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

FORM 10Q

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

For the quarterly period ended: March 31, 2010

[   ] 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. 333-139940

CHINA SKYRISE DIGITAL SERVICE INC.(Name of Small Business Issuer in Its Charter)

|Nevada                                                         | 98-0554885                          
|-------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
organization) | (I.R.S. Employer Identification No.)
|                                                               |                                     

4/F, M-3rd Building 
Hi-tech Industrial Park 
Nanshan District, Shenzhen 518070 
Peoples Republic of China 
(Address of principal executive offices)

(86) 755 26012511 
(Registrants telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [X]         No [    ]

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files).

Yes [    ]            
No [    ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and
smaller reporting company in Rule 12b-2 of the Exchange Act.

|Large accelerated filer [ ]                       | Accelerated filer [ ]        
|------------------------------------------------- | -----------------------------
|                                                  |                              
|Non-accelerated filer                             | Smaller reporting company [X]
|(Do not check if a smaller
    reporting company) |                              

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).

Yes [    ]            
No [X]

The number of shares outstanding of each of the issuers classes of common equity, as of May 14, 2010 is as follows:

|Class of Securities            | Shares Outstanding
|------------------------------ | ------------------
|Common Stock, $0.001 par value | 21,110,550        

1

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TABLE OF CONTENTS

|PART
      I FINANCIAL INFORMATION                                                                   |   
|---------------------------------------------------------------------------------------------------- | --
|                                                                                                     |   
|ITEM 1. FINANCIAL STATEMENTS.                                                                        | 3 
|ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
      CONDITION AND RESULTS OF OPERATIONS. | 24
|ITEM 3. QUANTITATIVE AND QUALITATIVE
      DISCLOSURES ABOUT MARKET RISK.                            | 36
|ITEM 4. CONTROLS AND PROCEDURES.                                                                     | 36
|                                                                                                     |   
|PART
      II OTHER INFORMATION                                                                      |   
|                                                                                                     |   
|ITEM 1. LEGAL PROCEEDINGS.                                                                           | 37
|ITEM 1A. RISK FACTORS.                                                                               | 37
|ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND
      USE OF PROCEEDS.                           | 37
|ITEM 3. DEFAULTS UPON SENIOR SECURITIES.                                                             | 37
|ITEM 4. (REMOVED AND RESERVED).                                                                      | 37
|ITEM 5. OTHER INFORMATION.                                                                           | 37
|ITEM 6. EXHIBITS.                                                                                    | 37

2

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PART I 
FINANCIAL
INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

CHINA SKYRISE DIGITAL SERVICE INC. 
INDEX TO CONSOLIDATED
FINANCIAL STATEMENTS 
FOR THE THREE MONTHS ENDED MARCH 31, 2010 AND 2009

|Contents                                                                                                                              |  | Page(s) | 
|------------------------------------------------------------------------------------------------------------------------------------- |  | ------- | 
|Consolidated Balance Sheets as of
      March 31, 2010 (unaudited) and December 31, 2009                                              |  | 4       | 
|Consolidated Statements of Income and Other Comprehensive
      Income for the three months ended March 31, 2010 and 2009 (unaudited) |  | 5       | 
|Consolidated Statements of Cash
      Flows for the three months ended March 31, 2010 and 2009 (unaudited)                            |  | 6       | 
|Notes to the Consolidated Financial Statements
      (unaudited)                                                                      |  | 7       | 

3

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CHINA SKYRISE DIGITAL SERVICE INC. 
CONSOLIDATED BALANCE
SHEETS 
Expressed in US Dollars

|                                                                         |   | March 31, 2009 |  |   | December 31, 2009 | 
|------------------------------------------------------------------------ | - | -------------- |  | - | ----------------- | 
|                                                                         |   | (Unaudited)    |  |   | (Audited)         | 
|ASSETS                                                                   |   |                |  |   |                   | 
|Current Assets                                                           |   |                |  |   |                   | 
|Cash and cash equivalents                                                | $ | 263,944        |  | $ | 409,718           | 
|Accounts
      receivable                                                |   | 3,991,165      |  |   | 3,089,672         | 
|Inventory                                                                |   | 1,566,613      |  |   | 1,373,733         | 
|Deposit and
      prepaid expense                                        |   | 505,921        |  |   | 558,068           | 
|Other receivables                                                        |   | 331,299        |  |   | 536,013           | 
|Total current assets                                                     |   | 6,658,942      |  |   | 6,967,204         | 
|Property, plant and equipment,
      net of accumulated depreciation     |   | 324,508        |  |   | 340,616           | 
|Other assets                                                             |   |                |  |   |                   | 
|Intangible assets, net of accumulated amortization                       |   | 140,890        |  |   | 120,650           | 
|Goodwill                                                                 |   | 193,754        |  |   | 193,754           | 
|Total other assets                                                       |   | 334,644        |  |   | 316,404           | 
|Total Assets                                                             | $ | 7,318,094      |  |   | 6,624,224         | 
|                                                                         |   |                |  |   |                   | 
|LIABILITIES AND SHAREHOLDERS EQUITY                                     |   |                |  |   |                   | 
|Current liabilities                                                      |   |                |  |   |                   | 
|Accounts payable                                                         | $ | 1,278,268      |  | $ | 1,005,679         | 
|Unearned Revenue                                                         |   | 278,951        |  |   | 81,009            | 
|Other payables and
      accrued expenses                                |   | 542,293        |  |   | 541,767           | 
|Short term debt                                                          |   | 440,100        |  |   | 440,100           | 
|Tax payable                                                              |   | 12,144         |  |   | 73,160            | 
|Total current liabilities                                                |   | 2,551,756      |  |   | 2,141,715         | 
|Commitments and contingencies                                            |   | -              |  |   |                   | 
|Stockholders equity                                                     |   |                |  |   |                   | 
|Common stock:
      0.001 par value                                      |   |                |  |   |                   | 
|Authorized: 75,000,000 common shares                                     |   |                |  |   |                   | 
|Issued and
      outstanding: 21,110,550(2008: 17,004,800) common shares |   | 21,111         |  |   | 21,111            | 
|Additional paid-in capital                                               |   | 2,207,072      |  |   | 2,207,072         | 
|Statutory reserves                                                       |   | 2,791          |  |   | 2,791             | 
|Retained earnings                                                        |   | 2,505,332      |  |   | 2,218,197         | 
|Accumulated other
      comprehensive income                             |   | 30,032         |  |   | 33,338            | 
|Total stockholders equity                                               |   | 4,766,338      |  |   | 4,482,509         | 
|                                                                         |   |                |  |   |                   | 
|Total liabilities and
      stockholders equity                         | $ | 7,318,094      |  | $ | 6,624,224         | 

4

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CHINA SKYRISE DIGITAL SERVICE INC. 
CONSOLIDATED STATEMENTS OF INCOME AND OTHER COMPREHENSIVE
INCOME 
Expressed in US Dollars

|                                                     |   | Three Months Ended |   |   | Three Months Ended |  
|---------------------------------------------------- | - | ------------------ | - | - | ------------------ | -
|                                                     |   | March 31, 2010     |   |   | March 31, 2009     |  
|                                                     |   | (Unaudited)        |   |   | (Unaudited)        |  
|                                                     |   |                    |   |   |                    |  
|Revenues                                             | $ | 1,323,819          |   | $ | 398,843            |  
|                                                     |   |                    |   |   |                    |  
|Cost of goods sold                                   |   | 706,411            |   |   | 214,588            |  
|                                                     |   |                    |   |   |                    |  
|Gross profit                                         |   | 617,408            |   |   | 184,255            |  
|                                                     |   |                    |   |   |                    |  
|Selling and marketing expenses                       |   | (91,702            | ) |   | (97,233            | )
|General and administrative expenses                  |   | (239,888           | ) |   | (164,894           | )
|Net income (loss) from
      operations              |   | 285,818            |   |   | (77,872            | )
|Other Income (Expense)                               |   |                    |   |   |                    |  
|Other
      income                                   |   | 1,323              |   |   | 424                |  
|Government grant                                     |   | -                  |   |   | 73,322             |  
|Interest
      expense                               |   | (6                 | ) |   | (5,364             | )
|Total Other Income (Expense)                         |   | 1,317              |   |   | 68,382             |  
|                                                     |   |                    |   |   |                    |  
|Income(loss) before provision for income
      taxes |   | 287,135            |   |   | (9,490             | )
|                                                     |   |                    |   |   |                    |  
|Provision for income taxes                           |   | -                  |   |   | -                  |  
|Net income (loss)                                    |   | 287,135            |   |   | (9,490             | )
|                                                     |   |                    |   |   |                    |  
|Other comprehensive income                           |   |                    |   |   |                    |  
|Foreign currency
      translation loss              |   | (3,306             | ) |   | (33,908            | )
|Total comprehensive income                           | $ | 283,829            |   | $ | (43,398            | )
|                                                     |   |                    |   |   |                    |  
|Earnings Per Share                                   |   |                    |   |   |                    |  
|Basic                                                |   | 0.01               |   |   | (0.01              | )
|Diluted                                              |   | 0.01               |   |   | (0.01              | )
|Weighted Average Number of Shares Outstanding        |   |                    |   |   |                    |  
|Basic                                                |   | 21,110,550         |   |   | 17,004,800         |  
|Diluted                                              |   | 21,110,550         |   |   | 17,004,800         |  

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CHINA SKYRISE DIGITAL SERVICE
INC. 
CONSOLIDATED STATEMENTS OF CASH FLOWS 
Expressed in US Dollars

|                                                                              |   | Three Months Ended |   |   | Three Months Ended |  
|----------------------------------------------------------------------------- | - | ------------------ | - | - | ------------------ | -
|                                                                              |   | March 31, 2010     |   |   | March 31, 2009     |  
|                                                                              |   | (Unaudited)        |   |   | (Unaudited)        |  
|Cash flows from operating activities:                                         |   |                    |   |   |                    |  
|Net income (loss) for the period                                              | $ | 287,135            |   | $ | (9,490             | )
|Adjustments to
      reconcile net income (loss) to net cash from operations: |   |                    |   |   |                    |  
|Depreciation                                                                  |   | 21,030             |   |   | 13,386             |  
|Amortization of intangible assets                                             |   | 10,754             |   |   | 6,891              |  
|Changes in operating assets and liabilities:                                  |   |                    |   |   |                    |  
|(Increase) decrease in inventory                                              |   | (192,880           | ) |   | 50,693             |  
|Decrease in deposits and prepaid
      expenses                               |   | 52,147             |   |   | 57,033             |  
|(Increase) decrease in accounts receivable                                    |   | (901,493           | ) |   | 109,643            |  
|Decrease (increase) in other receivable                                       |   | 204,714            |   |   | (1,139,526         | )
|Decrease in tax payable                                                       |   | (61,016            | ) |   | -                  |  
|Decrease in tax recoverable                                                   |   | -                  |   |   | 14,772             |  
|Increase (decrease) in accounts payable                                       |   | 272,589            |   |   | (140,724           | )
|Increase in unearned revenue                                                  |   | 197,942            |   |   | 35,511             |  
|Increase in other payable and accrued expenses                                |   | 526                |   |   | 1,162,468          |  
|Net cash (used in) provided by
      operating activities                     |   | (108,552           | ) |   | 160,657            |  
|Cash flows from investing activities                                          |   |                    |   |   |                    |  
|Purchases of property, plant and equipment                                    |   | (4,922             | ) |   | (28,966            | )
|Purchases of
      intangible assets                                          |   | (28,994            | ) |   | (308               | )
|Net cash used in investing
      activities                                   |   | (33,916            | ) |   | (29,274            | )
|Cash flows from financing activities                                          |   |                    |   |   |                    |  
|Repayment of short term debt                                                  |   | -                  |   |   | (109,875           | )
|Net cash used in financing activities                                         |   | -                  |   |   | (109,875           | )
|Effects of exchange rate changes on
      cash                                |   | (3,306             | ) |   | (63,039            | )
|Decrease in cash and cash equivalents                                         |   | (145,774           | ) |   | (41,531            | )
|Cash and cash equivalents, beginning
      of period                          |   | 409,718            |   |   | 508,272            |  
|Cash and cash equivalents, end of period                                      | $ | 263,944            |   | $ | 466,741            |  
|Supplementary disclosures of cash
      flow information:                     |   |                    |   |   |                    |  
|Cash paid for
      interest                                                  | $ | 6                  |   | $ | 5,364              |  
|Cash paid for taxes                                                           | $ | -                  |   | $ | -                  |  

6

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CHINA SKYRISE DIGITAL SERVICE INC. 
CONSOLIDATED BALANCE SHEETS 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
(Unaudited)

1. CORPORATE INFORMATION

China Skyrise Digital Service Inc. (the Company) (CSD) (formerly known as Getpokerrakeback.com) was incorporated on June 5, 2006 in the State of Nevada. The Company commenced business by developing and launching its website
getpokerrakeback.com on which it offered rake backs, a poker loyalty program that rewards online poker players for playing online poker at a specific online poker room.

