      January - March, 1998                   6 3/8          61/4
      April - June, 1998                      6 1/8          6 1/8
      July - September, 1998                  6 1/8          63/4
      October - December, 1998                6 23/32        6 3/8
      January - March, 1999                   6 3/8          61/4
      April - June, 1999                      6 1/8          6 1/8
      October - December, 1999                 ---             ---

     The number of record  holders of Common Stock of the Issuer at February 29,
2000 was 13.  Additional  owners of the Common stock hold their shares at street
name with  various  brokerage  and  depository  firms (there are five such firms
included in the list of record owners).

     The holders of Common  Stock are  entitled to receive  dividends  as may be
declared by the Board of Directors  out of funds  legally  available;  and after
payment of adequate provisions for payment of any preferential  dividends due on
any then  outstanding  Preferred  Stock.  The Issuer had never had any  material
earnings  and does  not  presently  have any  capability  to  generate  any such
earnings.  The Issuer has never  declared any dividend.  It does not  anticipate
declaring and paying any cash dividend in the foreseeable future.

Item 2.  Legal Proceedings.
-------  ------------------

     Neither  the  Issuer nor any of its  property  is a party or subject to any
pending  legal  proceeding.  The  Issuer  is not  aware of any  contemplated  or
threatened  legal proceeding  against it by any governmental  authority or other
party.

     As set forth in Item 1 of Part 1 above,  the  Issuer is in the  process  of
attempting  to recover a $100,000  cash  deposit  which was placed on a proposed
purchase  of  equipment  which was  terminated.  The holder of the  deposit  has
acknowledged  a  responsibility  to return a  portion  of the  deposit,  but has
claimed a right to offset certain expenses incurred in alleged performance under
the proposed equipment purchase.  In the opinion of the Issuer's management,  it
is entitled to the return of substantially all the deposit.  The Issuer retained
counsel to pursue  collection  action  including  instigation of litigation,  if
required.  The Issuer and the equipment company holding the deposit have reached
an oral agreement  that the deposit will be repaid in five monthly  installments
of $20,000  each.  The Issuer is in the process of reducing  the  settlement  to
writing.


                                       6
<PAGE>


Item 3.  Changes in and Disagreements with Accountants.
-------  ----------------------------------------------

     No principal independent accountant of the Issuer or any subsidiary thereof
has ever resigned, been dismissed or declined to stand for re-election.


Item 4.  Submission of Matters to a Vote of Security Holders.
-------  ----------------------------------------------------

     No matters were submitted during the calendar quarter ending December
31, 1999 to a vote of securities  holders through the solicitation of proxies or
otherwise.

Item 5.  Compliance with Section 16(a) of the Exchange Act.
-------  --------------------------------------------------

     Patti Cooke,  President and Director of the Issuer,  and Bradley R. Wilson,
Vice President and Director of the Issuer, filed their initial ownership reports
on a Form 3 on  February  4, 2000.  These  reports  should have been filed on or
before December 10, 1999.

Item 6.  Reports on Form 8-K.
-------  --------------------

     The  Issuer  was not  required  to file  any  reports  on Form  8-K for the
calendar quarter ended December 31, 1999.




                                       7
<PAGE>

                                    PART F/S


                    GREAT WALL FOOD AND BEVERAGE CORPORATION

                              FINANCIAL STATEMENTS


                               TABLE OF CONTENTS

                                                                           Page
                                                                           ----
For the Year Ended December 31, 1999:
-------------------------------------

     Independent Auditor's Report.......................................   F-2

     Balance Sheet......................................................   F-3

     Statement of Income................................................   F-4

     Statement of Stockholders' Equity..................................   F-5

     Statement of Cash Flows............................................   F-6

     Notes to Financial Statements......................................   F-7



                                      F-1
<PAGE>



                             BARRY I. HECHTMAN, P.A.
                           Certified Public Accountant

                                    Member of
                              Florida and American
                                Institute of CPAs

8100 SW 81 Drive                                       Telephone: (305) 270-0014
Suite 210                                                    Fax: (305) 598-3695
Miami Florida, 33143-6603                               email: bihcpa123@aol.com





