U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    Form 10-Q

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

    For the quarterly period ended June 30, 2008

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

    For the transition period from ____________ to ____________

                         Commission File No. 333-149000

                                Onyx China, Inc.
                 (Name of small business issuer in its charter)

           Nevada                                                 98-0557091
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                           Kvartal 60, dom 23 apt. 18
                             Angarsk, Russia 665830
                    (Address of principal executive offices)

                                 7-904-125-4225
                           (Issuer's telephone number)

Securities registered pursuant to                          Name of each exchange
    Section 12(b) of the Act:                               on which registered:
    -------------------------                               --------------------
                                      None

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

                              Common Stock, $0.001
                                (Title of Class)

Indicate by checkmark whether the issuer:  (1) has filed all reports required to
be filed by  Section 13 or 15(d) of the  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[ ]

Indicate by check mark whether the registrant is a large  accelerated  filed, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer [ ]                        Accelerated filer [ ]
Non-accelerated filer [ ]                          Smaller reporting company [X]

Indicate by checkmark  whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

Applicable  Only  to  Issuer  Involved  in  Bankruptcy  Proceedings  During  the
Preceding Five Years.
                                      N/A

Indicate by  checkmark  whether the issuer has filed all  documents  and reports
required to be filed by Section 12, 13 and 15(d) of the Securities  Exchange Act
of 1934 after the  distribution of securities under a plan confirmed by a court.
Yes[ ] No[ ]

                    Applicable Only to Corporate Registrants

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the most practicable date:

      Class                                      Outstanding as of June 30, 2008
      -----                                      -------------------------------
Common Stock, $0.001                                         5,050,000
<PAGE>
                                ONYX CHINA, INC.

                                    Form 10-Q

Part 1 FINANCIAL INFORMATION

Item 1.  Financial Statements                                                3
          Balance Sheets
          Statements of Operations
          Statements of Cash Flows
          Notes to Financial Statements

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations                                          11

Item 3.  Quantitative and Qualitative Disclosures About Market Risk         14

Item 4.  Controls and Procedures                                            14

Part II. OTHER INFORMATION

Item 1.  Legal Proceedings                                                  15

Item 1A. Risk Factors                                                       15

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds        15

Item 3.  Defaults Upon Senior Securities                                    15

Item 4.  Submission of Matters to a Vote of Security Holders                15

Item 5.  Other Information                                                  15

Item 6.  Exhibits                                                           15

                                       2
<PAGE>
                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

ONYX CHINA INC.
(A Development Stage Company)
Balance Sheets
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                         June 30,          December 31,
                                                                           2008               2007
                                                                         --------           --------
                                                                       (Unaudited)          (Audited)
<S>                                                                      <C>                <C>
                                     ASSETS

CURRENT ASSETS
  Cash                                                                   $ 11,718           $ 30,667
                                                                         --------           --------

      TOTAL ASSETS                                                       $ 11,718           $ 30,667
                                                                         ========           ========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable and accrued liabilities                               $     --           $     --
                                                                         --------           --------
      TOTAL CURRENT LIABILITIES                                          $     --           $     --
                                                                         --------           --------
STOCKHOLDERS' EQUITY
  Common stock, $0.001 par value, 75,000,000 shares authorized;
   5,050,000 shares issued and outstanding                                  5,050              5,050
  Additional paid-in-capital                                               27,550             27,550
  Deficit accumulated during the development stage                        (20,882)            (1,933)
                                                                         --------           --------
      TOTAL STOCKHOLDERS' EQUITY                                           11,718             30,667
                                                                         --------           --------

      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                         $ 11,718           $ 30,667
                                                                         ========           ========
</TABLE>


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

                                       3
<PAGE>
ONYX CHINA INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                               From              From
                                                                                           Inception on      Inception on
                                         Three Months     Three Months     Six Months     March 27, 2007    March 27, 2007
                                            Ended            Ended           Ended              to             through
                                           June 30,         June 30,        June 30,         June 30,          June 30,
                                             2008             2007            2008             2007              2008
                                          ----------       ----------      ----------       ----------        ----------
<S>                                       <C>              <C>             <C>              <C>               <C>
EXPENSES
  General and Administrative Expenses     $    7,204       $      229      $   18,949       $      229        $   20,882
                                          ----------       ----------      ----------       ----------        ----------
Total Expenses                                 7,204              229          18,949              229            20,882
                                          ----------       ----------      ----------       ----------        ----------

