OPTION
AGREEMENT

    


    This
Option Agreement (hereinafter “Agreement”) is made on the 26th day of
November, 2008,at Shijiazhuang, the People’s Republic of China (the “PRC”) by
and among the following parties:

    


    Hebei
Chuang Lian Trade Co., Ltd. ( “Party A”)

    Registered
Address: 322 East Zhongshan Road , Shijiazhuang

    Legal
representative: Zhang Zhongwen

    


    Hebei Hui
Yin Investment Co., Ltd. (“Party B”)

    Address:
322 East Zhongshan Road, Shijiazhuang

    Legal
representative: Song Xiaoping

    


    WHEREAS:

    


    Party A,
a wholly foreign owned enterprise organized and existing under the laws of
PRC.

    


    2.  Party
B, a limited liability company registered and existing under the laws of PRC,
hold the equity interests of 【5】Brand Automobile
4S Stores( hereinafter 4S Stores) 【within the
jurisdiction of china】They are
Shijiazhuang Baohe Auto Sales and Service Co.,Ltd., Shijiazhuang Xinhua Toyota
Auto Sales and Service Co., Ltd., Hebei Shengmei Auto Trade Co.,Ltd., Handan
Aohua Auto Sales and Service Co., Ltd., Handan Defeng Auto Sales and Service
Co., Ltd. Respectively.

    


    
      
        
          	
                  1.

                	
                  THE
      OPTIONS GRANTED

                


        

      

    

    


    
      
        	
              	
                1.1

              	
                GRANT

              


      

    

    


    Grantor
agrees to voluntarily, unconditionally, irrevocably and exclusively grant Party
A the option under the PRC laws and the terms and conditions provide in this
Agreement, the Party A or any third party designated by Party A is entitled to
purchase all or part of the share at the lower of the lowest price permitted by
the PRC laws at the time of exercise of Option and the audited net asset value
of 4S Stores.

    


    
      
        	
              	
                1.2

              	
                TERMS

              


      

    

    


    This
Agreement shall be valid from the date of execution until (i) the Accomplished
Date defined in Clause 2.5 as below or (ii) the obligations hereunder have been
performed, which is later. Party B shall not terminate this Agreement early in
any reason.


    
      
         


      

      
        1

        
          

        

      

      
         


      

    

     

    
      
        	
                2.

              	
                EXERCISE
      OF OPTION AND CLOSING

              


      

    

    


    
      
        	
              	
                2.1

              	
                TIME
      OF EXERCISE

              


      

    

    


    The
Grantor agrees, Party A may exercise any or all option under this Agreement at
any time of the expiration unless otherwise specified by the PRC
laws.

    


    The
Grantor agrees, Party A have no limitation in the number of exercise unless have
acquired all the equity interests of 4S Stores.

    


    The
Grantor agrees, Party A may designate a third Party as its representative to
exercise any or all portion of the options subject to notify the Grantor prior
in writing.

    


    
      
        	
              	
                2.2

              	
                THE
      USE OF FUND

              


      

    

    


    Grantors
hereby agree to provide all the interests in connection with the exercise of
Option by Party A or any third party designated by Party A to 4S Stores in an
appropriate manner.

    


    
      
        	
              	
                2.3

              	
                ASSIGNMENT

              


      

    

    


    Grantors
agree that the Party A may assign or transfer all or any of the Option under
this Agreement to any third party. Any such third party shall be deemed as one
Party of this Agreement and have all of Party A’s rights and
obligations.

    


    
      
        	
              	
                2.4

              	
                NOTICES
      OF EXECISE THE OPTION

              


      

    

    


    In the
event that Party A wishes to exercise the Option, it shall send to the Grant a
written notice not later than 10 business days from the Notice Date for the
closing of such purchase (an  “Option Closing Date” as defined below).
The Notice shall specify the terms as below:

    


    The date
as of the consummation of the approval of the equity transfers (if required by
law) and applies for registration in the AIC formally. (hereinafter “Option
Closing Date”)

    


    The name
of the shareholder after the closing date;

    


    The
amount of equity interest purchased from the Grantor;


    
      
         


      

      
        2

        
          

        

      

      
         


      

    

     

    Payment
method;

    


    Power of
Attorney (if authorized the third party to exercise the rights) .

    


    Both
Parties agree that, Party A shall designate the third party and on the name of
the third party to exercise the options and register the equity interests.
Grantor agrees that he will sign the Share Transfer Agreements prepared by Party
A or the third party designated by Party A within 5 business days after the
acceptance of the Notice for Exercise provide Party A or the third party
designated by Party A on demand.