                          INDEPENDENT AUDITOR'S REPORT

To the Board of  Directors  and  Stockholders
of Great Wall Food and Beverage Corporation

We have audited the balance sheet of Great Wall Food and Beverage Corporation (a
Florida  corporation)  as of December 31, 1999,  and the related  statements  of
operations,  retained  earnings,  and cash flows for the year then ended.  These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audit. The financial  statements of Great Wall Food and Beverage Corporation
as of December  31,  1998,  were  audited by other  auditors  whose report dated
September 30, 1999, expressed an unqualified opinion on those statements.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards  require that we plan and perform the audit to obtain reasonable
assurance   about  whether  the  financial   statements  are  free  of  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 audit provides a reasonable basis for our opinion.

In our opinion,  the 1999 financial statements referred to above present fairly,
in all material respects, the financial position of Great Wall Food and Beverage
Corporation  as of December 31, 1999,  and the results of its operations and its
cash  flows  for the year  then  ended in  conformity  with  generally  accepted
accounting principles.




/S/ Barry I. Hechtman, P.A.
Barry I Hechtman, P.A.
Miami, FL

March 6, 2000


                                      F-2
<PAGE>


                      Great Wall Food and Beverage Corporation
                                 Balance Sheets
                             (A Development Company)
                           December 31, 1999 and 1998

                                                     1999             1998

                                ASSETS
                                ------


CURRENT ASSETS
  Cash                                              $120,916         $117,838
                                                    --------         --------
      TOTAL CURRENT ASSETS                          $120,916         $117,838


OTHER ASSETS:
  Deposits Receivable                               $100,000         $100,000
                                                    --------         --------
    TOTAL OTHER ASSETS                               100,000          100,000
                                                    --------         --------

TOTAL ASSETS                                        $220,916         $217,838
                                                    ========         ========


                            LIABILITIES AND
                         STOCKHOLDERS' EQUITY
                         --------------------


LIABILITIES:
  Accounts Payable - Trade                          $      0         $  2,121
  Loans Payable Shareholders                           2,100                0
                                                    --------         --------
      TOTAL LIABILITIES                             $  2,100         $  2,121


STOCKHOLDERS' EQUITY
  Preferred Stock, $.0001 par
    value; authorized 20,000 shares
    no issued and outstanding shares
  Common Stock, $.0001 par value;
    authorized 80,000,000 shares, issued and
    outstanding 2,676,664 shares at
    December 31, 1998 and
    3,676,664 at December 31, 1999.                      368              268
  Additional Paid-in Capital                         452,125          400,232
  Accumulated Deficit                               (233,677)        (184,783)
                                                    --------         --------
      TOTAL STOCKHOLDERS' EQUITY                     218,816          215,717
                                                    --------         --------

TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY                              $220,916         $217,838
                                                    ========         ========





                  See accompanying notes & accountants' report
                             Barry I Hechtman, P.A.


                                      F-3
<PAGE>



                 Great Wall Food and Beverage Corporation
                         Statements of Income
                        (A Development Company)
               For the Year Ended December 31, 1999 and 1998


                                              1999                    1998

REVENUES:
    TOTAL REVENUES                         $       0               $       0


EXPENSES
    DEVELOPMENT STAGE EXPENSES                48,661                 184,783

    REMEASUREMENT LOSS                           233                       0
                                           ---------               ---------
      NET LOSS                             $ (48,894)              $(184,783)
                                           =========               =========


      NET LOSS PER SHARE                   $   (.016)              $    (.16)
                                           =========               =========

      WEIGHTED AVERAGE COMMON
        SHARES OUTSTANDING                 3,093,331               1,119,218
                                           =========               =========

































                  See accompanying notes & accountants' report
                             Barry I Hechtman, P.A.