Net (loss) before Income Taxes                (7,204)            (229)        (18,949)            (229)          (20,882)

Income Tax Expense                                --               --              --               --                --
                                          ----------       ----------      ----------       ----------        ----------

Net (loss)                                $   (7,204)      $     (229)     $  (18,949)      $     (229)       $  (20,882)
                                          ==========       ==========      ==========       ==========        ==========

(LOSS) PER SHARE - BASIC AND DILUTED      $    (0.00)      $    (0.00)     $    (0.00)      $    (0.00)
                                          ==========       ==========      ==========       ==========
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING                 5,050,000        3,095,604       5,050,000        2,934,375
                                          ==========       ==========      ==========       ==========
</TABLE>


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

                                       4
<PAGE>
ONYX CHINA INC.
(A Development Stage Company)
Statement of Stockholders' Equity
From Inception on March 27, 2007 to June 30, 2008
(Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                         Deficit
                                                                                        Accumulated
                                                Number of                Additional       During          Total
                                                 Common                   Paid-in      Development     Stockholders'
                                                 Shares      Amount       Capital         Stage           Equity
                                                 ------      ------       -------         -----           ------
<S>                                            <C>           <C>          <C>           <C>              <C>
April 20, 2007
Common shares issued for cash at $0.002        3,000,000     $ 3,000      $  3,000      $      --        $  6,000

May 8, 2007
Common shares issued for cash at $0.002          800,000         800           800             --           1,600

May 16, 2007
Common shares issued for cash at $0.02         1,250,000       1,250        23,750             --          25,000

Net loss                                              --          --            --         (1,933)         (1,933)
                                               ---------     -------      --------      ---------        --------

Balance as of December 31, 2007                5,050,000       5,050        27,550         (1,933)         30,667

Net Loss                                              --          --            --        (18,949)        (18,949)
                                               ---------     -------      --------      ---------        --------

Balance as of June 30, 2008                    5,050,000     $ 5,050      $ 27,550      $ (20,882)       $ 11,718
                                               =========     =======      ========      =========        ========
</TABLE>


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

                                       5
<PAGE>
ONYX CHINA INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                              From
                                                                          Inception on
                                                        Six Months       March 27, 2007
                                                          Ended                to
                                                         June 30,           June 30,
                                                           2008               2007
                                                         --------           --------
<S>                                                      <C>                <C>
OPERATING ACTIVITIES
  Net (loss)                                             $(18,949)          $(20,882)
                                                         --------           --------

      Net cash used for operating activities              (18,949)           (20,882)
                                                         --------           --------
FINANCING ACTIVITIES
  Sale of common stock                                     32,600
                                                         --------           --------

      Net cash provided by financing activities            32,600
                                                         --------           --------

Net increase (decrease) in cash and equivalents           (18,949)            11,718

Cash and equivalents at beginning of the period            30,667                 --
                                                         --------           --------

Cash and equivalents at end of the period                $ 11,718           $ 11,718
                                                         ========           ========

SUPPLEMENTAL CASH FLOW INFORMATION:

Cash paid for:
  Interest                                               $     --           $     --
                                                         ========           ========
  Taxes                                                  $     --           $     --
                                                         ========           ========
NON-CASH ACTIVITIES                                      $     --           $     --
                                                         ========           ========
</TABLE>


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

                                       6
<PAGE>
ONYX CHINA INC.
(A Development Stage Company)
Notes To The Financial Statements
June 30, 2008
(Unaudited)
--------------------------------------------------------------------------------

1. ORGANIZATION AND BUSINESS OPERATIONS

ONYX CHINA INC ("the Company") was  incorporated  under the laws of the State of
Nevada,  U.S.  on March 27,  2007.  The Company is in the  development  stage as
defined under  Statement on Financial  Accounting  Standards No. 7,  Development
Stage Enterprises  ("SFAS No.7") and its efforts are primarily devoted marketing
and  distributing  chinaware  to North  American  market.  The  Company  has not
generated any revenue to date and consequently its operations are subject to all
risks inherent in the establishment of a new business enterprise. For the period
from inception, March 27, 2007 through June 30, 2008 the Company has accumulated
losses of $20,882.

