UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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 June 30, 2008
      Or

 [ ]   Transition Report Pursuant to Section 13 or 15(d) of the Securities
       Exchange Act of 1934

                          Commission File Number: None

                          TONGJI HEALTHCARE GROUP, INC.

          Nevada                                                   None
--------------------------------------------              --------------------
State or other jurisdiction of incorporation              (I.R.S.) Employer
                                                           Identification No.

                                No.5 Beiji Road,
                             Nanning, Guangxi, China
                          ----------------------------
                     Address of principal executive offices

                                0086-771-2020000
                    ----------------------------------------
               Registrant's telephone number, including area code

                                       N/A
                           -------------------------
                  Former address of principal executive offices

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)  had  been  subject  to such  filing
requirements for the past 90 days.

            Yes ____X_____                      No __________

Indicate by check mark whether the Registrant is a large  accelerated  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. (Check One):

      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
Exchange Act Rule 12b-2 of the Exchange Act). Yes X      No __

         Class of Stock      No. Shares Outstanding                 Date

            Common                 15,812,391                   July 31, 2008

<PAGE>

                          TONGJI HEALTHCARE GROUP, INC.
                           CONSOLIDATED BALANCE SHEETS
              AS OF JUNE 30, 2008 (UNAUDITED) AND DECEMBER 31, 2007

                                                   June 30,        December 31,
                                                     2008              2007
                                                ----------------  ------------
                                                  (UNAUDITED)        (AUDITED)
                   ASSETS
Current Assets
   Cash and cash equivalents                      $  60,930         $   23,165
   Accounts receivable,  net                        357,879            287,593
   Due from related parties                         937,898          1,516,026
   Inventory, net                                   100,878            152,242
   Prepaid expenses and other current assets        106,796             32,779
                                                -----------        -----------
Total Current Assets                              1,564,381          2,011,805

Property, Plant and Equipment, net                3,941,283          2,148,801

Other Assets
   Capital lease deposit                            153,081            143,945
                                                -----------        -----------
TOTAL ASSETS                                    $ 5,658,745        $ 4,304,551
                                                ===========        ===========

    LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities
   Accounts payable and accrued expenses        $  352,353         $   418,368
   Due to related parties                        2,976,662           1,563,842
   Other payable                                   240,462             161,350
   Short term bank loan                            437,375             411,270
   Deferred gain on sale & lease back              110,951             104,329
   Capital lease obiligation-short term            326,519             293,394
                                                ----------         -----------
Total Current Liabilities                        4,444,322           2,952,554

Long Term Liabiliteis
   Capital lease obligation                        516,634             642,968
   Deferred gain on sale & lease back              157,181             199,964
                                                 ----------         ----------
Total Long Term Liabilities                        673,815             842,932
                                                 ----------         ----------

Total Liabilities                                5,118,137           3,795,486

STOCKHOLDERS' EQUITY
 Preferred stocks; $0.001 par value,
   20,000,000 shares authorized and 0 shares
   issued and outstanding                                -                   -
 Common stocks; $0.001 par value, 100,000,000
   shares authorized and 15,812,391 shares
   issued and outstanding respectively              15,813              15,653
 Additional paid in capital                        424,967             347,347
 Subscription receivable                           (77,780)                  -
 Statutory reserve                                  41,812              41,812
 Retained earnings                                  60,331              61,079
 Accumulated other comprehensive income             75,465              43,174
                                                 ---------          ----------
Total Stockholders' Equity                         540,608             509,065
                                                 ---------          ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY      $5,658,745          $4,304,551
                                                ==========          ==========

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


                                      F-1
<PAGE>

                          TONGJI HEALTHCARE GROUP, INC.
        CONSOLIDATED STATEMENTS OF INCOME AND OTHER COMPREHENSIVE INCOME
 FOR THE THREE MONTH PERIODS AND SIX MONTH PERIODS ENDED JUNE 30, 2008 AND 2007
                                   (UNAUDITED)