On September 25, 2009, the Company completed a reverse acquisition transaction through a share exchange with United Digital Home H.K. Group Company Limited (UDH) whereby the Company acquired 100% of the issued and outstanding capital
stock of UDH, in exchange for 12,379,800 shares of the Companys common stock, which shares constituted 72.8% of the Companys issued and outstanding capital stock on a fully-diluted basis, as of and immediately after the consummation of
the reverse acquisition. As a result of the acquisition of UDH, the Company now owns all of the issued and outstanding capital stock of UDH, which in turn owns Shenzhen Skyrise Technology Co., Ltd (SST) and Shenzhen Skyrise Digital
Electronics Co., Ltd. (SSD). For accounting purposes, the share exchange transaction with UDH was treated as a reverse acquisition and recapitalization of CSD, with UDH as the acquirer and China Skyrise Digital Service Inc. as the
acquired party. Upon completion of the exchange, UDH, SST and SSD became wholly owned subsidiaries of CSD.

UDH is a private corporation incorporated on December 11, 2007 in Hong Kong. It was principally established to serve as an investment holding company and its operations are carried out in Hong Kong. On January 28, 2008, UDH acquired 100% of the
equity interest in SST, a corporation incorporated under the laws of the Peoples Republic of China (PRC), from SSTs shareholders, including Mr. Mingchun Zhou, the Companys Chairman and Chief Executive Officer. SST was
established on May 23, 2003 and its principal activity is the sale, installation and development of digital home security networks, peripherals and software. On April 23, 2008, SST established SSD, a corporation incorporated under the laws of the
PRC. SSDs principal activity is sale, installation and development of computing network and intelligence systems.

As a result of the reverse acquisition of UDH, the Company entered into a new business.  Through its Chinese subsidiaries, the Company is now engaged in the sale, installation and development of computing network, intelligence system, digital home
security networks, peripherals and software. On September 25, 2009, the Company changed its name to China Skyrise Digital Service Inc. to more accurately reflect its new business operations.

CSD, UDH, SST and SSD are hereafter referred to as (the Company).

2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.1   FISCAL YEAR

The Company has adopted December 31 as its fiscal year end.

2.2    REPORTING ENTITIES

The accompanying consolidated financial statements include the following entities:

7

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|Name of subsidiaries                              | Place of incorporation     | Registered capital | Paid - in capital | Date of incorporation | Percentage of interest | Principal activity                       
|------------------------------------------------- | -------------------------- | ------------------ | ----------------- | --------------------- | ---------------------- | -----------------------------------------
|                                                  |                            |                    |                   |                       |                        |                                          
|United Digital Home H.K. Group Company Limited    | Hong Kong                  | HK$10,000          | HK$10,000         | December 11, 2007     | 100% directly          | Investment holding                       
|                                                  |                            |                    |                   |                       |                        |                                          
|Shenzhen Skyrise Technology Co ., Limited         | People's Republic of China | RMB8,000,000       | RMB8,000,000      | May 27, 2003          | 100% directly          | Digital home security system             
|                                                  |                            |                    |                   |                       |                        |                                          
|Shenzhen Skyrise Digital Electronic Co ., Limited | People's Republic of China | RMB1,000,0000      | RMB1,000,0000     | April 23, 2008        | 100% directly          | Computing network and intelligence system

2.3    BASIS OF CONSOLIDATION AND PRESENTATION

The consolidated financial statements are prepared in
accordance with generally accepted accounting principles in the United States of
America (US GAAP). In the opinion of management, the accompanying balance
sheets, and statements of income, and cash flows and include all adjustments,
consisting only of normal recurring items, considered necessary to give a fair
presentation of operating results for the periods presented. All material
inter-company transactions and balances have been eliminated in consolidation.

For accounting purposes, the combination of the company and UDH
was accounted for as a reverse merger with UDH as the acquirer and CSD as the
acquired party and the acquisition of SST and SSD was accounted for under the
acquisition method with UDH as the immediate parent corporation of both
companies for legal purposes. Accordingly the Companys financial statements
have been prepared on a consolidated basis for the periods presented and the
consolidated balance sheets, consolidated statements of income and other
comprehensive income, stockholders equity and cash flows were presented as if
the recapitalization had occurred at the beginning of the earliest period
presented and the operations of the accounting acquired party from the date of
stock exchange transaction.

Interim results are not necessarily indicative of results for a
full year. The information included in the Form 10-Q should be read in
conjunction with the information included in the Companys annual report on Form
10-K for the fiscal year ended December 31, 2009.

CSD, UDH, SST and SSD are hereafter referred to as (the
Company).

2.4    USE OF ESTIMATES

The preparation of financial statements in conformity with US
GAAP requires us to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosures of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results may differ
from those estimates.

2.5    ECONOMIC AND POLITICAL RISK

The Companys business operations are conducted in the PRC and
are subject to special considerations and risks not typically associated with
companies in North America and Western Europe. Chinas political, economic and
legal environments may influence the Companys business, financial condition and
results of operations, including adverse effects by changes in governmental
policies in laws and regulations, anti-inflationary measures, and rates and
methods of taxation.

8

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2.6    REVENUE RECOGNITION

Sales revenue is recognized when all of the following have occurred: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered, (iii) the price is fixed or determinable, and (iv) the ability to
collect is reasonably assured. These criteria are generally satisfied at the time of shipment when risk of loss and title passes to the customer.

The Company recognizes revenue when the goods are delivered and title has passed. Sales revenue represents the invoiced value of goods, net of a value-added tax (VAT). All of the Companys products that are sold in the PRC are
subject to a Chinese VAT at a rate of 17% of the gross sales price or at a rate approved by the Chinese local government. This VAT may be offset by the VAT paid by the Company on raw materials and other materials included in the cost of producing
their finished product.

2.7    COST OF GOODS SOLD

Cost of goods sold consists primarily of direct material costs, direct labor costs, direct depreciation and related direct expenses attributable to the production of the products. Inbound shipping and handling costs and purchasing are included in
direct material costs. Manufacturing overhead includes expenses such as indirect labor, depreciation as it relates to the cost of production, rent, utilities, receiving costs, and equipment maintenance and repairs.

2.8    SHIPPING AND HANDLING

Shipping and handling costs related to costs of goods sold are included in selling and marketing expenses, and general and administrative expenses totaled $4,835 and $995 for the three months ended March 31, 2010 and March 31, 2009,
respectively.

2.9    ADVERTISING

Advertising costs are included in selling and marketing expenses which totaled $2,437 and $1,392 for the three months ended March 31, 2010 and March 31, 2009, respectively.

2.10   RESEARCH AND DEVELOPMENT COSTS

Research and development costs are included in general and administrative expenses and include the cost to develop new products and are expensed when incurred and totaled $116,209 and $84,661 for the three months ended March 31, 2010 and
March 31, 2009, respectively. The costs for development of new products and substantial enhancements to existing products are expensed as incurred until technological feasibility has been established, at which time any additional costs would be
capitalized. The Company has determined that technological feasibility is established at the time a working model of products is completed. No costs have been capitalized to date.

2.11   GOVERNMENT GRANT

Government grants represent local authority grants to the company for software development. Grants are recognized when the local authority approve the grant.

2.12   FOREIGN CURRENCY TRANSLATION AND OTHER COMPREHENSIVE INCOME

The reporting currency of the Company is the United States Dollars ($). The functional currencies of the Company and its subsidiaries UDH, SST and SSDT, are the United States Dollars ($) and Chinese Renminbi (RMB) respectively.

For those entities whose functional currency is other than the US dollars, all assets and liabilities are translated into US dollars at the exchange rate on the balance sheet date; stockholders equity is translated at historical rates and
items in the statements of income and of cash flows are translated at the average rate for the year. Because cash flows are translated based on the average translation rate, amounts related to assets and liabilities reported in the statement of cash
flows will not necessarily agree with changes in the corresponding balances in the balance sheet. Translation adjustments resulting from this process are included in accumulated other comprehensive income in the consolidated statement of
stockholders equity. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency
other than the functional currency are included in the results of operations as
incurred.

9

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Accumulated other comprehensive income amounted to $30,032 as
of March 31, 2010. The balance sheet amounts with the exception of equity at
March 31, 2010 and March 31, 2009 were translated at RMB6.82 to $1.00. The
average translation rates applied to the statements of income and of cash flows
for the three months ended March 31, 2010 and March 31, 2009 were RMB 6.82 to
$1.00.

2.13   PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment is stated at cost less
accumulated depreciation and any accumulated impairment losses. Such costs
include the cost of replacing parts that are eligible for capitalization when
the cost of replacing the parts is incurred. Similarly, when each major
inspection is performed, its cost is recognized in the carrying amount of the
plant and equipment as a replacement only if it is eligible for capitalization.
The assets residual values, useful lives and amortization methods are reviewed,
and adjusted if appropriate, at each financial year-end.

Depreciation is calculated on a straight-line basis over the
estimated useful life of the assets.

|Assets Classifications                         |  | Estimated useful life | 
|---------------------------------------------- |  | --------------------- | 
|                                               |  |                       | 
|Furniture, fixtures and office
      equipment |  | 5 years               | 
|Plant and machinery                            |  | 5 years               | 
|Motor vehicles                                 |  | 10 years              | 

|                                               |  | March 31, |   |  | December 31, |  
|---------------------------------------------- |  | --------- | - |  | ------------ | -
|                                               |  | 2010      |   |  | 2009         |  
|                                               |  | $         |   |  | $            |  
|                                               |  |           |   |  |              |  
|Furniture, fixtures and office
      equipment |  | 211,950   |   |  | 207,128      |  
|Plant and machinery                            |  | 226,373   |   |  | 226,273      |  
|Motor vehicles                                 |  | 38,296    |   |  | 38,296       |  
|                                               |  | 476,619   |   |  | 471,697      |  
|                                               |  |           |   |  |              |  
|Less: Accumulated depreciation                 |  | (152,111  | ) |  | (131,081     | )
|Net carrying amount                            |  | 324,508   |   |  | 340,616      |  

Depreciation expense was $21,030 and $13,386 for the three
months ended March 31, 2010 and March 31, 2009 respectively.

Expenditures for maintenance and repairs are charged to expense
as incurred, whereas major improvements are capitalized as additions to
property, plant and equipment. The Company reviews its property, plant and
equipment whenever events or changes in circumstances indicate that the carrying
value of certain assets might not be recoverable. In these instances, the
Company recognizes an impairment loss when it is probable that the estimated
cash flows are less than the carrying value of the asset. To date, no such
impairment losses have been recorded.

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2.14     LONG LIVED ASSETS

The Company reviews the carrying amount of its long-lived
assets, including intangibles, for impairment, each reporting period in
accordance with ASC Topic 360 Property, Plant, and Equipment. An asset is
considered impaired when estimated future cash flows are less than the carrying
amount of the asset. In the event the carrying amount of such asset is
considered not recoverable, the asset is adjusted to its fair value. Fair value
is generally determined based on discounted future cash flow. As of March 31,
2010 and December 31, 2009, the Company determined no impairment charges were
necessary.

2.15     CAPITALIZED INTERNAL USE SOFTWARE

The Company capitalizes certain costs incurred to purchase or
create internal-use software in accordance with ASC Topic 350-40, Internal Use
Software. To date, such costs have included external direct costs of materials
and services incurred in the implementation of internal-use software and are
included within computer hardware and software. Once the capitalization criteria
have been met, such costs are classified as software and are amortized on a
straight-line basis over five years once the software has been put into use.
Subsequent additions, modifications, or upgrades to internal-use software are
capitalized only to the extent that they allow the software to perform a task it
previously did not perform. Software maintenance and training costs are expensed
in the period in which they are incurred.