INTERIM FINANCIAL STATEMENTS

The  unaudited  financial  statements as of June 30, 2008 and for the six months
ended June 30, 2008 have been prepared in accordance with accounting  principles
generally  accepted in the United States for interim  financial  information and
with  instructions to Form 10-QSB.  In the opinion of management,  the unaudited
financial  statements  have  been  prepared  on the  same  basis  as the  annual
financial  statements  and reflect all  adjustments,  which  include only normal
recurring adjustments,  necessary to present fairly the financial position as of
June 30,  2008 and the results of  operations  and cash flows for the six months
ended June 30, 2008.
Certain  information  and footnote  disclosures  normally  included in financial
statements prepared in accordance with accounting  principles generally accepted
in the United States have been  condensed or omitted  pursuant to the Securities
and Exchange  Commission's  rules and  regulations.  These  unaudited  financial
statements should be read in conjunction with our audited  financial  statements
and notes thereto for the period March 27, 2007 (inception) December 31, 2007 as
included in our registration statement on Form SB-2 filed on February 1, 2008.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a) BASIS OF PRESENTATION
The financial  statements  of the Company have been prepared in accordance  with
generally accepted accounting principles in the United States of America and are
presented in US dollars.

b) GOING CONCERN
The  financial  statements  have been  prepared on a going  concern  basis which
assumes  the  Company  will be able to  realize  its assets  and  discharge  its
liabilities  in the normal course of business for the  foreseeable  future.  The
Company has incurred losses since inception  resulting in an accumulated deficit
of  $20,882  as of June 30,  2008 and  further  losses  are  anticipated  in the
development  of its  business  raising  substantial  doubt  about the  Company's
ability to  continue  as a going  concern.  The  ability to  continue as a going
concern is dependent upon the Company  generating  profitable  operations in the
future  and/or to obtain the  necessary  financing to meet its  obligations  and
repay its  liabilities  arising from normal  business  operations when they come
due.  Management  intends to finance operating costs over the next twelve months
with existing cash on hand and loans from directors and or private  placement of
common stock.

c) CASH AND CASH EQUIVALENTS
The Company  considers  all highly liquid  instruments  with a maturity of three
months or less at the time of issuance to be cash equivalents.

d) USE OF ESTIMATES AND ASSUMPTIONS
The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States  requires  management to make estimates
and assumptions  that affect the reported  amounts of assets and liabilities and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

                                       7
<PAGE>
ONYX CHINA INC.
(A Development Stage Company)
Notes To The Financial Statements
June 30, 2008
(Unaudited)
--------------------------------------------------------------------------------

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

e) FOREIGN CURRENCY TRANSLATION
The  Company's  functional  currency  and its  reporting  currency is the United
States dollar.

f) FINANCIAL INSTRUMENTS
The carrying value of the Company's  financial  instruments  approximates  their
fair value because of the short maturity of these instruments.

g) STOCK-BASED COMPENSATION
Stock-based  compensation is accounted for at fair value in accordance with SFAS
No. 123 and 123 (R). To date,  the  Company has not adopted a stock  option plan
and has not granted any stock options.

h) INCOME TAXES
Income taxes are accounted for under the assets and liability  method.  Deferred
tax  assets  and  liabilities  are  recognized  for  the  estimated  future  tax
consequences   attributable  to  differences  between  the  financial  statement
carrying  amounts of existing assets and  liabilities  and their  respective tax
bases and operating loss and tax credit carry forwards.  Deferred tax assets and
liabilities are measured using enacted tax rates in effect for the year in which
those temporary differences are expected to be recovered or settled.

i) BASIC AND DILUTED NET LOSS PER SHARE

The  Company   computes  net  loss  per  share  in  accordance   with  SFAS  No.
128,"Earnings per Share".  SFAS No. 128 requires  presentation of both basic and
diluted earnings per share (EPS) on the face of the income statement.

Basic EPS is computed  by dividing  net loss  available  to common  shareholders
(numerator) by the weighted average number of shares  outstanding  (denominator)
during the period.  Diluted EPS gives effect to all potentially  dilutive common
shares  outstanding  during the period.  Diluted EPS  excludes  all  potentially
dilutive shares if their effect is anti-dilutive.

j) FISCAL PERIODS
The Company's fiscal year end is December 31.