                                For the three month         For the six month
                                   period ended               period ended
                                      June 30                    June 30
                               ---------------------     ----------------------
                                  2008         2007         2008          2007
                               ---------------------     ----------------------

PATIENT SERVICE REVENUE         $ 712,200   $ 533,615   $ 1,295,309  $1,004,441
  Cost of Revenue                 268,759     279,702       568,547     528,230
                                ---------   ---------   -----------  ----------
GROSS PROFIT                      443,441     253,913       726,762     476,211

OPERATING EXPENSES
  Selling expenses                143,990     121,352       342,133     226,322
  General and administrative
     expenses                      61,114      40,838       103,552      83,924
  Depreciation expenses            96,879      36,931       190,115      73,338
                                ---------   ---------   -----------  ----------
  Total operating expenses        301,983     199,121       635,800     383,584
                                ---------   ---------   -----------  ----------

INCOME FROM OPERATIONS            141,459      54,792        90,962      92,627

OTHER EXPENSE
  Other expense                    (1,755)          -          (798)          -
  Interest expense, net of
    income                         (5,340)     (3,417)      (90,912)     (9,562)
                                ---------   ---------   -----------  ----------
Total Other Expense                (7,095)     (3,417)      (91,710)     (9,562)
                                ---------   ---------   -----------  ----------

NET INCOME (LOSS) BEFORE
INCOME TAXES                      134,363      51,375          (748)     83,065

Provision for Income Taxes              -     (15,894)            -     (26,694)
                                ---------   ---------   -----------  ----------
NET INCOME (LOSS)                 134,363      35,481          (748)     56,371

Foreign currency translation
   gain                            14,616       6,165        32,291      10,064
                                ---------   ---------   -----------  ----------

COMPREHENSIVE INCOME            $ 148,980    $ 41,646    $   31,543  $   66,435
                                =========    ========    ==========  ==========

NET INCOME (LOSS) PER BASIC
AND DILUTED SHARES              $   0.009    $  0.002    $   (0.000) $    0.004
                                =========    ========    ==========  ==========
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OF OUTSTANDING   15,759,698  15,652,557    15,706,128  15,652,557
                               =========   ==========    ==========  ==========

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


                                      F-2
<PAGE>

                                TONJI HEALTHCARE GROUP, INC.
                           CONSOLIDATED STATEMENTS OF CASH FLOWS
                   FOR THE SIX MONTH PERIOD ENDED JUNE 30, 2008 AND 2007
                                        (UNAUDITED)

                                                             2008      2007
                                                          ---------------------
 Cash flows from operating activities:
     Net income (loss)                                  $    (748)    $  56,371
     Adjustments to reconcile net income (loss) to
       net cash provided by operating activities:
           Depreciation and amortization                  190,115       73,338
           Change  in assets and liabilities:
               (Increase) in accounts receivable          (52,171)      67,685
               Decrease in inventory                       59,318       25,815
               (Increase) decrease in prepaid
                  expense and other current assets       (103,589)      24,328
               (Decrease) in accounts payable and
                  accrued expenses                        (14,672)      14,339
               (Decrease) in unearned revenue             (53,921)           -
               Increase in other payables                  58,282            -
                                                        ---------      -------
                    Total adjustment                       83,362      205,505
                                                        ---------     --------

 Net Cash Provided By Operating Activities                 82,614      261,876
                                                        ---------     --------

 Cash flows from investing activities:
     (Acquisitions) of fixed assets                        (2,391)      (3,238)
     Payments for construction work in progress        (1,797,416)
     Decrease (increase) in due from related parties      690,731      (38,700)
                                                       ----------     ---------
 Net Cash Used in Investing Activities                 (1,109,076)     (41,938)
                                                       ----------     ---------
 Cash flows from financing activities:
     Payments of capital lease                           (148,369)           -
     Due to related parties                             1,210,109     (199,085)
                                                       ----------     ---------
 Net Cash Provided by (Used in) Financing Activities    1,061,740     (199,085)
                                                       ----------     ---------
 Effects of foreign currency translation                    2,486          (12)
                                                       ----------     ---------
 Net Increase in Cash and Cash Equivalents                 37,765       20,841