2.16     INTANGIBLE ASSETS

The Company records identifiable intangible assets in other
assets at cost less accumulated amortization and impairment. These assets
consist primarily of software licenses. The Company amortizes them over the
shorter of their stated or statutory duration or their estimated useful lives on
a straight-line basis over five years.

|                               |  | March 31, |   |  | December 31, |  
|------------------------------ |  | --------- | - |  | ------------ | -
|                               |  | 2010      |   |  | 2009         |  
|                               |  | $         |   |  | $            |  
|Patent                         |  | 7,272     |   |  | 7,058        |  
|Software system                |  | 200,440   |   |  | 171,660      |  
|                               |  | 207,712   |   |  | 178,718      |  
|Less: Accumulated amortization |  | (66,822   | ) |  | (56,068      | )
|Net carrying amount            |  | 140,890   |   |  | 122,650      |  

Amortization expense was $10,754 and $6,891 for the three
months ended March 31, 2010 and March 31, 2009, respectively.

2.17     GOODWILL

Goodwill represents the fair value of the assets acquired in
the acquisitions over the cost of the assets acquired. Goodwill is tested for
impairment on an annual basis of the end of the companys fiscal year, or when
impairment indicators arise. The Company uses a fair-value-based approach to
test for impairment. The Company indirectly acquired two separate companies, SST
and SSD. SST is engaged in the sale, installation and development of digital
home security networks, peripherals and software and SSD is engaged in the sale,
installation and development of computing network and intelligence systems. As a
result of these acquisitions, the Company recorded goodwill in the amount of
$193,754. This goodwill represents the fair value of the assets acquired in
these acquisitions over the cost of the assets acquired.

2.18     INVENTORY

Inventory consists primarily of raw materials, components,
finished goods and low value consumable goods. Raw materials, components and low
value consumable cost are stated at cost. Cost comprises direct materials and,
where applicable direct labor costs and those overheads that have been incurred
in bringing the inventory to their present location and condition. Finished
goods are stated at the lower of cost (determined on weighted average method) or
net realizable value.

11

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|                           |  | March 31, |  |  | December 31, | 
|-------------------------- |  | --------- |  |  | ------------ | 
|                           |  | 2010      |  |  | 2009         | 
|                           |  | $         |  |  | $            | 
|Raw materials              |  | 460,755   |  |  | 472,280      | 
|Consumable stores          |  | 126,647   |  |  | 126,647      | 
|Components                 |  | 10,085    |  |  | 156,399      | 
|Finished goods-in-transits |  | 210,263   |  |  | 166,336      | 
|Finished goods             |  | 758,863   |  |  | 452,071      | 
|                           |  | 1,566,613 |  |  | 1,373,733    | 

The Company provides for inventory losses based on obsolescence
and levels in excess of forecasted demand. In these cases, inventory is reduced
to estimated realizable value based on historical usage and expected demand.
Inherent in the Companys estimates of market value in determining inventory
valuation are estimates related to economic trends, future demand for the
Companys products, and technical obsolescence of products. When products have
been delivered, but the product revenue associated with the arrangement has been
deferred as a result of not meeting the revenue recognition criteria. The
Company includes the costs for the delivered items in inventory until
recognition of the related revenue occurs.

2.19     ALLOWANCE FOR DOUBTFUL ACCOUNTS

The Company reduces gross trade accounts receivable by an
allowance for doubtful accounts. The allowance for doubtful accounts is the
Companys best estimate of the amount of probable credit losses in the Companys
existing accounts receivable. The Company reviews its allowance for doubtful
accounts on a regular basis and all past due balances are reviewed individually
for collectability. Account balances are charged off against the allowance after
all means of collection have been exhausted and the potential for recovery is
considered remote. Provisions for doubtful accounts for the three months ended
March 31, 2010 and year ended December 31, 2009 are $nil. Bad debts written off
for the three months ended March 31, 2010 and March 31, 2009 are $nil.

Aging of accounts receivable of the company is as follows:

|                  |  | March 31, |  |  | December 31, | 
|----------------- |  | --------- |  |  | ------------ | 
|                  |  | 2010      |  |  | 2009         | 
|                  |  | $         |  |  | $            | 
|                  |  |           |  |  |              | 
|within 1 year     |  | 3,889,525 |  |  | 2,988,032    | 
|within 1- 2 years |  | 101,063   |  |  | 101,063      | 
|over 2 years      |  | 577       |  |  | 577          | 
|                  |  | 3,991,165 |  |  | 3,089,672    | 

12

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2.20     DEPOSITS AND PREPAID EXPENSES

|                 |  | March 31, |  |  | December 31, | 
|---------------- |  | --------- |  |  | ------------ | 
|                 |  | 2010      |  |  | 2009         | 
|                 |  | $         |  |  | $            | 
|                 |  |           |  |  |              | 
|Trade deposits   |  | 467,766   |  |  | 508,660      | 
|Prepaid expenses |  | 38,155    |  |  | 49,408       | 
|                 |  | 505,921   |  |  | 558,068      | 

Trade deposits are the payments of deposits to suppliers for
procurement of goods.

2.21     OTHER RECEIVABLES

|                                    |  | March 31, |  |  | December 31, | 
|----------------------------------- |  | --------- |  |  | ------------ | 
|                                    |  | 2010      |  |  | 2009         | 
|                                    |  | $         |  |  | $            | 
|                                    |  |           |  |  |              | 
|Project tender and other deposits   |  | 51,785    |  |  | 69,924       | 
|Rental and utility deposits         |  | 821       |  |  | 14,288       | 
|Loan due from employees             |  | -         |  |  | 211,721      | 
|Due from employees                  |  | 256,398   |  |  | 213,848      | 
|Guarantee deposits                  |  | 7,288     |  |  | -            | 
|Samples loaned to customers         |  | -         |  |  | 14,202       | 
|Temporary payments to third parties |  | 15,007    |  |  | 12,030       | 
|                                    |  | 331,299   |  |  | 536,013      | 

Project tender deposits are refundable on the completion of the
entire tender process. Due from employees are the amounts advanced for handling
business transactions on behalf of the Company and will be reconciled by the
Company on the completion of the business transactions. Samples loaned to
customers are physical samples advanced to customers for exhibition and
promotion purposes. Temporary payments to third parties are deposits represents
temporary deposits paid by the Company to suppliers and service providers in
anticipation of their delivery of products and services of the Company. Such
deposits are unsecured, interest free and have no fixed repayment terms.

2.22     TAX PAYABLE/(RECOVERABLE)

|                                         |  | March 31, |  |  | December 31, | 
|---------------------------------------- |  | --------- |  |  | ------------ | 
|                                         |  | 2010      |  |  | 2009         | 
|                                         |  | $         |  |  | $            | 
|                                         |  |           |  |  |              | 
|VAT                                      |  | 10,291    |  |  | 70,455       | 
|City maintenance and construction levies |  | 311       |  |  | 879          | 
|Personal income tax                      |  | 1,542     |  |  | 1,826        | 
|Enterprise income tax                    |  | -         |  |  | -            | 
|Tax payable (recoverable)                |  | 12,144    |  |  | 73,160       | 

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2.23     OTHER PAYABLES AND ACCRUED EXPENSES

|                                                  |  | March 31, |  |  | December 31, | 
|------------------------------------------------- |  | --------- |  |  | ------------ | 
|                                                  |  | 2010      |  |  | 2009         | 
|                                                  |  | $         |  |  | $            | 
|                                                  |  |           |  |  |              | 
|Wages and professional fees accruals              |  | 10,872    |  |  | 16,962       | 
|Due to employees                                  |  | 23,536    |  |  | 14,421       | 
|Due to related party                              |  | 454,245   |  |  | 447,554      | 
|Security deposits for samples loaned to customers |  | 37,094    |  |  | 27,654       | 
|Sundries                                          |  | 16,388    |  |  | 13,171       | 
|Temporary receipts from third parties             |  | 158       |  |  | 22,005       | 
|                                                  |  | 542,293   |  |  | 541,767      | 

Wages and professional accruals are amounts due to employees
and professional firms. Due to related party represented the amount due to Mr.
Mingchun Zhou, Chief Executive Officer of the Company. SST has borrowed funds
from Mr. Mingchun Zhou at intervals commencing in fiscal year 2008. Until July
10, 2009, these loans were unsecured, interest free and had no fixed repayment
term. On July 10, 2009, the Company entered into a Repayment Agreement with Mr.
Zhou, pursuant to which the Company acknowledged and memorialized its obligation
to repay an outstanding balance of RMB 1,937,000 (approximately, $284,158) to
Mr. Zhou. According to the agreement, the loan remains unsecured, and is
interest free, but the Company is obligated to repay the loan on or before July
10, 2011, the second anniversary of execution date. Security deposits for
samples loaned to customers received are deposits paid by customers in order to
safeguard that samples will be returned to the Company. Temporary receipts from
third parties represent temporary deposits provided to the Company in
anticipation of the Companys delivery of products and services to third parties
in the future. This is a usual and customary way to show a good faith intent to
conduct business with the Company in the future. Such deposits are unsecured
advances, interest free and without a fixed term of repayment.

2.24     FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company follows paragraph 825-10-50-10 of the FASB
Accounting Standards Codification for disclosures about fair value of its
financial instruments and paragraph 820-10-35-37 of the FASB Accounting
Standards Codification (Paragraph 820-10-35-37) to measure the fair value of
its financial instruments. Paragraph 820-10-35-37 establishes a framework for
measuring fair value in accounting principles generally accepted in the United
States of America (U.S. GAAP), and expands disclosures about fair value
measurements. To increase consistency and comparability in fair value
measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair
value hierarchy which prioritizes the inputs to valuation techniques used to
measure fair value into three (3) broad levels. The fair value hierarchy gives
the highest priority to quoted prices (unadjusted) in active markets for
identical assets or liabilities and the lowest priority to unobservable inputs.
The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37
are described below:

Level 1 Quoted market prices available in active markets for
identical assets or liabilities as of the reporting date.

Level 2 Pricing inputs other than quoted prices in active
markets included in Level 1, which are either directly or indirectly observable
as of the reporting date.

Level 3 Pricing inputs that are generally observable inputs and
not corroborated by market data.

14

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2.25     STOCK COMPENSATION

The Company adopts both ASC Topic 718, Compensation - Stock Compensation and ASC Topic 505-50, Equity-Based Payments to Non-Employees using the fair value method. Under ASC Topic 718 and ASC Topic 505-50, stock compensation
expenses is measured at the grant date on the value of the option or restricted stock and is recognized as expenses, less expected forfeitures, over the requisite service period, which is generally the vesting period.

2.26     RETIREMENT BENEFIT COSTS

PRC state managed retirement benefit programs are defined contribution scheme and the payments to the scheme are charged as expenses when employees have rendered service entitling them to the contribution

2.27     INCOME TAXES

The Company adopted ASC Topic 740, Income Taxes that requires recognition of deferred income tax liabilities and assets for the expected future tax consequences of temporary differences between income tax basis and financial reporting
basis of assets and liabilities. Provision for income taxes consist of taxes currently due plus deferred taxes. Since the Company had no operations within the United States there is no provision for US income taxes and there are no deferred tax
amounts as of March 31, 2010 and December 31, 2009.

The charge for taxation is based on the results for the year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax is
accounted for using the balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax basis used in the
computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences, and deferred tax assets are recognized to the extent that it is probably that taxable profit will be available against
which deductible temporary differences can be utilized.

Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it related to items credited or
charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Company intends to settle its
current tax assets and liabilities on a net basis.

A tax position is recognized as a benefit only if it is more likely than not that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of
tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the more likely than not test, no tax benefit is recorded. The adoption had no affect on the Companys financial statements.

2.28     PRODUCT WARRANTIES

Substantially all of the Companys products are covered by a standard warranty of 2 years for products. In the event of a failure of products covered by this warranty, the Company must repair or replace the software or products or, if those
remedies are insufficient, and at the discretion of the Company, provide a refund. The sales contracts encompass its warranty obligations. Occurrence of the failure of products within warranty period is few and insignificant; therefore, the Company
provides nil% of sales income for product warranties for the three months ended March 31, 2010 and March 31, 2009. The product warranty reserve was $nil at March 31, 2010 and December 31, 2009.