k) RECENT ACCOUNTING PRONOUNCEMENTS
In February 2006, the FASB issued SFAS No. 155,  "Accounting  for Certain Hybrid
Financial  Instruments-an  amendment  of FASB  Statements  No. 133 and 140",  to
simplify  and  make  more  consistent  the  accounting  for  certain   financial
instruments.  SFAS No. 155  amends  SFAS No.  133,  "Accounting  for  Derivative
Instruments and Hedging Activities", to permit fair value re-measurement for any
hybrid  financial  instrument  with an embedded  derivative that otherwise would
require  bifurcation,  provided that the whole  instrument is accounted for on a
fair  value  basis.  SFAS No.  155  amends  SFAS No.  140,  "Accounting  for the
Impairment   or  Disposal  of   Long-Lived   Assets",   to  allow  a  qualifying
special-purpose  entity to hold a derivative  financial instrument that pertains
to a beneficial  interest other than another  derivative  financial  instrument.
SFAS No. 155 applies to all financial  instruments  acquired or issued after the
beginning of an entity's first fiscal year that begins after September 15, 2006,
with  earlier  application  allowed.  This  standard  is not  expected to have a
significant  effect on the  Company's  future  reported  financial  position  or
results of operations.

In March  2006,  the FASB  issued SFAS No. 156,  "Accounting  for  Servicing  of
Financial  Assets,  an  amendment  of FASB  Statement  No. 140,  Accounting  for
Transfers and Servicing of Financial Assets and Extinguishments of Liabilities".
This statement requires all separately recognized servicing assets and servicing
liabilities be initially measured at fair value, if practicable, and permits for
subsequent  measurement using either fair value measurement with changes in fair
value reflected in earnings or the amortization  and impairment  requirements of
Statement No. 140. The subsequent measurement of separately recognized servicing
assets and  servicing  liabilities  at fair value  eliminates  the necessity for
entities  that  manage the risks  inherent  in  servicing  assets and  servicing
liabilities  with  derivatives  to qualify for hedge  accounting  treatment  and
eliminates  the  characterization  of declines in fair value as  impairments  or
direct write-downs.  SFAS No. 156 is effective for an entity's first fiscal year
beginning after September 15, 2006.

                                       8
<PAGE>
ONYX CHINA INC.
(A Development Stage Company)
Notes To The Financial Statements
June 30, 2008
(Unaudited)
--------------------------------------------------------------------------------

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

This adoption of this statement is not expected to have a significant  effect on
the Company's future reported  financial  position or results of operations.

On July 13, 2006, the FASB issued FASB  Interpretation  No. 48,  "Accounting for
Uncertainty in Income Taxes-an  Interpretation  of FASB Statement No. 109" ("FIN
No. 48"). FIN No. 48 clarifies what criteria must be met prior to recognition of
the financial  statement benefit of a position taken in a tax return. FIN No. 48
will  require  companies  to include  additional  qualitative  and  quantitative
disclosures  within their financial  statements.  The  disclosures  will include
potential tax benefits from  positions  taken for tax return  purposes that have
not been recognized for financial reporting purposes and a tabular  presentation
of significant  changes during each period.  The disclosures will also include a
discussion of the nature of  uncertainties,  factors which could cause a change,
and an estimated range of reasonably possible changes in tax uncertainties.  FIN
No. 48 will also  require a company to recognize a financial  statement  benefit
for  a   position   taken   for   tax   return   purposes   when   it   will  be
more-likely-than-not  that the position  will be  sustained.  FIN No. 48 will be
effective for fiscal years beginning after December 15, 2006.

On September 15, 2006, the FASB issued SFAS No. 157,  "Fair Value  Measurements"
("SFAS No. 157"). SFAS No. 157 addresses how companies should measure fair value
when  they  are  required  to use a  fair  value  measure  for  recognition  and
disclosure purposes under generally accepted accounting principles. SFAS No. 157
will  require  the fair value of an asset or  liability  to be based on a market
based  measure  which will reflect the credit risk of the company.  SFAS No. 157
will also  require  expanded  disclosure  requirements  which will  include  the
methods and assumptions  used to measure fair value and the effect of fair value
measures on  earnings.  SFAS No. 157 will be applied  prospectively  and will be
effective  for fiscal  years  beginning  after  November 15, 2007 and to interim
periods within those fiscal years.