 Cash and Cash Equivalents-Beginning of Period             23,165       16,065
                                                       ----------     ---------
  ash and Cash Equivalents-Ending of Period             $  60,930    $  36,906
                                                        =========    =========
 Cash Paid During the Year for:
   Income taxes                                         $       -    $       -
                                                        =========    =========
     Interest paid                                      $ 118,733
                                                        =========    =========

 Supplemental disclosures for non cash financing
    activities
     Share issued against subscription receivable       $  77,780            -
                                                        =========    =========
     Shares cancelled                                   $      18            -
                                                        =========    =========

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


                                      F-3
<PAGE>

                               TONGJI HEALTHCARE GROUP, INC.
                         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   JUNE 30, 2008 AND 2007

NOTE 1- ORGANIZATION AND BASIS OF PRESENTATION

Nanning Tongji Hospital, Inc. ("NTH") was established in Nanning in the province
of Guangxi of the  Peoples  Republic  of China  ("PRC")  by the  Nanning  Tongji
Medical Co. Ltd. and an individual on October 30, 2003.

NTH is an assigned  hospital for medical  insurance in Nanning and Guangxi.  NTH
contains  specialties in the areas of internal  medicine,  surgery,  gynecology,
pediatrics,    emergency   medicine,    ophthalmology,    medical   cosmetology,
rehabilitation,   dermatology,  otolaryngology,  traditional  Chinese  medicine,
medical imaging, anesthesia,  acupuncture, physical therapy, health examination,
and prevention.

On December 19, 2006, the officers of NTH filed Articles of Incorporation in the
State of Nevada which was approved December 19, 2006 to create Tongji Healthcare
Group,  Inc. a Nevada  corporation (the "Company") and also established  Tongji,
Inc.,  a  Colorado  corporation  ("Tongji")  a wholly  owned  subsidiary  of the
Company.

On December 27, 2006,  Tongji  acquired 100% of the equity in NTH pursuant to an
Agreement and Plan of.  Pursuant to the acquisition of NTH, it became the wholly
owned subsidiary of Tongji.  The Company  incorporated with 50,000,000 shares of
common stock and 20,000,000  shares of preferred  stock both with a par value of
$0.001. The Company issued 15,652,557 shares of common stock to the shareholders
of NTH in  exchange  for  100% of the  issued  and  outstanding  shares  of NTH.
Thereafter  and for  purposes of these  consolidated  financial  statements  the
"Company"  and  "NTH"  are used to refer to the  operations  of  Nanning  Tongji
Hospital  Co.  Ltd.

The  acquisition  of NTH was  accounted for as a reverse  acquisition  under the
purchase method of accounting  since the shareholders of NTH obtained control of
the consolidated  entity.  Accordingly,  the reorganization of the two companies
was  recorded  as a  recapitalization  of NTH,  with NTH  being  treated  as the
continuing operating entity.

According to the PRC Regulation of Healthcare  Institutions,  hospitals shall be
subject to register with the Administration of Health of the local government to
obtain their license for hospital  service  operation.  The Company received its
renewed  operation  license from  Nanning's  government in May of 2005, and this
license remains valid until the next scheduled renewing date of May 2009.

Other existing  regulations  having material  effects on the Company's  business
include  those  dealing  with  physician's  licensing,  usage  of  medicine  and
injection, public security in health and medical advertising.


                                      F-4
<PAGE>

As the Company  maintains a facility with an excess of 100 beds,  they must have
their license renewed at least every three years.  The Company is also obligated
to provide free service or dispatch  their  physicians  or employees  for public
assistance.  The Company has a very small  percentage  of their service for this
area.

NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The  accompanying  unaudited  financial  statements  of the  Company  have  been
prepared in accordance with generally accepted accounting principles for interim
financial information.  Accordingly,  they do not include all of the information
required by generally  accepted  accounting  principles  for complete  financial
statements. In the opinion of management,  all adjustments (consisting of normal
recurring  adjustments)  considered  necessary for a fair presentation have been
included.  Operating  results  for  the  interim  periods  are  not  necessarily
indicative of the results for any future period. These statements should be read
in conjunction with the Company's audited financial statements and notes thereto
for the fiscal year ended December 31, 2007. The results of the six month period
ended June 30, 2008 are not necessarily indicative of the results to be expected
for the full fiscal year ending December 31, 2008.

Principles of  Consolidation

The consolidated  financial statements include the accounts of Tongji Healthcare
Group, Inc. and its wholly owned  subsidiaries  Tongji,  Inc. and Nanning Tongji
Hospital, Inc. All significant  intercompany accounts and transactions have been
eliminated  in  consolidation.

Use of Estimates

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during the reporting  period.  On an on-going basis,  the Company  evaluates its
estimates,  including,  but not limited to, those related to  depreciation,  bad
debts,  income taxes and  contingencies.  Actual results could differ from those
estimates.

Foreign Currency  Translation

The  Company's  functional  currency  is that of the PRC  which  is the  Chinese
Renminbi  (RMB).  The  reporting  currency  is  that of the US  Dollar.  Capital
accounts of the  consolidated  financial  statements are translated  into United
States  dollars  from RMB at their  historical  exchange  rates when the capital
transactions  occurred.  Assets and  liabilities  are translated at the exchange
rates as of the balance sheet date.  Income and  expenditures  are translated at
the average  exchange rate of the year. The RMB is not freely  convertible  into
foreign currency and all foreign currency exchange  transactions must take place
through authorized institutions.  No representation is made that the RMB amounts
could  have  been,  or could be,  converted  into US dollar at the rates used in
translation.


                                      F-5
<PAGE>

The Company records these  translation  adjustments as accumulated
other  comprehensive  income  (loss).  Gains and losses  from  foreign  currency
transactions   are  included  in  other  income  (expense)  in  the  results  of
operations.  For the six month period ended June 30, 2008 and 2007,  the Company
recorded  approximately  $32,291 and $10,064 in transaction gains as a result of
currency translation.

Revenue Recognition

The  Company's  revenue  recognition  policies  are  in  compliance  with  Staff
Accounting  Bulletin  (SAB)  104.  Sales  revenue is  recognized  at the date of
shipment to customers or services has been  rendered  when a formal  arrangement
exists, the price is fixed or determinable,  the delivery is completed, no other
significant  obligations of the Company exist and  collectibility  is reasonably
assured.  Payments  received  before all of the  relevant  criteria  for revenue
recognition are satisfied are recorded as unearned revenue.

The  Company  generates  revenue  from the  individuals  as well as  third-party
payers,  including PRC government programs and insurance providers,  under which
the  hospital is paid based upon  several  methodologies  including  established
charges,  the cost of providing  services,  predetermined  rates per  diagnosis,
fixed  per diem  rates or  discounts  from  established  charges.  Revenues  are
recorded at  estimated  net amounts due from  patients,  third-party  payers and
others for  healthcare  services  provided at the time the service is  provided.
Revenues  for  pharmaceutical  drug  sales are  recognized  upon the drug  being
administered  to a patient or at the time a prescription is filled for a patient
that contain an executed prescription slip by a registered physician.

Revenues are recorded at estimated net amounts due from patients and  government
Medicare funds. The Company's  accounting system calculates the expected amounts
payable  by the  government  Medicare  funds.  The  Company  bills for  services
provided to Medicare  patients  through a medical card (the US  equivalent to an
insurance card).  The Company normally  receives 90% of the billed amount within
90 days with the  remaining  10% upon approval by the end of the year by the PRC
government.  However,  there have not been significant  differences  between the
amounts  the  Company  bills  the  government  Medicare  funds  and the  amounts
collected from the Medicare funds.