    


    
      
        	
              	
                2.5

              	
                CLOSING

              


      

    

    


    2.5.1 Grantor shall urge 4S
Stores to accomplish the approval of assignment by the authorized governmental
institutions hereunder under the applicable law of PRC (if any).

    


    2.5.2
Grantor shall cause 4S Stores to accomplish the register procedure promptly in
the AIC under the applicable laws of the PRC.

    


    2.5.3
Party A or the third party designated by Party A shall pay the Grantors with the
price provided in the Clause 1.1 at the closing day.

    


    2.5.4
Grantors shall render the 4S Stores necessary and timely assistance according to
the applicable laws of the PRC to consummate the approval procedures (if
required by law) in authorized government entity and to consummate the equity
transfer procedure in the AIC. Such date is the date of consummation of the
Option. (hereinafter “Accomplished Date”)

    


    
      	
            	
              2.6

            	
              ACCOMPLISHED
      DATE

            


    

    


    Party A
or the designated third party shall become the legal owner of the equity
interests after the consummated date pursuant to the Articles of Association and
applicable laws of the PRC.

     

    
      
        	
                3.

              	
                REPRESENTATIONS
      AND WARRANTIES

              


      

    

    


    Except as
disclosed, Grantor hereby represents and warrants as below:

    


    3.1.1
Grantor has full and complete right and authority to execute and perform this
Agreement;


    
      
         


      

      
        3

        
          

        

      

      
         


      

    

    


    3.1.2
Grantor have performed the contributing obligation of shareholders in 4S Stores
and owned the lawful and complete title of the shares under the applicable law
of the PRC and the Articles of Association and bylaws of 4S Stores.

    


    3.1.3 The
performance of this Agreement or obligation hereunder have no violation of the
binding laws, regulations and other agreements, and have no necessary approval
or authority required by the competent governmental entity.

    


    3.1.4
There are no pending and threatened litigations, arbitrations or any other
judicial or administrative proceedings which will materially impact the
performance of this Agreement.

    


    3.1.5 No
pledge, indebtedness or any other encumbrances on the equity interest of 4S
Stores, and no assignment, donate, pledge or any other manner to dispose of the
equity interest to any third party;

    


    3.1.6
These equity interests of 4S Stores hold by Grantor are free from any pledge,
indebtedness or any other encumbrances of the third party.

    


    3.1.7 The
Option granted to Party A or the persons designated by Party A must be
exclusive, Grantor shall not grant any other party the option or any similar
right in any manner;

    


    4S Stores
are limited liability companies created and existing under the applicable laws
of the PRC, and have obtained all necessary approvals, authorities and licenses
for the operation of business now and in the future. 4S Stores does not have any
known or expected incident that may lead such approvals, authorities and
licenses to be cancelled, removed or suspended

    


    Grantor
shall strive to urge the adoption of resolutions which approve Grantor to assign
the equity interests to Party A or the third party designated by Party A during
the term of exercise of option under the terms and conditions hereof by the
shareholders’ meeting of 4S Stores. Grantor also shall strive to cause any
shareholders of 4S Stores other than Grantor (if any) to agree the waiver of the
right of first refusal in connection with the equity interests all or any which
are attempted to assign.

     

    
      
         

      

      
        4

        
          

        

      

      
         

      

    

     

    
      
        	
              	
                3.1

              	
                CONVENANTS

              


      

    


    During
the terms of this Agreement, Grantor covenants to Party A or the third party
designated by Party A, it will carry out all the necessary procedures which made
the Party A or the third party designated by Party A the shareholder of 4S
Stores. The procedures included, without limitation, rendering Party A or the
third party designated by Party A assistance to obtain necessary approvals from
governmental entities and institutions, delivering Share Transfer Agreement to
the related Administration for Industry and Commence (“AIC”) for the purpose of
the amendments or modifications of the Articles of Association and bylaws,
shareholders’ register or any other things concerned.

    


    During
the terms of this Agreement, he will not put the equity interests hold by
Grantor under the circumstance of pledge, indebtedness or encumbrance for any
third party, and he will not assign, donate, pledge or dispose of the equity
interests hold by Grantor in any other manner to the third party.

    


    During
the terms of this Agreement, the equity interests hold by Grantor will not under
the circumstance of pledge, indebtedness or encumbrance for the third
party.

    


    During
the terms of this Agreement, the option granted by Grantor to Party A shall be
exclusive; Grantor shall not grant any other party the option or any other right
similar right.

    


    
      
        	
                4.