2.29     RELATED PARTIES

Parties are considered to be related to the Company if the Company has the ability, directly or indirectly, to control the party, or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where
the Company and the party are subject to common control or common significance. Related parties may be individuals (being members of key management personnel, significant shareholders and/or their close family members) or other entities which are
under the significant influence of related parties of the company where those parties are individuals, and post-employment benefit plans which are for the benefits of employees of the Company or of any entity that is a related party of the Company.

15

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2.30     CASH AND CASH EQUIVALENTS

Cash and cash equivalents comprise cash at bank and on hand,
demand deposits with banks and other financial institutions, and short-term,
highly liquid investments which are readily convertible into known amounts of
cash and which are subject to an insignificant risk of changes in value, and
have a short maturity of generally within three months when acquired.

|                       |  | March 31, |  |  | December 31, | 
|---------------------- |  | --------- |  |  | ------------ | 
|                       |  | 2010      |  |  | 2009         | 
|                       |  | $         |  |  | $            | 
|                       |  |           |  |  |              | 
|Cash and bank balances |  | 263,944   |  |  | 409,718      | 

2.31    
Concentrations of credit risk

The Companys operations are carried out in the PRC.
Accordingly, its business, financial condition and results of operations may be
influenced by the political, economic and legal environment in the PRC, and by
the general state of the PRC's economy. The Companys operations in the PRC are
subject to specific considerations and significant risks not typically
associated with companies in North America and Western Europe. The Companys
results may be adversely affected by changes in governmental policies with
respect to laws and regulations, anti-inflationary measures, currency conversion
and remittance abroad, and rates and methods of taxation, among other
things.

Cash includes cash on hand and demand deposits in accounts
maintained with state owned banks within the Peoples Republic of China. Total
cash (not including restricted cash balances) in these banks on March 31, 2010
and December 31, 2009 amounted to $263,944 and $409,718, respectively, of which
no deposits are covered by insurance. The Company has not experienced any losses
in such accounts and believes it is not exposed to any risks on its cash in bank
accounts.

The Company had 5 major customers whose revenue individually
represented of the Companys total revenue as follows:

|           |  | Three months |  |  | Three months | 
|---------- |  | ------------ |  |  | ------------ | 
|           |  | ended        |  |  | ended        | 
|           |  | March 31,    |  |  | March 31,    | 
|           |  | 2010         |  |  | 2009         | 
|Customer A |  | 34.09%       |  |  | -            | 
|Customer B |  | 29.59%       |  |  | -            | 
|Customer C |  | 11.93%       |  |  | -            | 
|Customer D |  | 11.65%       |  |  | -            | 
|Customer E |  | 2.32%        |  |  | -            | 
|Customer F |  | -            |  |  | 24.95%       | 
|Customer G |  | -            |  |  | 20.27%       | 
|Customer H |  | -            |  |  | 20.23%       | 
|Customer I |  | -            |  |  | 16.83%       | 
|Customer J |  | -            |  |  | 4.71%        | 
|           |  | 89.58%       |  |  | 86.99%       | 

16

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The company had 5 major customers whose accounts receivable
balance individually represented of the Companys total accounts receivable as
follows:

|           |  | March 31, |  |  | December 31, | 
|---------- |  | --------- |  |  | ------------ | 
|           |  | 2010      |  |  | 2009         | 
|           |  |           |  |  |              | 
|Customer A |  | 13.17%    |  |  | 9.11%        | 
|Customer B |  | 12.59%    |  |  | -            | 
|Customer C |  | 10.51%    |  |  | 13.35%       | 
|Customer D |  | 8.82%     |  |  | 9.90%        | 
|Customer E |  | 8.58%     |  |  | -            | 
|Customer F |  | -         |  |  | 9.13%        | 
|Customer G |  | -         |  |  | 8.76%        | 
|           |  | 53.67%    |  |  | 50.25%       | 

3.WEIGHTED AVERAGE NUMBER OF SHARES

In September 2009, the Company entered into share exchange
transaction which has been accounted for as a reverse merger since there has
been a change of control. The Company computes the weighted-average number of
common shares outstanding in accordance with ASC Topic 805 Business
Combination which states that in calculating the weighted average shares when a
reverse merger takes place in the middle of the year, the number of common
shares outstanding from the beginning of that period to the acquisition date
shall be computed on the basis of the weighted-average number of common shares
of the legal acquiree (the accounting acquirer) outstanding during the period
multiplied by the exchange ratio established in the merger agreement. The number
of common shares outstanding from the acquisition date to the end of that period
shall be the actual number of common shares of the legal acquirer (the
accounting acquiree) outstanding during that period.

4.EARNINGS PER COMMON SHARE

The Company reports earnings per share in accordance with the
provisions of ASC Topic 260 Earning per Share requires presentation of basic
and diluted earnings per share in conjunction with the disclosure of the
methodology used in computing such earnings per share. Basic earnings per share
excludes dilution and is computed by dividing income available to common
stockholders by the weighted average common shares outstanding during the
period. Diluted earnings per share takes into account the potential dilution
(using the treasury stock method) that could occur if securities or other
contracts to issue common stock were exercised and converted into common stock.

For the three months ended March 31, 2010 and March 31, 2009,
basic and diluted earnings (loss) per share amount to $0.01 and ($0.01),
respectively.

5.ACCUMULATED OTHER COMPREHENSIVE INCOME

ASC Topic 220 Comprehensive Income establishes standards for
reporting and displaying comprehensive income and its components in financial
statements. Comprehensive income is defined as the change in stockholders
equity of a business enterprise during a period from transactions and other
events and circumstances from non-owner sources. The comprehensive income for
all periods presented includes both the reported net income and net change in
cumulative translation adjustments.

6.RECENT ACCOUNTING PRONOUNCEMENTS

On June 5, 2003, the United States Securities and Exchange
Commission (SEC) adopted final rules under Section 404 of the Sarbanes-Oxley
Act of 2002 (Section 404), as amended by SEC Release No. 33-9072 on October
13, 2009. Under the provisions of Section 404 of the Sarbanes-Oxley Act, public
companies and their independent auditors are each required to report to the
public on
the effectiveness of a companys internal controls. The smallest public companies with a public float below $75 million have been given extra time to design, implement and document these internal controls before their auditors are required
to attest to the effectiveness of these controls. This extension of time will expire beginning with the annual reports of companies with fiscal years ending on or after June 15, 2010. Commencing with its annual report for the fiscal year ending
September 30, 2010, the Company will be required to include a report of management on its internal control over financial reporting. The internal control report must include a statement

17

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In June 2009, the FASB approved the FASB Accounting Standards Codification (the Codification) as the single source of authoritative nongovernmental U.S. GAAP to be launched on July 1, 2009. The Codification does not change
current U.S. GAAP, but is intended to simplify user access to all authoritative U.S. GAAP by providing all the authoritative literature related to a particular topic in one place. All existing accounting standard documents will be superseded and all
other accounting literature not included in the Codification will be considered non-authoritative. The Codification is effective for interim and annual periods ending after September 15, 2009.

In August 2009, the FASB issued the FASB Accounting Standards Update No. 2009-04 Accounting for Redeemable Equity Instruments - Amendment to Section 480-10-S99 which represents an update to section 480-10-S99, distinguishing liabilities
from equity, per EITF Topic D-98,  Classification and Measurement of Redeemable Securities .  The Company does not expect the adoption of this update to have a material impact on its consolidated financial position, results of operations or cash
flows.

In August 2009, the FASB issued the FASB Accounting Standards Update No. 2009-05 Fair Value Measurement and Disclosures Topic 820  Measuring Liabilities at Fair Value , which provides amendments to subtopic 820-10, Fair Value
Measurements and Disclosures  Overall, for the fair value measurement of liabilities. This update provides clarification that in circumstances in which a quoted price in an active market for the identical liability is not available, a
reporting entity is required to measure fair value using one or more of the following techniques: 1. A valuation technique that uses: a. The quoted price of the identical liability when traded as an asset b. Quoted prices for similar liabilities or
similar liabilities when traded as assets. 2. Another valuation technique that is consistent with the principles of topic 820; two examples would be an income approach, such as a present value technique, or a market approach, such as a technique
that is based on the amount at the measurement date that the reporting entity would pay to transfer the identical liability or would receive to enter into the identical liability. The amendments in this update also clarify that when estimating the
fair value of a liability, a reporting entity is not required to include a separate input or adjustment to other inputs relating to the existence of a restriction that prevents the transfer of the liability. The amendments in this update also
clarify that both a quoted price in an active market for the identical liability when traded as an asset in an active market when no adjustments to the quoted price of the asset are required are Level 1 fair value measurements. The Company does not
expect the adoption of this update to have a material impact on its consolidated financial position, results of operations or cash flows.

In September 2009, the FASB issued the FASB Accounting Standards Update No. 2009-08 Earnings Per Share  Amendments to Section 260-10-S99, which represents technical corrections to topic 260-10-S99, Earnings per share, based on EITF
Topic D-53, Computation of Earnings Per Share for a Period that includes a Redemption or an Induced Conversion of a Portion of a Class of Preferred Stock  and EITF Topic D-42,  The Effect of the Calculation of Earnings per Share for the Redemption
or Induced Conversion of Preferred Stock . The Company does not expect the adoption of this update to have a material impact on its consolidated financial position, results of operations or cash flows.

In September 2009, the FASB issued the FASB Accounting Standards Update No. 2009-09 Accounting for Investments -Equity Method and Joint Ventures and Accounting for Equity-Based Payments to Non-Employees. This update represents a
correction to Section 323-10-S99-4, Accounting by an Investor for Stock-Based Compensation Granted to Employees of an Equity Method Investee. Additionally, it adds observer comment Accounting Recognition for Certain Transactions Involving Equity
Instruments Granted to Other Than Employees to the Codification. The Company does not expect the adoption to have a material impact on its consolidated financial position, results of operations or cash flows.

In September 2009, the FASB issued the FASB Accounting Standards Update No. 2009-12 Fair Value Measurements and Disclosures Topic 820  Investment in Certain Entities That Calculate Net Assets Value Per Share (or Its Equivalent) ,
which provides amendments to Subtopic 820-10, Fair Value Measurements and Disclosures-Overall, for the fair value measurement of investments in certain entities that calculate net asset value per share (or its equivalent). The amendments in this
update permit, as a practical expedient, a reporting entity to measure the fair value of an investment that is within the scope of the amendments in this update on the basis of the net asset value per share of the investment (or its equivalent) if
the net asset value of the investment (or its equivalent) is calculated in a manner consistent with the measurement principles of Topic 946 as of the reporting entitys
measurement date, including measurement of all or substantially all of the underlying investments of the investee in accordance with Topic 820. The amendments in this update also require disclosures by major category of investment about the
attributes of investments within the scope of the amendments in this update, such as the nature of any restrictions on the investors ability to redeem its investments a the measurement date, any unfunded commitments (for example, a contractual
commitment by the investor to invest a specified amount of additional capital at a future date to fund investments that will be make by the investee), and the investment strategies of the investees. The major category of investment is required to be
determined on the basis of the nature and risks of the investment in a manner consistent with the guidance for major security types in U.S. GAAP on investments in debt and equity securities in paragraph 320-10-50-1B. The disclosures are required for
all investments within the scope of the amendments in this update regardless of whether the fair value of the investment is measured using the practical expedient. The Company does not expect the adoption to have a material impact on its
consolidated financial position, results of operations or cash flows.

18

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In October 2009, the Financial Accounting Standards Board issued an Accounting Standards Update (ASU) regarding accounting for own-share lending arrangements in contemplation of convertible debt issuance or other financing. This ASU
requires that at the date of issuance of the shares in a share-lending arrangement entered into in contemplation of a convertible debt offering or other financing, the shares issued shall be measured at fair value and be recognized as an issuance
cost, with an offset to additional paid-in capital. Further, loaned shares are excluded from basic and diluted earnings per share unless default of the share-lending arrangement occurs, at which time the loaned shares would be included in the basic
and diluted earnings-per-share calculation. This ASU is effective for fiscal years beginning on or after December 15, 2009, and interim periods within those fiscal years for arrangements outstanding as of the beginning of those fiscal years. The
Company is currently assessing the impact of this ASU on its consolidated financial statements.

7.INCOME TAXES

No Hong Kong corporate income tax has been provided in the financial statements, as UDH did not have any assessable profits for the three months ended March 31, 2010 and March 31, 2009.