In  September  2006,  the  Financial  Accounting  Standards  Board  issued  FASB
Statement No. 158, "Employers'  Accounting for Defined Benefit Pension and Other
Postretirement  Plans" ("SFAS 158"). SFAS 158 requires the Company to record the
funded status of its defined benefit pension and other  postretirement  plans in
its  financial  statements.  The  Company is  required to record an asset in its
financial  statements  if a plan is over  funded  or record a  liability  in its
financial  statements if a plan is under funded with a  corresponding  offset to
shareholders'  equity.   Previously  unrecognized  assets  and  liabilities  are
recorded  as  a  component  of   shareholders'   equity  in  accumulated   other
comprehensive income, net of applicable income taxes. SFAS 158 also requires the
Company to measure the value of its assets and  liabilities as of the end of its
fiscal year ending after December 15, 2008. The Company has implemented SFAS 158
using the required  prospective  method. The recognition  provisions of SFAS 158
are  effective for the fiscal year ending after  December 15, 2006.  The Company
does not expect its adoption of this new  standard to have a material  impact on
its financial position, results of operations or cash flows.

In December 2006, the FASB issued FSP EITF 00-19-2,  Accounting for Registration
Payment Arrangements ("FSP 00-19-2") which addresses accounting for registration
payment  arrangements.  FSP 00-19-2 specifies that the contingent  obligation to
make future payments or otherwise  transfer  consideration  under a registration
payment  arrangement,  whether  issued as a separate  agreement or included as a
provision of a financial  instrument  or other  agreement,  should be separately
recognized and measured in accordance  with FASB Statement No. 5, Accounting for
Contingencies. FSP 00-19-2 further clarifies that a financial instrument subject
to a registration payment arrangement should be accounted for in accordance with
other applicable generally accepted accounting  principles without regard to the
contingent  obligation to transfer  consideration  pursuant to the  registration
payment  arrangement.   For  registration  payment  arrangements  and  financial
instruments  subject to those  arrangements  that were entered into prior to the
issuance of EITF 00-19-2,  this  guidance is effective for financial  statements
issued for fiscal years  beginning  after December 15, 2006 and interim  periods
within those fiscal years.  The Company has not yet  determined  the impact that
the adoption of FSP 00-19-2 will have on its financial statements.

In February  2007,  the FASB issued  SFAS No.  159,  "The Fair Value  Option for
Financial Assets and Financial Liabilities." SFAS 159 permits entities to choose
to measure many financial  instruments,  and certain other items, at fair value.
SFAS 159 applies to reporting  periods  beginning  after  November 15, 2007. The
adoption of SFAS 159 is not expected to have a material  impact on the Company's
financial condition or results of operations.

                                       9
<PAGE>
ONYX CHINA INC.
(A Development Stage Company)
Notes To The Financial Statements
June 30, 2008
(Unaudited)
--------------------------------------------------------------------------------

3. COMMON STOCK

The  authorized  capital of the Company is  75,000,000  common shares with a par
value of $ 0.001 per share. In April 2007, the Company issued  3,000,000  shares
of common  stock at a price of $0.002  per share  for  total  cash  proceeds  of
$6,000.

In May 2007,  the Company  issued  800,000  shares of common stock at a price of
$0.002 per share for total cash proceeds of $1,600.

In May 2007, the Company also issued 1,250,000 shares of common stock at a price
of $0.02 per share for total cash proceeds of $25,000.

During the period March 27, 2007  (inception)  to December 31, 2007, the Company
sold a total of  5,050,000  shares of common  stock for total cash  proceeds  of
$32,600.

4. INCOME TAXES

As of June 30,  2007,  the  Company  had net  operating  loss carry  forwards of
approximately  $20,882  that may be available to reduce  future  years'  taxable
income  through 2028.  Future tax benefits  which may arise as a result of these
losses  have  not  been  recognized  in  these  financial  statements,  as their
realization is determined not likely to occur and  accordingly,  the Company has
recorded a valuation  allowance for the deferred tax asset relating to these tax
loss carry-forwards.

5. CONTRACT

On  November  15, 2007 the Company  made a contract  with PC "Dulevo  Porcelain"
(Contract # 174) to purchase  chinaware  products directly from manufacturer and
market and distribute the products in North America.

6. REGISTRATION STATEMENT

On February 1, 2008,  the Company  filed a  registration  statement on Form SB-2
with the Securities and Exchange  Commission (the "SEC") . On February 27, 2008,
the registration statement was declared effective by the SEC.