              	
                TAXES
      AND FEES

              


      

    

    


    Subject
to applicable laws, the taxes and fees shall be paid by Parties respectively in
the course of carrying out this Agreement.

    


    
      
        	
                5.

              	
                BREACH
      OF AGREEMENT

              


      

    

    


    Any
breach of the representations and warrants under this Agreement by any Party,
given the written notices the other Party have the right to require the
breaching Party to correct its conducts of breach or non-performance, and take
good, promptly and effectively action to eliminate the consequences in
connection with the breach and non-performance aforesaid, and cover the damages
..

    


    The
breaching Party shall be liable for any cost, liability or loss (include but not
limited to the interests and attorney fees arising from the breach) provide that
the breach of this Agreement by any Party. The aggregate amount of
indemnification shall be equivalent to the loss incurred by the default; said
remedies include the profits for performance which could reasonably have
foreseen at the time of the conclusion of the Agreement.

    


    In the
event of breach by Party B, Party A or the third party designated by Party A may
terminate the performance of obligations hereunder temporarily by deliver a
written notice to Party B in consideration that the performance is impossible or
unfair until the Party B take the actions to eliminate the consequence and
indemnify the costs arising in connection with the breach.


    
      
         


      

      
        5

        
          

        

      

      
         


      

    

     

    Parties
shall be liable respectively for the damages to the extent that incurred by
themselves provide the breach of this Agreement by both Parties.

    


    
      
        	
                6.

              	
                GOVERNING
      LAW AND SETTLEMENT OF
DISPUTES

              


      

    

    


    
      
        	
              	
                6.1

              	
                GOVERNING
      LAW

              


      

    

    


    The
application, include, without limitation, execution, effectiveness, performance,
construction of this Agreement shall be governed by the laws of the
PRC.

    


    
      
        	
              	
                6.2

              	
                AMICABLE
      NEGOTIATION

              


      

    

    


    In the
event any dispute with respect to or in connection with the construction and
performance of this Agreement, the Parties shall first negotiate in good faith
or mediate through a third party to resolve the dispute. In the event the
Parties fail to resolve the dispute through the methods above-mentioned within
30 days after the any Party’s request for resolution of the dispute, any Party
shall submit the relevant dispute to arbitration.

    


    
      
        	
              	
                6.3

              	
                ARBITRATION

              


      

    

    


    The
dispute with respect to this Agreement shall submit to China International
Economic and Trade Arbitration Commission in Shijiazhuang for binding
arbitration. The languages used during arbitration shall be Chinese. The
arbitration shall be final and binding on Parties.

     

    
      
        	
                7.

              	
                CONFIDENTIALITY

              


      

    

    


    
      
        	
              	
                7.1

              	
                CONFIDENTIAL
      INFORMATION

              


      

    

    


    This
Agreement and schedules hereto is strictly confidential. No Party shall disclose
any information of this Agreement to any third party without the prior written
consent of both Parties. This term shall survive the termination of this
Agreement.

    


    
      
        	
              	
                7.2

              	
                EXCEPTION

              


      

    

    


    The
disclosure in accordance with the laws, adjudications, arbitral awards and the
decisions of governmental entity shall not be deemed as the non-compliance of
the clause 7.1.


    
      
         


      

      
        6

        
          

        

      

      
         


      

    

     

    
      
        	
                8.

              	
                MISCELLANEOUS

              


      

    

    


    
      
        	
              	
                8.1

              	
                ENTIRE
      AGREEMENT

              


      

    

    


    This
Agreement constitutes the entire the subject matter between the Parties hereto,
and supersedes all prior discussions, negotiations and agreements. This
Agreement shall be altered by mutual consent in writing between Parties, the
schedules and exhibits referred to herein are incorporated in this Agreement and
constitute an integral part of this Agreement.

    


    
      
        	
              	
                8.2

              	
                AMENDMENTS
      AND SUPPLEMENTARY

              


      

    

    


    No
amendment, supplementary or modification of this Agreement shall occur except in
writing. The amend agreement and supplementary agreement that have been signed
and sealed by the Parties shall have the same validity as this
Agreement.

     

    
      
        	
              	
                8.3

              	
                SEVERABILITY

              


      

    

    


    In the
event that any provision of this Agreement is determined to be invalid or
unenforceable in any respect in accordance with the applicable laws, the
validity or enforceability of the remaining provisions of this Agreement shall
not be affected or compromised in any respect.