The Companys subsidiaries are governed by the income tax law of the PRC concerning foreign investment enterprises and foreign enterprises and various local income tax laws. Beginning January 1, 2008, the new enterprise income tax law
(New EIT Law) replaced the prior tax laws for domestic enterprises and foreign invested enterprises (FIEs). The new standard enterprise income tax (EIT) rate of 25% replaced the 33% rate applicable to both
domestic enterprises and FIEs. Prior to 2008, under the existing Chinese income tax laws, FIEs generally were subject to an income tax at an effective rate of 33% (30% state income taxes plus 3% local income taxes) on income as reported in their
statutory financial statements after appropriate tax adjustments unless the enterprise is located in specially designated regions for which more favorable effective tax rates apply.

Despite these changes, the New EIT Law gives the FIEs established before March 16, 2007 (Old FIEs) a five-year grandfather period during which they can continue to enjoy their existing preferential tax treatments. During this five-year
grandfather period, the Old FIEs which enjoyed tax rates lower than 25% under the original EIT law will be subject to gradually increased EIT rates over a 5-year period until their tax rate reaches 25%. In addition, the Old FIEs that are eligible
for other preferential tax treatments by the PRC government under the original EIT law are allowed to continue enjoying their preference until these preferential treatment periods expire.

Under the old EIT law, SST was entitled to certain tax exemptions and reductions available to software companies. Under these tax holidays, SST is entitled to exemption from EIT for 3 years and reduced tax rates for 2 years after that,
effective as of 2007. Therefore, SST incurred no income tax expenses during fiscal years 2007, 2008 and 2009. SSD is subject to the New EIT Law and is not entitled to certain tax exemptions and reductions available to software companies. Provision
for income tax is made at 25% on monthly reported profits. No deferred tax has been provided in the financial statements as there are no material temporary differences.

In addition, the New EIT Law and its implementing rules generally provide that a 10% withholding tax applies to China-sourced income derived by non-resident enterprises for PRC enterprise income tax purposes unless the jurisdiction of incorporation
of such enterprises shareholder has a tax treaty with China that provides for a different withholding arrangement. SST is considered an FIE and is directly held by UDH, a Hong Kong company. According to a 2006 tax treaty between the Mainland
and Hong Kong, dividends payable by an FIE in China to the company in Hong Kong who directly holds at least 25% of the equity interests in the FIE will be subject to a no more than 5% withholding tax.

19

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The following table reconciles the U.S statutory rates to the
companys effective tax rate for the three months ended March 31, 2010:

|U.S. statutory rate                             |  | 34%    |  
|----------------------------------------------- |  | ------ | -
|Foreign income not recognized in USA            |  | (34%   | )
|China Enterprise income tax rate                |  | 25%    |  
|Hong Kong profits tax rate                      |  | 16.5%  |  
|Offshore subsidiary income not
      recognized |  | (16.5% | )
|Total provision for income taxes                |  | 25%    |  

Provision for income taxes is as follows:

|               |  | Three months |  |  | Three months | 
|-------------- |  | ------------ |  |  | ------------ | 
|               |  | ended        |  |  | ended        | 
|               |  | March 31,    |  |  | March 31,    | 
|               |  | 2010         |  |  | 2009         | 
|               |  | $            |  |  | $            | 
|Income tax     |  |              |  |  |              | 
|CSD            |  | -            |  |  | -            | 
|UDH            |  | -            |  |  | -            | 
|SST            |  | -            |  |  | -            | 
|SSE- China EIT |  | -            |  |  | -            | 
|Deferred tax   |  | -            |  |  | -            | 
|               |  | -            |  |  | -            | 

8.SHORT TERM DEBT

There are no provisions in the Companys bank borrowings that
would accelerate repayment of debt as a result of a change in credit ratings or
a material adverse change in the Companys business. Under certain agreements,
the Company has the option to retire debt prior to maturity, either at par or at
a premium over par.

|                                                              |  | March 31, |  |  | December 31, | 
|------------------------------------------------------------- |  | --------- |  |  | ------------ | 
|                                                              |  | 2010      |  |  | 2009         | 
|                                                              |  | $         |  |  | $            | 
|Short term debt                                               |  |           |  |  |              | 
|Loan from Ping An Bank, Shenzhen                              |  |           |  |  |              | 
|Interest rate 5.5755% per annum and
      personnal guarantee |  | 440,100   |  |  | 440,100      | 

9.COMMON STOCK

The Company has authorized 75,000,000 common shares with a par
value of $0.001 per share. No preferred shares have been authorized or issued.

20

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On September 25, 2009, the Company issued 12,379,800 shares of
common stock to the shareholders of UDH. The total consideration for the
12,379,800 shares was 10,000 shares of UDH, which is all the issued and
outstanding capital stock of UDH.

As a result of the reverse merger, the equity account of the
Company, prior to the share exchange date, has been retroactively restated so
that the ending outstanding share balance as of the share exchange date is equal
to the number of post share-exchange shares.

On September 25, 2009, the Company issued 4,105,750 shares of
common stock to certain individuals for services to be rendered to the Company
in connection with the reverse acquisition of UDH. These services per agreement
with the Company are to be provided over 5 year period and were valued at
$41,057 or $0.01 per share. Stock based compensation expenses will be recognized
pro-rata over the life of the agreement.

As of March 31, 2010, and December 31, 2009, the Company has
outstanding 21,110,550 issued common shares with a par value of $0.001 per
share.

10.STOCK OPTIONS

The Company has not granted any stock options and has not
recorded any stock-based compensation as of March 31, 2010. The Company does not
have a formal stock option plan, however, options may be granted with terms and
conditions at the discretion of the Companys board of directors.

On September 25, 2009, Mr. Lai, the owner of approximately
65.75% of our issued and outstanding common stock, entered into an option
agreement with Mr. Mingchun Zhou, our Chairman and Chief Executive Officer and
an original shareholder of SST, pursuant to which Mr. Zhou was granted an option
to purchase all shares of our common stock currently owned or later acquired by
Mr. Lai. Mr. Zhou may exercise this option, in whole but not in part, during the
period commencing on the 365th day following of the date of the option agreement
and ending on the second anniversary of the date thereof. Other than the
foregoing, we do not currently have any arrangements which if consummated may
result in a change of control of our Company.

11.    STOCK BASED COMPENSATION

On September 25, 2009, the Company issued 4,105,750 shares of
common stock to certain individuals who provided services for the benefit of the
Company and/or its subsidiaries in connection with reverse acquisition of UDH.
The fair value of the common stock issued is determined using the fair value of
the Companys common stock on the grant date at $0.01 per share. The Company
calculated a stock based compensation of $41,058 and recognized $2,053 and $Nil
for the three months ended March 31, 2010 and March 31, 2009 respectively. As of
March 31, 2010 and December 31, 2009, the deferred compensation balances were
$30,793 and $32,846 respectively, with an amortization period of four years
beginning on 1 January 2010.

12.    COMMITMENTS AND CONTINGENCIES

The future minimum lease payments at March 31, 2010, are as
follows:

|                            |  | March 31, |  |  | December 31, | 
|--------------------------- |  | --------- |  |  | ------------ | 
|                            |  | 2010      |  |  | 2009         | 
|                            |  | $         |  |  | $            | 
|                            |  |           |  |  |              | 
|Year ended December 31,2010 |  | 128,363   |  |  | 124,666      | 
|Year ended December 31,2011 |  | 59,457    |  |  | 58,225       | 
|Thereafter                  |  | -         |  |  | -            | 
|                            |  | 187,820   |  |  | 182,891      | 

21

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From time to time and in the ordinary course of business, the
Company may be subject to various claims, damages and litigation. As of March
31, 2010 and March 31, 2009 the Company did not have any pending claims,
charges, or litigation that it expects would have material adverse effects on
its consolidated balance sheets, consolidated statements of income and other
comprehensive income or cash flows.

13.PRODUCT LINE INFORMATION

The Company sells software and hardware. There are no segment
managers who are held accountable for operations, operating results and plans
for levels or components below the consolidated unit level. The Company
considers itself to be operating within one reportable segment. The Company does
not have long-lived assets located in foreign countries. The Companys net
revenue from external customers by main product lines is as follows:

|             |  | Three months |  |  | Three months | 
|------------ |  | ------------ |  |  | ------------ | 
|             |  | ended        |  |  | ended        | 
|             |  | March 31,    |  |  | March 31,    | 
|             |  | 2010         |  |  | 2009         | 
|             |  | $            |  |  | $            | 
|Local sales  |  |              |  |  |              | 
|- Software   |  | 432,358      |  |  | 130,657      | 
|- Hardware   |  | 890,945      |  |  | 268,186      | 
|Export sales |  |              |  |  |              | 
|- Hardware   |  | 516          |  |  | -            | 
|             |  | 1,323,819    |  |  | 398,843      | 

14.RELATED PARTIES TRANSACTIONS

For the three months ended March 31, 2010 and March 31, 2009,
there was cash and non-cash compensation of $5,735 and $5,735 awarded to, earned
by, or paid to any of our executive officers or directors. In addition to the
transactions and balances as disclosed elsewhere in these consolidated financial
statements, during the period, the company had the following significant related
party transactions:

22

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|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|--------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Name of related party | Nature of
transactions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Mr. Mingchun Zhou     | Included in other payables, due to Mr. Mingchun
      Zhou is $454,245 and $447,554 as of March 31, 2010 and December 31, 2009,
      respectively. SST has borrowed funds from Mr. Mingchun Zhou at intervals
      commencing in fiscal year 2008. Until July 10, 2009, these loans were
      unsecured, interest free and had no fixed repayment term. On July 10,
      2009, the Company entered into a Repayment Agreement with Mr. Zhou,
      pursuant to which the Company acknowledged and memorialized its obligation
      to repay an outstanding balance of RMB 1,937,000 (approximately, $284,158)
      to Mr. Zhou. According to the agreement, the loan remains unsecured, and
      is interest free, but the Company is obligated to repay the loan on or
      before July 10, 2011, the second anniversary of execution date.
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Mr. Kin Keung Lai     | On September 25, 2009, the company entered into
      a side letter regarding share allocation and distribution with the
      shareholders of UDH, Asia Regal and Mr. Kin Keung Lai, and certain service
      providers of the Company, pursuant to which Asia Regal agreed to transfer
      to Mr. Lai 485,576 of the shares issuable to Asia Regal in connection with
      the reverse acquisition of UDH.                                                                                                                                                                                                                                                                                                                                                                                                                                    
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Ms. Hai Yan Huang     | During the year ended December 31, 2009, our
      sole director and officer, Ms. Hai Yan Huang, made a capital contribution
      to the Company in the amount of $59,841.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Mr. Steven Goertz     | During the year ended December 31, 2009, the
      company entered into and closed the Stock Purchase Agreement with
      Flourishing Wisdom and Mr. Steven Goertz, our Chairman, Chief Executive
      Officer and controlling stockholder at such time. Pursuant to the Stock
      Purchase Agreement, Flourishing Wisdom purchased 2,500,000 shares of our
      common stock, representing 54% of our issued and outstanding common stock
      as of the closing, from Mr. Goertz for $555,000, or $0.22, per share. As a
      result of the transaction, Flourishing Wisdom became our controlling
      stockholder.                                                                                                                                                                                                                      

15.SUBSEQUENT EVENTS

As required by ASC Topic 855 Subsequent Events, the Company
has evaluated subsequent events that have occurred through May 13, 2010, the
date the consolidated financial statements were available to be issued.

23

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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Special Note Regarding Forward Looking Statements

In addition to historical information, this report contains
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. We use words such as believe, expect, anticipate, project,
target, plan, optimistic, intend, aim, will or similar expressions
which are intended to identify forward-looking statements. Such statements
include, among others, those concerning market and industry segment growth and
demand and acceptance of new and existing products; any projections of sales,
earnings, revenue, margins or other financial items; any statements of the
plans, strategies and objectives of management for future operations; any
statements regarding future economic conditions or performance; uncertainties
related to conducting business in China, as well as all assumptions,
expectations, predictions, intentions or beliefs about future events. You are
cautioned that any such forward-looking statements are not guarantees of future
performance and involve risks and uncertainties, including those identified in
Item 1A, Risk Factors of our Annual Report filed on Form 10-K for the fiscal
year ended December 31, 2009, as well as assumptions, which, if they were to
ever materialize or prove incorrect, could cause the results of the Company to
differ materially from those expressed or implied by such forward-looking
statements.