                                      F-4
<PAGE>
<TABLE>
<CAPTION>


                                                    Great Wall Food and Beverage Corporation
                                                  Statement of Changes in Stockholders' Equity
                                                    For the Years Ended December 1998 and 1999



                                              Series A
                                          Preferred Stock              Common Stock
                                          Par Value $.0001
                                     ------------------------   -------------------------   Additional                    Total
                                                                                             Paid-In       Retained    Stockholders'
                                       Shares        Amount        Shares       Amount       Capital       Earnings       Equity
                                     ------------------------   --------------------------------------------------------------------
<S>                                       <C>            <C>      <C>           <C>         <C>           <C>          <C>
Balance at January 1, 1998                 -             -          100,000     $ 100       $     400     $  (1,800)   $  (1,300)

Common stock reverse stock split
from 10 shares of $.001 to 1 share
of $.0001                                                           (90,000)      (99)             99                          -

Common stock issued in
connection with 504 offering                                      2,666,664       267         399,733                    400,000

Net Loss 1998                                                                                              (182,983)    (182,983)
                                     -----------------------------------------------------------------------------------------------

Balance at December 31, 1998               -             -        2,676,664       268         400,232      (184,783)     215,717

Restricted common stock issued                                    1,000,000       100          51,893                     51,993

Net Loss 1999                                                                                               (48,894)     (48,894)
                                     -----------------------------------------------------------------------------------------------

Balance at December 31, 1999               -             -        3,676,664     $ 368       $ 452,125    $ (233,677)    $ 218,816
                                     ===============================================================================================

</TABLE>

































                                    See accompanying notes & accountants' report
                                               Barry I Hechtman, P.A.


                                                       F-5
<PAGE>


                    Great Wall Food and Beverage Corporation
                             Statement of Cash Flows
                   For the Years Ended December 1999 and 1998


                                                          1999           1998
                                                          ----           ----
Cash flows from operating activities:
  Net Loss                                              $(48,894)     $(184,783)
  Adjustments to reconcile net loss
    to net cash provided by operating activities:
    Deposits                                                           (100,000)
    Accounts payable                                      (2,121)         2,121
                                                        --------      ---------
  Net cash utilized by operating activities              (51,015)      (282,662)

Cash flows from investing activities:
  Net cash utilized by investing activities                    0              0

Cash flows from financing activities:
    Proceeds from sales of common stock                   51,993        400,000
    Proceeds from shareholder loans                        2,100              0
                                                        --------      ---------
  Net cash provided from financing activities             54,093        400,000
                                                        --------      ---------
Net Increase in Cash                                       3,078        117,338

Cash & Cash Equivalents balance at January 1,            117,838              0
                                                        --------      ---------
Cash & Cash Equivalents balance at December 31,         $120,916      $ 117,338
                                                        ========      =========















                  See accompanying notes & accountants' report
                             Barry I Hechtman, P.A.


                                       F-6
<PAGE>


Great Wall Food and Beverage Corporation
(A Development Stage Company)
 Notes to the Financial Statements

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business and Organization

Great Wall Food and Beverage  Corporation (the "Company"),  a development  stage
company,  was  incorporated  in the State of Florida on August 1, 1980 as Ronnie
Interior Designs,  Inc. for the purpose of acquiring or merging with an existing
operating company.

On October 14, 1997,  Ronnie Interior  Designs,  Inc. changed its name to Ronnie
Systems, Inc.

On  March  13,  1998,   the  Company   amended  and  restated  its  articles  of
incorporation and changed its name to Great Wall Food and Beverage Corporation.

Development Stage

The Company has operated as a development  stage  enterprise since its inception
by devoting  substantially  all its efforts to the  ongoing  development  of the
Company.

Accounting Method

The Company's  financial  statements  are prepared  using the accrual  method of
accounting. The Company has elected a calendar year end of December 31.

Loss per Share

The  computation  of loss per share of common  stock is based upon the  weighted
average common shares outstanding during each period.

Development Stage

The Company has operated as a development  stage  enterprise since its inception
by devoting  substantially all of its efforts to the ongoing  development of the
Company.

Foreign Currency Translation

During 1999 the Company opened a bank account  denominated in a foreign currency
which is used to pay for some operational expenses. The cash is translated using
rates of exchange at December 31,  1999;  expenses  are  translated  at weighted
average  exchange  rates in  effect  during  the  year.  The  cumulative  effect
resulting  from  such  translation  is  recorded  as  remeasurement  loss in the
financial statements.