                                       10
<PAGE>
                           FORWARD LOOKING STATEMENTS

Statements  made in this Form 10-Q that are not  historical or current facts are
"forward-looking  statements"  made  pursuant to the safe harbor  provisions  of
Section  27A of the  Securities  Act of 1933 (the  "Act") and Section 21E of the
Securities Exchange Act of 1934. These statements often can be identified by the
use  of  terms  such  as  "may,"  "will,"  "expect,"  "believe,"   "anticipate,"
"estimate," "approximate" or "continue," or the negative thereof. We intend that
such  forward-looking  statements  be  subject  to the  safe  harbors  for  such
statements.  We wish to caution  readers not to place undue reliance on any such
forward-looking  statements,   which  speak  only  as  of  the  date  made.  Any
forward-looking  statements represent  management's best judgment as to what may
occur in the future. However,  forward-looking  statements are subject to risks,
uncertainties  and important  factors beyond our control that could cause actual
results and events to differ  materially from  historical  results of operations
and events  and those  presently  anticipated  or  projected.  We  disclaim  any
obligation  subsequently  to revise any  forward-looking  statements  to reflect
events or  circumstances  after the date of such  statement  or to  reflect  the
occurrence of anticipated or unanticipated events.

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATION

GENERAL

Onyx  China,  Inc.  is a  corporation  organized  under the laws of the State of
Nevada.  Our  registration  statement  has been  filed with the  Securities  and
Exchange  Commission  and has been  declared  effective on February 27, 2008. We
have filed a 15c2-11 with the Financial Industry Regulatory  Authority ("FINRA")
and were approved to commence trading on the Over-the-Counter  Bulletin Board on
March 31, 2008.

Please note that throughout this Quarterly  Report,  and unless otherwise noted,
the words "we,"  "our," "us," the  "Company,"  or "Onyx  China,"  refers to Onyx
China, Inc.

CURRENT BUSINESS OPERATIONS

As of the date of this  Quarterly  Report,  we have not started  operations.  We
intend to market and  distribute in the North  American  market a  comprehensive
assortment of Russian porcelain  produced by Dulevsky Farfor Company.  We are in
the process of  developing  a website  that will offer the Russian  porcelain to
distributors  who will be  responsible  for  marketing  and  selling the Russian
porcelain to chinaware and giftware stores and retail outlets.  Our website will
also offer our product directly to retail stores and to the general public.  The
operations  we have  engaged in to date are the  creation  of our  website,  the
development  of a  business  plan and the  execution  of an  agreement  with our
supplier.

Our  sole  supplier,  PC  Dulevo  Porcelain  ("Dulevo")  is a  manufacturer  and
distributor of certain high-quality porcelain in Russia and other countries.  On
November  15, 2007 we entered  into a  distribution  agreement  with Dulevo (the
"Distribution  Agreement").  In accordance  with the terms and provisions of the
Distribution  Agreement,  Dulevo has agreed to manufacture and supply many types
of porcelain  products to us according to its current prices.  The  Distribution
Agreement  was  authenticated  by the  East-Siberian  Chamber  of  Commerce  and
Industry on December 27, 2007.

                                       11
<PAGE>
RESULTS OF OPERATION

Our financial  statements have been prepared assuming that we will continue as a
going  concern  and,  accordingly,  do not include  adjustments  relating to the
recoverability  and realization of assets and classification of liabilities that
might be necessary should we be unable to continue in operation.

We expect we will  require  additional  capital to meet our long term  operating
requirements. We expect to raise additional capital through, among other things,
the sale of equity or debt securities.

SIX MONTH  PERIOD  ENDED JUNE 30, 2008  COMPARED  TO THE PERIOD  FROM  INCEPTION
(MARCH 27, 2007) TO JUNE 30, 2008

Our net loss for the  six-month  period  ended June 30,  2008 was  approximately
($18,949)  compared to a net loss of ($20,882)  during the period from inception
(March 27, 2007) to June 30, 2008.  During the  six-month  period ended June 30,
2008, we did not generate any revenue.

During the  six-month  period  ended June 30,  2008,  we  incurred  general  and
administrative  expenses of  approximately  $18,949 compared to $20,882 incurred
during the period from inception (March 27, 2007) to June 30, 2008.  General and
administrative expenses incurred during the six-month period ended June 30, 2008
were  generally  related to corporate  overhead,  financial  and  administrative
contracted  services,  such as legal and accounting,  developmental  costs,  and
marketing expenses.

Our net loss during the  six-month  period ended June 30, 2008 was  ($18,949) or
($0.00)  per share  compared  to a net loss of  ($20,882)  or ($0.00)  per share
during the period from inception (March 27, 2007) to June 30, 2008. The weighted
average  number of shares  outstanding  was 5,050,000  for the six-month  period
ended June 30, 2008.