Readers are urged to carefully review and consider the various
disclosures made by us in this report and our other filings with the SEC. These
reports attempt to advise interested parties of the risks and factors that may
affect our business, financial condition and results of operations and
prospects. The forward-looking statements made in this report speak only as of
the date hereof and we disclaim any obligation to provide updates, revisions or
amendments to any forward-looking statements to reflect changes in our
expectations or future events.

Use of Certain Defined Terms

Except as otherwise indicated by the context, references in
this report to:

- Exchange Act are to the Securities Exchange Act of 1934, as amended;
- Hong Kong refers to the Hong Kong Special Administrative Region of the
  Peoples Republic of China;
- PRC and China are to Peoples Republic of China;
- SEC are to the United States Securities and Exchange Commission;
- Securities Act are to Securities Act of 1933, as amended;
- Skyrise Technology are to Shenzhen Skyrise Technology Co., Ltd., a PRC
  limited company;
- Skyrise Digital are to Shenzhen Skyrise Digital Electronics Co., Ltd., a
  PRC limited company;
- United Digital are to United Digital Home H.K. Group Company Limited, a
  Hong Kong limited company;
- U.S. dollar, $ and US$ are to United States dollars; and
- We, us, our, or the Company are to combined business of China
  Skyrise Digital Service Inc., a Nevada corporation, and/or its consolidated
  subsidiaries, as the case may be.
- Throughout this report, we have converted RMB to USD as
follows:

|March 31,
      2010                         |  |                     | 
|-------------------------------------------- |  | ------------------- | 
|Balance sheet                                |  | RMB 6.82 to US$1.00 | 
|Statement of income and comprehensive income |  | RMB 6.82 to US$1.00 | 

24

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March 31, 2009

|Balance sheet                                | RMB 6.82 to US$1.00 | 
|-------------------------------------------- | ------------------- | 
|Statement of income and comprehensive income | RMB 6.82 to US$1.00 | 

Overview of Our Business

We are primarily engaged, through our direct and indirect Chinese subsidiaries, in the development, sale, installation and maintenance of digital residential safety and video surveillance products, and in the development and integration of related
software in China. Our customers are primarily urban and suburban residential communities and real estate development companies in China, but we plan to expand our customer base to the commercial sector to include commercial entities, such as
airports, hotels, banks, supermarkets and entertainment venues.

A majority of our revenues are derived from the provision of digital residential safety and video surveillance packaged solutions, including the development, installation and after-sale service maintenance of safety and surveillance systems. Because
the majority of our revenues are derived from installations, they are generally non-recurring. Our revenues are not concentrated within any one customer or group of related customers. Maintenance services in our packaged solutions are included for
the first year following installation. Our customers may separately purchase maintenance services after the first year.

Our sales network is focused in the populated areas of Guangdong Province, in southern China, but we plan to expand our sales network to other populated areas. Our company headquarters is located in southern China, in the Shenzhen Special Economic
Zone and we have more than 10 branch offices and distribution points. Our customers are spread across China, but are primarily located in the coastal metropolitan regions including Beijing, Shanghai, and Guangzhou/Shenzhen.

Recent Developments

On January 7, 2010, the Companys application for a new symbol on the Electronic Bulletin Board maintained by the Financial Industry Regulatory Authority (FINRA) in connection with its name change was approved by FINRA, and the Companys
common stock commenced trading under the new symbol "CSKD" on the following day. The CUSIP number is 169432 101.

All of our business operations are conducted through our Chinese subsidiaries. The chart below presents our corporate structure.



First Quarter of 2010 Financial Performance Highlights

The following are some financial highlights for the three months ended March 31, 2010:

- Net Sales: Net sales increased $924,976, or 232%, to $1,323,819 for the three months ended March 31, 2010, from $398,843 for the same period in 2009.

25

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- Gross Margin: Gross margin was 47% for the three months ended March
  31, 2010, as compared to 46% for the same period in 2009.
- Net Income: Net income for the
  three months ended March 31, 2010 increased $296,625, to $287,135, from a
  $9,490 loss for the same period in 2009.
- Fully Diluted Earnings per Share: Fully diluted earnings per share
  was $0.01 for the three months ended March 31, 2010, as compared to a $0.01 loss
  for the same period in 2009.

Results of Operations

The following tables set forth key components of our results of
operations for the periods indicated, both in dollars and as a percentage of
sales revenue and key components of our revenue during three month periods ended
March 31, 2010 and 2009.

For the Three-Month Periods Ended March 31, 2010 and 2009
(Unaudited)

The following table sets forth key components of our results of
operations for the periods indicated, both in dollars and as a percentage of our
net sales.

|                                    |   | Three Months Ended   |   |  | Three Months Ended   |  
|----------------------------------- | - | -------------------- | - |  | -------------------- | -
|                                    |   | March 31,
      2010 |   |  | March 31,
      2009 |  
|                                    |   |                      |   |  | % of                 |  
|                                    |   | Amount               |   |  | Net Sales            |  
|Net sales                           | $ | 1,323,819            |   |  | 100%                 |  
|                                    |   |                      |   |  |                      |  
|Cost of goods sold                  |   | 706,411              |   |  | 53%                  |  
|                                    |   |                      |   |  |                      |  
|Gross profit                        |   | 617,408              |   |  | 47%                  |  
|                                    |   |                      |   |  |                      |  
|Operating expenses                  |   |                      |   |  |                      |  
|Selling & marketing expenses        |   | (91,702              | ) |  | (7%                  | )
|General and administrative expenses |   | (239,888             | ) |  | (18%                 | )
|                                    |   |                      |   |  |                      |  
|Total operating
      expenses      |   | (331,590             | ) |  | (25%                 | )
|                                    |   |                      |   |  |                      |  
|Income from operations              |   | 285,818              |   |  | 22%                  |  
|Interest expense                    |   | (6                   | ) |  | 0%                   |  
|Other income                        |   | 1,323                |   |  | 0%                   |  
|                                    |   |                      |   |  |                      |  
|Income before income
      taxes    |   | 287,135              |   |  | 22%                  |  
|                                    |   |                      |   |  |                      |  
|Income taxes                        |   | -                    |   |  | -                    |  
|                                    |   |                      |   |  |                      |  
|Net income                          | $ | 287,135              |   |  | 22%                  |  

Net Sales. Our sales revenue increased to $1,323,819
in the three months ended March 31, 2010 from $398,843 in the same period last
year, representing a 232% growth year-over-year. The growth was mainly due the
market recovery from the 2009 financial crisis. From 2008 to 2009, the Chinese
market, especially the real estate market, was heavily impacted by the worldwide
financial crisis. Since the second half of 2009, the Chinese economy has been
largely stabilized by the government's economic stimulus package. The real
estate market has also turned around and real estate developers have increased
their spending significantly. In addition, in 2009 the company was very
conservative in marketing and sales by turning down projects that required large
upfront cash outlay. This conservation strategy has resulted in low sales in
first quarter of 2009.

Cost of Sales. Our cost of sales increased $491,823 or 229%, to
$706,411 in the three months ended March 31, 2010 from $214,588 in the same
period in 2009. The cost of goods sold per sales ratio remains almost flat, at
54% and 53% in 2009 and 2010, respectively.

26

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Gross Profit and Gross Margin. Our gross profit
increased $433,153, or 235%, to $617,408, in the three months ended March 31,
2010, from $184,255 in the same period in 2009. Gross profit as a percentage of
net revenue was 47% and 46% for the three months ended March 31, 2010 and 2009,
respectively.

Selling and Marketing Expenses. Our selling and
marketing expenses in the three months ended March 31, 2010 were $91,702,
remaining almost flat from $97,233 in the same 2009 period.

General and Administrative Expenses. Our
administrative expenses increased $74,994, or 45%, to $239,888 in the three
months ended March 31, 2010, from $164,894 in the same period in 2009. This
increase was mainly due to the increased hiring and human resource related
costs.

Interest Expense. Interest expense decreased $5,358,
or 99.8%, to $6 in the three months ended March 31, 2010, from $5,364 in the
same period in 2009, primarily due to the maturity of the Company's short term
debt.

Other Income. Other income was $1,323 in the three
months ended March 31, 2010, a $73,746, or 99.4%, decrease from the same period
in 2009. The decrease was primarily due to the inclusion of a $73,322 government
grant in the 2009 period.

Income Before Income Taxes. Our income before income
taxes increased, to $287,135 in the three months ended March 31, 2010 from a
$9,490 loss in the same period last year. The increase was mainly driven by
increased sales.

Income Taxes. Our income tax remained zero due to
fact that the company was qualified as Hi-Tech Company and enjoyed zero income
tax rates.

Net Income. In the three months ended March 31, 2010,
we generated a net income of $287,135, an increase of $296,625, from $9,490 loss
in the same period in 2009, as a result of the factors described above.

Liquidity and Capital Resources

As of March 31, 2010, we had cash and cash equivalents of
$263,944, primarily consisting of cash on hand and demand deposits. The
following table provides detailed information about our net cash flow for all
financial statement periods presented in this report. To date, we have financed
our operations primarily through cash flows from operations, augmented by
short-term bank borrowings and equity contributions by our stockholders.

Cash Flow(all amounts in U.S. dollars)

|                                                          |   | Three Months Ended March 31, |  
|--------------------------------------------------------- | - | ---------------------------- | -
|                                                          |   | 2010                         |  
|Net cash provided by (used in)
      operating activities | $ | (108,552                     | )
|Net cash
      provided by (used in) investing activities |   | (33,916                      | )
|Net cash provided by (used in)
      financing activities |   | -                            |  
|Effects of
      Exchange Rate Change in Cash             |   | (3,306                       | )
|Net Increase in Cash and Cash
      Equivalents           |   | (145,774                     | )
|Cash and
      Cash Equivalents, Beginning                |   | 409,718                      |  
|Cash and Cash Equivalent, End                             | $ | 263,944                      |  

Operating activities

Net cash used in operating activities was $108,552 for the
three months ended March 31, 2010, as compared to $160,657 net cash provided by
operating activities for the same period in 2009. As the Company took on more
contracts and the average size of contracts became bigger, the Company was
required invest more cash in working capital, including in inventory and account
receivable.

27

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Investing activities

Net cash used in investing activities for the three months
ended March 31, 2010 was $33,916, as compared to $29,274 net cash used in
investing activities for the same period in 2009.

Financing activities

Net cash provided by financing activities for the three months
ended March 31, 2010 was $0, as compared to $109,875 net cash provided by
financing activities for the same period in 2009.

As of March 31, 2010, the amount, maturity date and term of our bank loan was
as follows:

|Bank                  | Amount                                      | Maturity Date     | Duration 
|--------------------- | ------------------------------------------- | ----------------- | ---------
|PingAn Bank, Shenzhen | RMB3,000,000
      (approximately $440,100) | November 10, 2010 | 12 months
|Total                 | RMB3,000,000 (approximately $440,100)       |                   |          

We believe that our cash on hand and cash flow from operations
will meet our present cash needs for the next 12 months. We may, however, in the
future, require additional cash resources due to changed business conditions,
implementation of our strategy to ramp up our marketing efforts and increase
brand awareness, or acquisitions we may decide to pursue. If our own financial
resources are insufficient to satisfy our capital requirements, we may seek to
sell additional equity or debt securities or obtain additional credit
facilities. The sale of additional equity securities could result in dilution to
our stockholders. The incurrence of indebtedness would result in increased debt
service obligations and could require us to agree to operating and financial
covenants that would restrict our operations. Financing may not be available in
amounts or on terms acceptable to us, if at all. Any failure by us to raise
additional funds on terms favorable to us, or at all, could limit our ability to
expand our business operations and could harm our overall business
prospects.

Obligations under Material Contracts

We have borrowed funds from Mr. Mingchun Zhou, our Chief
Executive Officer, at three months intervals commencing in 2009. Until July 10,
2009, these loans were unsecured, interest free and had no fixed repayment term.
On July 10, 2009, we entered into a repayment agreement with Mr. Zhou, pursuant
to which we acknowledged and memorialized our obligation to repay an outstanding
balance of RMB 1,937,000 (approximately, $284,158) to Mr. Zhou. According to the
agreement, the loan remains unsecured, and is interest free, but we are
obligated to repay the loan on or before July 10, 2011, the second anniversary
of execution date. We intend to repay this loan within the year.