                                      F-7
<PAGE>



NOTE 2 - DEPOSITS RECEIVABLE

The deposits  were on equipment to be  purchased  which was not  completed.  The
issuer has  negotiated  an oral  agreement  on the refund of the deposit in five
monthly  payments  and is in the  process  of  finalizing  and  documenting  the
agreement.

NOTE 3 - STOCKHOLDER'S EQUITY

The Company had the following classes of capital stock:

Series A Preferred  Stock,  $0.0001  par value;  authorized  20,000,000  shares;
issued and outstanding -0- shares.

On March 6, 1998, as part of the restated articles of incorporation, the Company
combined  each of the 10 common  shares  of the  $.001  par  value  stock of the
Company  outstanding  as of February  28, 1998 into 1 common share of the $.0001
par value common stock of the Company.

In November 1998, the Company  completed a private  offering of 2,666,664 shares
of common  stock at a price of $.15 per share,  amounting  to gross  proceeds of
$400,000.

In October, 1999 the Company sold of 1,000,000 shares of restricted common stock
at a price of $.052 per share. Gross proceeds related to the sale were $51,993.

NOTE 4 - GOING CONCERN

The Company's  financial  statements are prepared  using the generally  accepted
accounting  principles  applicable to a going concern,  which  contemplates  the
realization  of assets and  liquidation  of  liabilities in the normal course of
business.  However,  the  Company  has no  current  source of  revenue.  Without
realization  of  additional  capital,  it would be  unlikely  for the Company to
continue as a going concern.  It is  management's  intention to seek  additional
capital through a merger with an existing operating company and raising capital.

NOTE 5 - RELATED PARTY TRANSACTIONS

The Company neither owns or leases any real property. Fees totaling $25,000 have
been paid to companies owned by shareholders  during the year ended December 31,
1999 for  administrative  and  consulting  services  rendered  on  behalf of the
Company.  The  officers  and  directors  of the  Company  are  involved in other
business  activities and may, in the future,  become  involved in other business
opportunities.






<PAGE>

                                    PART III

1.   Index to Exhibits

          Exhibit No.      Description of Exhibits
          -----------      -----------------------

          2(a)             Issuer's Amended and Restated  Articles of
                           Incorporation  - Exhibit 2(a)
                           to   the    Issuer's    Registration
                           Statement  on Form  10-SB is  hereby
                           incorporated    herein    by    this
                           reference.


          2(b)             Issuer's Bylaws - Exhibit 2(a) to the Issuer's
                           Registration  Statement on Form  10-SB is  hereby
                           incorporated herein by this reference.

          12(a)            Form of Subscription Agreement for Rule 504
                           Offering - Exhibit 2(a) to the Issuer's
                           Registration Statement on Form 10-SB is hereby
                           incorporated herein by this reference.


          12(b)            Form of Subscriber Questionnaire for Rule 504
                           Offering - Exhibit 2(a) to the Issuer's Registration
                           Statement on Form 10-SB is hereby
                           incorporated herein by this reference.


          12(c)            Investment Letter for Sale of Restricted
                           Securities - Exhibit 2(a) to the
                           Issuer's  Registration  Statement on
                           Form  10-SB is  hereby  incorporated
                           herein by this reference.

          27               Financial Data Schedule



                                   Signatures
                                   ----------

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

                             GREAT WALL FOOD AND BEVERAGE CORPORATION

Dated:  March 17, 2000       By:      /s/ Patti Cooke
                                      ------------------------------------------
                                      Patti Cooke, President and Principal
                                      Executive, Accounting Officer and Director

Dated:  March 17, 2000       By:      /s/ Bradley R. Wilson
                                      ------------------------------------------
                                      Bradley R. Wilson, Vice President and
                                      Principal Financial Officer and Director


      Supplemental information to be furnished With Reports Filed Pursuant
          to Section 15(d) Of the Exchange Act by Non-reporting Issuers


     No annual report,  proxy  statement,  proxy form or other proxy  soliciting
material  was sent to the  Issuer's  securities  holders  for or during the year
1999;  nor is any such  material to be sent to them  subsequent to the filing of
this Form 10-KSB.