LIQUIDITY AND CAPITAL RESOURCES

SIX-MONTH PERIOD ENDED JUNE 30, 2008

As at the six-month  period ended June 30, 2008, our current assets were $11,718
and our current  liabilities  were $-0-,  which  resulted  in a working  capital
surplus of $11,718.  As at the  six-month  period ended June 30,  2008,  current
assets were  comprised of $11,718 in cash compared to $30,667 in current  assets
at fiscal year ended December 31, 2007.

Stockholders'  equity  decreased from $30,667 for fiscal year ended December 31,
2007 to $11,718 for the six-month period ended June 30, 2008.

CASH FLOWS FROM OPERATING ACTIVITIES

We have not generated  positive cash flows from  operating  activities.  For the
six-month  period  ended  June  30,  2008,  net  cash  flows  used in  operating
activities was ($18,949)  consisting  primarily of a net loss of ($18,949).  Net
cash  flows used in  operating  activities  was  ($20,882)  for the period  from
inception (March 27, 2007) to June 30, 2008.

                                       12
<PAGE>
CASH FLOWS FROM FINANCING ACTIVITIES

We have  financed  our  operations  primarily  from either  advancements  or the
issuance of equity and debt instruments. For the six-month period ended June 30,
2008,  we did not generate net cash from  financing  activities.  For the period
from inception (March 27, 2007) to June 30, 2008, net cash provided by financing
activities was $32,600 received from sale of common stock.

We expect that working capital requirements will continue to be funded through a
combination  of our  existing  funds and further  issuances of  securities.  Our
working capital requirements are expected to increase in line with the growth of
our business.

PLAN OF OPERATION AND FUNDING

Existing working capital, further advances and debt instruments, and anticipated
cash flow are expected to be adequate to fund our  operations  over the next six
months.  We have no  lines  of  credit  or other  bank  financing  arrangements.
Generally,  we have  financed  operations  to date  through the  proceeds of the
private  placement  of  equity  and debt  instruments.  In  connection  with our
business plan, management anticipates additional increases in operating expenses
and  capital  expenditures  relating  to: (i)  acquisition  of  inventory;  (ii)
developmental  expenses associated with a start-up business; and (iii) marketing
expenses.  We intend  to  finance  these  expenses  with  further  issuances  of
securities,  and debt  issuances.  Thereafter,  we  expect we will need to raise
additional   capital  and  generate   revenues  to  meet   long-term   operating
requirements. Additional issuances of equity or convertible debt securities will
result in dilution to our current  shareholders.  Further, such securities might
have rights,  preferences or privileges  senior to our common stock.  Additional
financing may not be available  upon  acceptable  terms,  or at all. If adequate
funds are not available or are not available on acceptable  terms, we may not be
able to take advantage of prospective new business  endeavors or  opportunities,
which could significantly and materially restrict our business operations.

On February 1, 2008,  we filed a  registration  statement  on Form SB-2 with the
Securities  and Exchange  Commission  pursuant to the Securities Act of 1933, as
amended  (the  "1933  Securities  Act"),  relating  to the  public  offering  of
2,050,000  shares of our  common  stock by  certain  selling  shareholders  (the
"Selling  Shareholders")  named  in  the  Registration  Statement.  The  Selling
Shareholders  will sell our shares of common  stock at $0.02 per share until our
shares are quoted on the OTC Bulletin Board and thereafter at prevailing  market
prices or privately negotiated prices. We will not receive any proceeds from the
sale of these shares of common stock.

MATERIAL COMMITMENTS

As  of  the  date  of  this  Quarterly  Report,  we do  not  have  any  material
commitments.

PURCHASE OF SIGNIFICANT EQUIPMENT

We do not intend to purchase any  significant  equipment  during the next twelve
months.

OFF-BALANCE SHEET ARRANGEMENTS

As of the date of this Quarterly  Report,  we do not have any off-balance  sheet
arrangements  that have or are  reasonably  likely  to have a current  or future
effect on our financial condition,  changes in financial condition,  revenues or
expenses,  results of operations,  liquidity,  capital  expenditures  or capital
resources that are material to investors.

                                       13
<PAGE>
GOING CONCERN

The independent  auditors'  report  accompanying our December 31, 2007 financial
statements contained an explanatory paragraph expressing substantial doubt about
our ability to continue as a going concern.  The financial  statements have been
prepared "assuming that we will continue as a going concern," which contemplates
that we will realize our assets and satisfy our  liabilities  and commitments in
the ordinary course of business.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Market risk represents the risk of loss that may impact our financial  position,
results of  operations or cash flows due to adverse  change in foreign  currency
and interest rates.