Inflation

Inflation and changing prices have not had a material effect on
our business and we do not expect that inflation or changing prices will
materially affect our business in the foreseeable future. However, our
management will closely monitor the price change in travel industry and
continually maintain effective cost control in operations.

Off Balance Sheet Arrangements

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 or capital expenditures or capital resources that is
material to an investor in our securities.

Seasonality

Our operating results and operating cash flows historically
have been subject to seasonal variations. Our revenues are usually higher in the
second half of the year than in the first half of the year and the first quarter
is usually the slowest quarter because fewer projects are undertaken during and
around the Chinese spring festival.

28

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Critical Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires our management to make assumptions, estimates and judgments that affect the amounts reported, including the notes
thereto, and related disclosures of commitments and contingencies, if any. We have identified certain accounting policies that are significant to the preparation of our financial statements. These accounting policies are important for an
understanding of our financial condition and results of operation. Critical accounting policies are those that are most important to the portrayal of our financial conditions and results of operations and require managements difficult,
subjective, or complex judgment, often as a result of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods. Certain accounting estimates are particularly sensitive because of their
significance to financial statements and because of the possibility that future events affecting the estimate may differ significantly from managements current judgments. We believe the following critical accounting policies involve the most
significant estimates and judgments used in the preparation of our financial statements:

Basic of consolidation and presentation

The consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America (US GAAP). In the opinion of management, the accompanying balance sheets, and statements of
income, and cash flows and include all adjustments, consisting only of normal recurring items, considered necessary to give a fair presentation of operating results for the periods presented. All material inter-company transactions and balances have
been eliminated in consolidation.

For accounting purposes, the combination of the company and
United Digital was accounted for as a reverse merger with United Digital as the
acquirer and CSD as the acquired party and the acquisition of Skyrise Technology
and Skyrise Digital was accounted for under the acquisition method with United
Digital as the immediate parent corporation of both companies for legal
purposes. Accordingly the Company's financial statements have been prepared on a
consolidated basis for the periods presented and the consolidated balance
sheets, consolidated statements of income and other comprehensive income,
stockholders' equity and cash flows were presented as if the recapitalization
had occurred at the beginning of the earliest period presented and the
operations of the accounting acquired party from the date of stock exchange
transaction.

Interim results are not necessarily indicative of results for
a full year. The information included in the Form 10-Q should be read in
conjunction with the information included in the Company's annual report on Form
10-K for the fiscal year ended December 31, 2009.

Use of estimates

The preparation of financial statements in conformity with US GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates.

Economic and political risk

The Companys business operations are conducted in the PRC and are subject to special considerations and risks not typically associated with companies in North America and Western Europe. Chinas political, economic and legal environments
may influence the Companys business, financial condition and results of operations, including adverse effects by changes in governmental policies in laws and regulations, anti-inflationary measures, and rates and methods of taxation.

Revenue recognition

Sales revenue is recognized when all of the following have occurred: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered, (iii) the price is fixed or determinable, and (iv) the ability to
collect is reasonably assured. These criteria are generally satisfied at the time of shipment when risk of loss and title passes to the customer.

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The Company recognizes revenue when the goods are delivered and title has passed. Sales revenue represents the invoiced value of goods, net of a value-added tax (VAT). All of the Companys products that are sold in the PRC are
subject to a Chinese VAT at a rate of 17% of the gross sales price or at a rate approved by the Chinese local government. This VAT may be offset by the VAT paid by the Company on raw materials and other materials included in the cost of producing
their finished product.

Cost of goods sold

Cost of goods sold consists primarily of direct material costs, direct labor costs, direct depreciation and related direct expenses attributable to the production of the products. Inbound shipping and handling costs and purchasing are included in
direct material costs. Manufacturing overhead includes expenses such as indirect labor, depreciation as it relates to the cost of production, rent, utilities, receiving costs, and equipment maintenance and repairs.

Shipping and handing

Shipping and handling costs related to costs of goods sold are included in selling and marketing expenses, and general and administrative expenses totaled $4,835 and $995 for the three months ended March 31, 2010 and March 31, 2009,
respectively.

Advertising

Advertising costs are included in selling and marketing expenses which totaled $2,437 and $1,392 for the three months ended March 31, 2010 and March 31, 2009, respectively.

Research and development costs

Research and development costs are included in general and administrative expenses and include the cost to develop new products and are expensed when incurred and totaled $116,209 and $84,661 for the three months ended March 31, 2010 and
March 31, 2009, respectively. The costs for development of new products and substantial enhancements to existing products are expensed as incurred until technological feasibility has been established, at which time any additional costs would be
capitalized. The Company has determined that technological feasibility is established at the time a working model of products is completed. No costs have been capitalized to date.

Government grant

Government grants represent local authority grants to the company for software development. Grants are recognized when the local authority approve the grant.

Foreign currency translation and other comprehensive income

The reporting currency of the Company is the United States
Dollars ($). The functional currencies of the Company and its subsidiaries
United Digital, Skyrise Technology and Skyrise Digital, are the United States
Dollars ($) and Chinese Renminbi (RMB) respectively.

For those entities whose functional currency is other than the US dollars, all assets and liabilities are translated into US dollars at the exchange rate on the balance sheet date; stockholders equity is translated at historical rates and
items in the statements of income and of cash flows are translated at the average rate for the year. Because cash flows are translated based on the average translation rate, amounts related to assets and liabilities reported in the statement of cash
flows will not necessarily agree with changes in the corresponding balances in the balance sheet. Translation adjustments resulting from this process are included in accumulated other comprehensive income in the consolidated statement of
stockholders equity. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred.

Accumulated other comprehensive income amounted to $30,032 as of March 31, 2010. The balance sheet amounts with the exception of equity at March 31, 2010 and March 31, 2009 were translated at RMB6.82 to $1.00. The average translation rates
applied to the statements of income and of cash flows for the three months ended March 31, 2010 and March 31, 2009 were RMB 6.82 to $1.00.

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Property, plant and equipment

Property, plant and equipment is stated at cost less
accumulated depreciation and any accumulated impairment losses. Such costs
include the cost of replacing parts that are eligible for capitalization when
the cost of replacing the parts is incurred. Similarly, when each major
inspection is performed, its cost is recognized in the carrying amount of the
plant and equipment as a replacement only if it is eligible for capitalization.
The assets residual values, useful lives and amortization methods are reviewed,
and adjusted if appropriate, at each financial year-end.

Depreciation is calculated on a straight-line basis over the
estimated useful life of the assets.

|Assets Classifications                   |  | Estimated useful life | 
|---------------------------------------- |  | --------------------- | 
|Furniture, fixtures and office equipment |  | 5 years               | 
|Plant and machinery                      |  | 5 years               | 
|Motor vehicles                           |  | 10 years              | 

Long-lived assets

The Company reviews the carrying amount of its long-lived
assets, including intangibles, for impairment, each reporting period in
accordance with ASC Topic 360 Property, Plant, and Equipment. An asset is
considered impaired when estimated future cash flows are less than the carrying
amount of the asset. In the event the carrying amount of such asset is
considered not recoverable, the asset is adjusted to its fair value. Fair value
is generally determined based on discounted future cash flow. As of March 31,
2010 and December 31, 2009, the Company determined no impairment charges were
necessary.

Capitalized internal-use software

The Company capitalizes certain costs incurred to purchase or
create internal-use software in accordance with ASC Topic 350-40, Internal Use
Software. To date, such costs have included external direct costs of materials
and services incurred in the implementation of internal-use software and are
included within computer hardware and software. Once the capitalization criteria
have been met, such costs are classified as software and are amortized on a
straight-line basis over five years once the software has been put into use.
Subsequent additions, modifications, or upgrades to internal-use software are
capitalized only to the extent that they allow the software to perform a task it
previously did not perform. Software maintenance and training costs are expensed
in the period in which they are incurred.

Intangible assets

The Company records identifiable intangible assets in other
assets at cost less accumulated amortization and impairment. These assets
consist primarily of software licenses. The Company amortizes them over the
shorter of their stated or statutory duration or their estimated useful lives on
a straight-line basis over five years.

Goodwill

Goodwill represents the fair value of the assets acquired in
the acquisitions over the cost of the assets acquired. Goodwill is tested for
impairment on an annual basis of the end of the company's fiscal year, or when
impairment indicators arise. The Company uses a fair-value-based approach to
test for impairment. The Company indirectly acquired two separate companies, Skyrise Technology and Skyrise Digital. Skyrise Technology is engaged in the
sale, installation and development of digital home security networks,
peripherals and software and Skyrise Digital is engaged in the sale,
installation and development of computing network and intelligence systems. As a
result of these acquisitions, the Company recorded goodwill in the amount of
$193,754. This goodwill represents the fair value of the assets acquired in
these acquisitions over the cost of the assets acquired.

Inventory

Inventory consists primarily of raw materials, components,
finished goods and low value consumable goods. Raw materials, components and low
value consumable cost are stated at cost. Cost comprises direct materials and,
where applicable direct labor costs and those overheads that have been incurred
in bringing the inventory to their present location and condition. Finished
goods are stated at the lower of cost (determined on weighted average method) or
net realizable value.

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The Company provides for inventory losses based on obsolescence and levels in excess of forecasted demand. In these cases, inventory is reduced to estimated realizable value based on historical usage and expected demand. Inherent in the
Companys estimates of market value in determining inventory valuation are estimates related to economic trends, future demand for the Companys products, and technical obsolescence of products. When products have been delivered, but the
product revenue associated with the arrangement has been deferred as a result of not meeting the revenue recognition criteria. The Company includes the costs for the delivered items in inventory until recognition of the related revenue occurs.

Allowance for doubtful accounts

The Company reduces gross trade accounts receivable by an allowance for doubtful accounts. The allowance for doubtful accounts is the Companys best estimate of the amount of probable credit losses in the Companys existing accounts
receivable. The Company reviews its allowance for doubtful accounts on a regular basis and all past due balances are reviewed individually for collectability. Account balances are charged off against the allowance after all means of collection have
been exhausted and the potential for recovery is considered remote. Provisions for doubtful accounts for the three months ended March 31, 2010 and year ended December 31, 2009 are $nil. Bad debts written off for the three months ended March 31,
2010 and March 31, 2009 are $nil.

Fair value of financial instruments

The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (Paragraph
820-10-35-37) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands
disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques
used to measure fair value into three (3) broad levels.  The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The
three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3 Pricing inputs that are generally observable inputs and not corroborated by market data.

Stock-based compensation

The Company adopts both ASC Topic 718, Compensation - Stock Compensation and ASC Topic 505-50, Equity-Based Payments to Non-Employees using the fair value method. Under ASC Topic 718 and ASC Topic 505-50, stock compensation
expenses is measured at the grant date on the value of the option or restricted stock and is recognized as expenses, less expected forfeitures, over the requisite service period, which is generally the vesting period.

Retirement benefit costs

PRC state managed retirement benefit programs are defined contribution scheme and the payments to the scheme are charged as expenses when employees have rendered service entitling them to the contribution.

Income taxes

The Company adopted ASC Topic 740, Income Taxes that requires recognition of deferred income tax liabilities and assets for the expected future tax consequences of temporary differences between income tax basis and financial reporting
basis of assets and liabilities. Provision for income taxes consist of taxes currently due plus deferred taxes. Since the Company had no operations within the United States there is no provision for US income taxes and there are no deferred tax
amounts as of March 31, 2010 and December 31, 2009.

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The charge for taxation is based on the results for the year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax is
accounted for using the balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax basis used in the
computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences, and deferred tax assets are recognized to the extent that it is probably that taxable profit will be available against
which deductible temporary differences can be utilized.

Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it related to items credited or
charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Company intends to settle its
current tax assets and liabilities on a net basis.

A tax position is recognized as a benefit only if it is more likely than not that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of
tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the more likely than not test, no tax benefit is recorded. The adoption had no affect on the Companys financial
statements.

Product warranties

Substantially all of the Companys products are covered by a standard warranty of 2 years for products. In the event of a failure of products covered by this warranty, the Company must repair or replace the software or products or, if those
remedies are insufficient, and at the discretion of the Company, provide a refund. The sales contracts encompass its warranty obligations. Occurrence of the failure of products within warranty period is few and insignificant; therefore, the Company
provides nil% of sales income for product warranties for the three months ended March 31, 2010 and March 31, 2009. The product warranty reserve was $nil at March 31, 2010 and December 31, 2009.