    


    
      
        	
              	
                8.4

              	
                WAIVER

              


      

    

    


    No delay
or omission by any Party in exercising the right, power or privilege hereunder
shall be deemed as a waiver of such right, power or privilege. The single or
partial exercise of any right, power or privilege shall not preclude any
exercise of any other right, power or privilege.

    


    
      
        	
              	
                8.5

              	
                NOTICE

              


      

    

    


    All the
notices sent by parties for the rights and obligations performance given under
this Agreement shall be sent in writing and delivered to the address as
specified below by the way of personally delivery, registered mail, prepaid
post, courier or facsimile transmission.

    


    
      	 	
              Party
      A:

            	
              Hebei
      Chuang Lian Trade Co., Ltd.

            


    

    
      	 	
              Address:

            	
              322
      East Zhongshan Road,
Shijiazhuang

            


    


    
      
         


      

      
        7

        
          

        

      

      
         


      

    

     

    
      	 	
              Facsimile:

            	
              0311-83819636

            


    

    
      	 	
              Telephone:

            	
              0311-83827688

            


    

    
      	 	
              Attention: 

            	
              Zhang
      Zhongwen

            


    

    


    
      	  	
              Party
      B:

            	
              Hebei
      Hui Yin Investment Co., Ltd.

            


    

    
      	 	
              Address: 

            	
              322
      East Zhongshan Road, Shijiazhuang

            


    

    
      	 	
              Facsimile: 

            	
              0311-85068813

            


    

    
      	 	
              Telephone: 

            	
              0311-85068830

            


    

    
      	 	
              Attention: 

            	
              Song
      Xiaoping

            


    

    


    Notices
shall be deemed to have been received:

    


    Upon
confirmed transmission if sent by fax, provide the fax sent later than 17:00 or
sent not in business day, upon the next successive business day;

    


    Upon
signature date if delivered by hand (include courier)

    


    Upon 15
days after the date of confirmation of the return receipt if delivered by
registered mail.

    


    
      
        	
              	
                8.5.1

              	
                BINDING

              


      

    

    


    This
Agreement is binding for both Parties.

    


    
      
        	
              	
                8.6

              	
                LANGUAGE

              


      

    

    


    This
Agreement signed in quadruplicate originals, with each of equally binding
force.

     

    
      
        	
              	
                8.7

              	
                DAY
      AND BUSINESS DAY

              


      

    

    


    References
to “day” mean the calendar day, “business day” means the date from Monday to
Friday.

    


    
      
        	
              	
                8.8

              	
                HEADINGS

              


      

    

    


    The
headings in this Agreement are for convenience only and shall not affect the
construction of the Agreement.

    


    
      
        	
              	
                8.9

              	
                UNSPECIFIED
      EVENT

              


      

    

    


    The event
which is not specified in this Agreement shall be negotiated by both Parties
under the law of the PRC.


    
      
         


      

      
        8

        
          

        

      

      
         


      

    

    


    [SIGNATURE
PAGE]

     

    
      Party
A: Hebei Chuang Lian Trade Co., Ltd.(seal)

    

     

    
      Authorized
Representative(signature):

    

     

    


    
      Party
B: Hebei Hui Yin Investment Co., Ltd.(seal)

    

     

    
      Authorized
Representative(signature):

    


    
      
         


      

      
        9

        
          

        

      

      
         


      

    

     

    SCHEDULE

     

    THE
AMOUNT OF CAPITAL AND PERCENTAGE OF OWNERSHIP HOLD BY PLEDGOR

     

    
      
        
          
            
              	
                      NO.

                    	 	
                      4S STORE

                    	 	
                      Capital (RMB 0000’)

                    	 	 	
                      Equity

                      Percentage

                    	 	
                      Note

                    
	
                      1

                    	 	
                      Shijiazhuang
      Beohe Auto Sales and Service Co., Ltd.

                    	 	 	600	 	 	 	40	%	 
      
	
                      2

                    	 	
                      Shijiazhuang
      Xinhua Toyota Auto Sales and Service Co., Ltd.

                    	 	 	670	 	 	 	67	%	 
      
	
                      3

                    	 	
                      Hebei
      Shengmei Auto Trade Co., Ltd.

                    	 	 	480	 	 	 	96	%	 
      
	
                      4

                    	 	
                      Handan
      Aohua Auto Sales and Service Co., Ltd.

                    	 	 	200	 	 	 	20	%	 
      
	
                      5

                    	 	
                      Handan
      Defeng Auto Sales and Service Co.,Ltd.

                    	 	 	450	 	 	 	90	%	 
      


            

          

        

      

    

     

    
      
         


      

      
        10