EXCHANGE RATE

Our reporting  currency is United States Dollars ("USD").  The Russian Ruble has
been  informally  pegged  to the USD.  However,  Russia  is under  international
pressure  to adopt a more  flexible  exchange  rate  system.  If the RMB were no
longer pegged to the USD, rate  fluctuations  may have a material  impact on our
financial reporting and make realistic revenue projections  difficult.  Recently
the Russian Ruble has risen 12%. This may or may not have any appreciable effect
on our future operations

The  fluctuation  of exchange  rates of the Ruble may have  positive or negative
impacts on our  results of  operations.  However,  since all sales  revenue  and
expenses of our company  will  primarily  denominated  in U.S.  Dollar,  the net
income effect of  appreciation  and  devaluation of the currency  against the US
Dollar will be limited to our costs of acquisition of inventory.

INTEREST RATE

Interest  rates in Russia are not  generally  controlled.  Any future loans will
relate mainly to trade payables and will be mainly short-term.  However our debt
may be likely to rise in connection with expansion and if interest rates were to
rise at the same time,  this could become a significant  impact on our operating
and financing  activities.  We have not entered into derivative contracts either
to hedge existing risks of for speculative purposes.

ITEM 4. CONTROLS AND PROCEDURES

Our  management is  responsible  for  establishing  and  maintaining a system of
disclosure  controls and  procedures (as defined in Rule 13a-15(e) and 15d-15(e)
under the Exchange Act) that is designed to ensure that information  required to
be  disclosed by us in the reports that we file or submit under the Exchange Act
is  recorded,  processed,  summarized  and  reported,  within  the time  periods
specified  in  the  Commission's  rules  and  forms.   Disclosure  controls  and
procedures  include,  without  limitation,  controls and procedures  designed to
ensure that  information  required to be  disclosed  by an issuer in the reports
that it files or submits under the Exchange Act is accumulated and  communicated
to the  issuer's  management,  including  its  principal  executive  officer  or
officers and  principal  financial  officer or officers,  or persons  performing
similar functions,  as appropriate to allow timely decisions  regarding required
disclosure.

                                       14
<PAGE>
An evaluation was conducted under the supervision and with the  participation of
our  management  of  the  effectiveness  of  the  design  and  operation  of our
disclosure  controls  and  procedures  as  of  June  30,  2008.  Based  on  that
evaluation, our management concluded that our disclosure controls and procedures
were  effective  as of such  date to  ensure  that  information  required  to be
disclosed  in the  reports  that we file or submit  under the  Exchange  Act, is
recorded,  processed,  summarized and reported within the time periods specified
in SEC rules and forms.  Such officer also confirmed that there was no change in
our internal control over financial  reporting during the six-month period ended
June  30,  2008  that  has  materially  affected,  or is  reasonably  likely  to
materially affect, our internal control over financial reporting.

                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Management  is  not  aware  of  any  legal   proceedings   contemplated  by  any
governmental authority or any other party involving us or our properties.  As of
the date of this Quarterly  Report,  no director,  officer or affiliate is (i) a
party adverse to us in any legal proceeding,  or (ii) has an adverse interest to
us in any  legal  proceedings.  Management  is not  aware  of  any  other  legal
proceedings pending or that have been threatened against us or our properties.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

No report required.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

No report required.

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

No report required.

ITEM 5. OTHER INFORMATION

No report required.

ITEM 6. EXHIBITS

Exhibits:

     31.1 Certification  of  Chief  Executive  Officer  pursuant  to  Securities
          Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).

     31.2 Certification  of  Chief  Financial  Officer  pursuant  to  Securities
          Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).

     32.1 Certifications  pursuant  to  Securities  Exchange  Act of  1934  Rule
          13a-14(b)  or 15d-  14(b)  and 18  U.S.C.  Section  1350,  as  adopted
          pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.

                                       15
<PAGE>
                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                    ONYX CHINA, INC.


Dated: August 11, 2008               By: /s/ Dmitry Lyakutin
                                        ----------------------------------------
                                        Dmitry Lyakutin, President and
                                        Chief Executive Officer


Dated: August 11, 2008               By: /s/ Dmitry Lyakutin
                                        ----------------------------------------
                                        Dmitry Lyakutin, Chief Financial Officer


                                       16