Related parties

Parties are considered to be related to the Company if the Company has the ability, directly or indirectly, to control the party, or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where
the Company and the party are subject to common control or common significance. Related parties may be individuals (being members of key management personnel, significant shareholders and/or their close family members) or other entities which are
under the significant influence of related parties of the company where those parties are individuals, and post-employment benefit plans which are for the benefits of employees of the Company or of any entity that is a related party of the Company.

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other financial institutions, and short-term, highly liquid investments which are readily convertible into known amounts of cash and which are subject to an
insignificant risk of changes in value, and have a short maturity of generally within three months when acquired.

Concentration of credit risk

The Companys operations are carried out in the PRC. Accordingly, its business, financial condition and results of operations may be influenced by the political, economic and legal environment in the PRC, and by the general state of the PRC's
economy. The Companys operations in the PRC are subject to specific considerations and significant risks not typically associated with companies in North America and Western Europe. The Companys results may be adversely affected by
changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things.

Cash includes cash on hand and demand deposits in accounts maintained with state owned banks within the Peoples Republic of China. Total cash (not including restricted cash balances) in these banks on March 31, 2010 and December 31, 2009
amounted to $263,944 and $409,718, respectively, of which no deposits are covered by insurance. The Company has not experienced any losses in such accounts and believes it is not exposed to any risks on its cash in bank accounts.

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Recent Accounting Pronouncements

On June 5, 2003, the United States Securities and Exchange Commission (SEC) adopted final rules under Section 404 of the Sarbanes-Oxley Act of 2002 (Section 404), as amended by SEC Release No. 33-9072 on October 13, 2009.
Under the provisions of Section 404 of the Sarbanes-Oxley Act, public companies and their independent auditors are each required to report to the public on the effectiveness of a companys internal controls. The smallest public companies with a
public float below $75 million have been given extra time to design, implement and document these internal controls before their auditors are required to attest to the effectiveness of these controls. This extension of time will expire beginning
with the annual reports of companies with fiscal years ending on or after June 15, 2010. Commencing with its annual report for the fiscal year ending September 30, 2010, the Company will be required to include a report of management on its internal
control over financial reporting. The internal control report must include a statement

In June 2009, the FASB approved the FASB Accounting Standards Codification (the Codification) as the single source of authoritative nongovernmental U.S. GAAP to be launched on July 1, 2009. The Codification does not change
current U.S. GAAP, but is intended to simplify user access to all authoritative U.S. GAAP by providing all the authoritative literature related to a particular topic in one place. All existing accounting standard documents will be superseded and all
other accounting literature not included in the Codification will be considered non-authoritative. The Codification is effective for interim and annual periods ending after September 15, 2009.

In August 2009, the FASB issued the FASB Accounting Standards Update No. 2009-04 Accounting for Redeemable Equity Instruments - Amendment to Section 480-10-S99 which represents an update to section 480-10-S99, distinguishing liabilities
from equity, per EITF Topic D-98,  Classification and Measurement of Redeemable Securities .  The Company does not expect the adoption of this update to have a material impact on its consolidated financial position, results of operations or cash
flows.

In August 2009, the FASB issued the FASB Accounting Standards Update No. 2009-05 Fair Value Measurement and Disclosures Topic 820  Measuring Liabilities at Fair Value , which provides amendments to subtopic 820-10, Fair Value
Measurements and Disclosures  Overall, for the fair value measurement of liabilities. This update provides clarification that in circumstances in which a quoted price in an active market for the identical liability is not available, a
reporting entity is required to measure fair value using one or more of the following techniques: 1. A valuation technique that uses: a. The quoted price of the identical liability when traded as an asset b. Quoted prices for similar liabilities or
similar liabilities when traded as assets. 2. Another valuation technique that is consistent with the principles of topic 820; two examples would be an income approach, such as a present value technique, or a market approach, such as a technique
that is based on the amount at the measurement date that the reporting entity would pay to transfer the identical liability or would receive to enter into the identical liability. The amendments in this update also clarify that when estimating the
fair value of a liability, a reporting entity is not required to include a separate input or adjustment to other inputs relating to the existence of a restriction that prevents the transfer of the liability. The amendments in this update also
clarify that both a quoted price in an active market for the identical liability when traded as an asset in an active market when no adjustments to the quoted price of the asset are required are Level 1 fair value measurements. The Company does not
expect the adoption of this update to have a material impact on its consolidated financial position, results of operations or cash flows

In September 2009, the FASB issued the FASB Accounting Standards Update No. 2009-08 Earnings Per Share  Amendments to Section 260-10-S99, which represents technical corrections to topic 260-10-S99, Earnings per share, based on EITF
Topic D-53, Computation of Earnings Per Share for a Period that includes a Redemption or an Induced Conversion of a Portion of a Class of Preferred Stock  and EITF Topic D-42,  The Effect of the Calculation of Earnings per Share for the Redemption
or Induced Conversion of Preferred Stock . The Company does not expect the adoption of this update to have a material impact on its consolidated financial position, results of operations or cash flows.

In September 2009, the FASB issued the FASB Accounting Standards Update No. 2009-09 Accounting for Investments -Equity Method and Joint Ventures and Accounting for Equity-Based Payments to Non-Employees. This update represents a
correction to Section 323-10-S99-4, Accounting by an Investor for Stock-Based Compensation Granted to Employees of an Equity Method Investee. Additionally, it adds observer comment Accounting Recognition for Certain Transactions Involving Equity
Instruments Granted to Other Than Employees to the Codification. The Company does not expect the adoption to have a material impact on its consolidated financial position, results of operations or cash flows.

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In September 2009, the FASB issued the FASB Accounting Standards Update No. 2009-12 Fair Value Measurements and Disclosures Topic 820  Investment in Certain Entities That Calculate Net Assets Value Per Share (or Its Equivalent) ,
which provides amendments to Subtopic 820-10, Fair Value Measurements and Disclosures-Overall, for the fair value measurement of
investments in certain entities that calculate net asset value per share (or its equivalent). The amendments in this update permit, as a practical expedient, a reporting entity to measure the fair value of an investment that is within the scope of
the amendments in this update on the basis of the net asset value per share of the investment (or its equivalent) if the net asset value of the investment (or its equivalent) is calculated in a manner consistent with the measurement principles of
Topic 946 as of the reporting entitys measurement date, including measurement of all or substantially all of the underlying investments of the investee in accordance with Topic 820. The amendments in this update also require disclosures by
major category of investment about the attributes of investments within the scope of the amendments in this update, such as the nature of any restrictions on the investors ability to redeem its investments a the measurement date, any unfunded
commitments (for example, a contractual commitment by the investor to invest a specified amount of additional capital at a future date to fund investments that will be make by the investee), and the investment strategies of the investees. The major
category of investment is required to be determined on the basis of the nature and risks of the investment in a manner consistent with the guidance for major security types in U.S. GAAP on investments in debt and equity securities in paragraph
320-10-50-1B. The disclosures are required for all investments within the scope of the amendments in this update regardless of whether the fair value of the investment is measured using the practical expedient. The Company does not expect the
adoption to have a material impact on its consolidated financial position, results of operations or cash flows.

In October 2009, the Financial Accounting Standards Board issued an Accounting Standards Update (ASU) regarding accounting for own-share lending arrangements in contemplation of convertible debt issuance or other financing. This ASU
requires that at the date of issuance of the shares in a share-lending arrangement entered into in contemplation of a convertible debt offering or other financing, the shares issued shall be measured at fair value and be recognized as an issuance
cost, with an offset to additional paid-in capital. Further, loaned shares are excluded from basic and diluted earnings per share unless default of the share-lending arrangement occurs, at which time the loaned shares would be included in the basic
and diluted earnings-per-share calculation. This ASU is effective for fiscal years beginning on or after December 15, 2009, and interim periods within those fiscal years for arrangements outstanding as of the beginning of those fiscal years. The
Company is currently assessing the impact of this ASU on its consolidated financial statements.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not Applicable.

ITEMS 4 AND 4A(T). CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) that are designed to ensure that information that would be required to be disclosed in Exchange Act reports is recorded, processed, summarized and
reported within the time period specified in the SECs rules and forms, and that such information is accumulated and communicated to our management, including to our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow
timely decisions regarding required disclosure.

As required by Rule 13a-15 under the Exchange Act, our management, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of March 31,
2010. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of March 31, 2010, and as of the date that the evaluation of the effectiveness of our disclosure controls and procedures was completed, our
disclosure controls and procedures were effective to satisfy the objectives for which they are intended.

Changes in Internal Controls over Financial Reporting

We regularly review our system of internal control over financial reporting and make changes to our processes and systems to improve controls and increase efficiency, while ensuring that we maintain an effective internal control environment. Changes
may include such activities as implementing new, more efficient systems, consolidating activities, and migrating processes.

Other than the foregoing changes, there were no changes in our internal controls over financial reporting during the first quarter of fiscal 2010 that have materially affected, or are reasonably likely to materially affect our internal control over
financial reporting.

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PART II 
OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

From time to time, we may become involved in various lawsuits
and legal proceedings, which arise, in the ordinary course of business. However,
litigation is subject to inherent uncertainties, and an adverse result in these,
or other matters, may arise from time to time that may harm our business. We are
currently not aware of any such legal proceedings or claims that we believe will
have a material adverse affect on our business, financial condition or operating
results.

ITEM 1A. RISK FACTORS.

Not applicable.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND
USE OF PROCEEDS.

We have not sold any equity securities during the quarter ended
March 31, 2010 which sale was not previously disclosed in a current report on
Form 8-K filed during that period.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. (REMOVED AND RESERVED).

ITEM 5. OTHER INFORMATION.

We have no information to include that was required to be but
was not disclosed in a report on Form 8-K during the period covered by this Form
10-Q. There have been no material changes to the procedures by which security
holders may recommend nominees to our board of directors.

ITEM 6. EXHIBITS.

The following exhibits are filed as part of this report or
incorporated by reference:

|Exhibit Number |  | Description                                                                                              
|-------------- |  | ---------------------------------------------------------------------------------------------------------
|               |  |                                                                                                          
|31.1           |  | Certifications of Chief Executive Officer Pursuant to
      Section 302 of the Sarbanes-Oxley Act of 2002
|               |  |                                                                                                          
|31.2           |  | Certifications of Chief Financial Officer Pursuant to
      Section 302 of the Sarbanes-Oxley Act of 2002
|               |  |                                                                                                          
|32.1           |  | Certifications of Chief Executive Officer Pursuant to
      Section 906 of the Sarbanes-Oxley Act of 2002
|               |  |                                                                                                          
|32.2           |  | Certifications of Chief Financial Officer Pursuant to
      Section 906 of the Sarbanes-Oxley Act of 2002

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

|                    | China Skyrise Digital Service Inc.                            
|------------------- | --------------------------------------------------------------
|                    |                                                               
|Dated: May 14, 2010 | /s/ Mingchun Zhou                                             
|                    | Mingchun Zhou                                                 
|                    | Chairman and Chief Executive Officer                          
|                    | (Principal Executive Officer)                                 
|                    |                                                               
|                    |                                                               
|Dated: May 14, 2010 | /s/ Dongmei Wu                                                
|                    | Dongmei Wu                                                    
|                    | Chief Financial Officer                                       
|                    | (Principal Financial Officer and Principal Accounting Officer)

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EXHIBIT INDEX

|Exhibit Number |  | Description                                                                                              
|-------------- |  | ---------------------------------------------------------------------------------------------------------
|               |  |                                                                                                          
|31.1           |  | Certifications of Chief Executive Officer Pursuant to
      Section 302 of the Sarbanes-Oxley Act of 2002
|               |  |                                                                                                          
|31.2           |  | Certifications of Chief Financial Officer Pursuant to
      Section 302 of the Sarbanes-Oxley Act of 2002
|               |  |                                                                                                          
|32.1           |  | Certifications of Chief Executive Officer Pursuant to
      Section 906 of the Sarbanes-Oxley Act of 2002
|               |  |                                                                                                          
|32.2           |  | Certifications of Chief Financial Officer Pursuant to
      Section 906 of the Sarbanes-Oxley Act of 2002

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