Accounts Receivable

Accounts  receivable are recorded at the estimated net  realizable  amounts from
government units, insurance companies and patients.  Generally,  the third-party
payers  reimburse the Company on a 30-day cycle,  so collections for the Company
has  historically  not been considered to be an area that exposes the Company to
additional  risk.  Hospital staff does perform  verification of patient coverage
prior to examinations and/or procedures taking place.


                                      F-6
<PAGE>

For  any  Medicare  patient  who  visits  the  hospital  that is  qualified  for
acceptance, the hospital will only include the portion that the social insurance
organization  in the accounts  receivable  and collects the self-pay  portion in
cash at the time of the service.  At times, the pre-determined rate the hospital
will  charge  may be  different  than  the  approved  Medicare  rate,  thus  the
likelihood  of some bad debt can occur.  Management  continues to evaluate  this
estimate on an ongoing basis.

The Company has established a reserve for  uncollectibles of $59,655 and $54,549
as of June 30, 2008 and December 31, 2007.

Prepaid expenses and other current assets

Prepaid  expenses and other current assets consisted of the following as of June
30, 2008 and December 31, 2007:

                                     June 30, 2008          December 31,2007

      Other receivable                 $ 62,808                 $   935
      Advance to suppliers               43,988                  31,844
      Total                            $106,796                 $32,779

Advertising Costs

The  Company  expenses  the  costs  associated  with  advertising  as  incurred.
Advertising  expenses  for the six month  period ended June 30, 2008 and 2007 of
$107,132 and  $144,244,  respectively  are  included in selling and  promotional
expenses  in the  statements  of income.  Advertising  costs  include  marketing
brochures and an advertising campaign to the public.

Earnings (Loss) Per Share of Common Stock

Earnings per share is calculated  in accordance  with the Statement of financial
accounting  standards No. 128 (SFAS No. 128), "Earnings per share". SFAS No. 128
superseded  Accounting  Principles  Board  Opinion  No.15 (APB 15). Net loss per
share for all periods  presented  has been  restated to reflect the  adoption of
SFAS No. 128. Basic net loss per share is based upon the weighted average number
of  common  shares  outstanding.  Diluted  net  loss  per  share is based on the
assumption that all dilutive convertible shares and stock options were converted
or exercised.  Dilution is computed by applying the treasury stock method. Under
this method,  options and warrants are assumed to be exercised at the  beginning
of the period (or at the time of issuance,  if later),  and as if funds obtained
thereby were used to purchase  common  stock at the average  market price during
the period.

The Company has not  granted  any options or warrants  during 2008 or 2007,  and
there are no options or warrants  outstanding  as of June 30, 2008 and  December
31, 2007.


                                      F-7
<PAGE>

Income Taxes

The Company utilizes SFAS No. 109, "Accounting for Income Taxes," which requires
the  recognition of deferred tax assets and  liabilities for the expected future
tax  consequences of events that have been included in the financial  statements
or tax returns. Under this method,  deferred income taxes are recognized for the
tax consequences in future years of differences  between the tax bases of assets
and liabilities and their financial  reporting  amounts at each period end based
on enacted tax laws and statutory  tax rates  applicable to the periods in which
the differences are expected to affect taxable income.  Valuation allowances are
established,  when  necessary,  to reduce  deferred  tax  assets  to the  amount
expected to be realized.

In  accordance  with the  relevant tax laws and  regulations  of PRC and US, the
corporation  income tax rate would  typically be 33% in the PRC. The Company has
received a waiver (duty free certificate) from the taxing authorities in the PRC
for  corporate  enterprise  income  tax for the year ended  2004  through  2006.
Effective 2007, the Company will be taxed at the rate of 33%.

Beginning  January 1, 2008, the new Enterprise Income Tax (EIT) law will replace
the  existing  laws  for  Domestic   Enterprises   (DES)  and  Foreign  Invested
Enterprises  (FIEs).  The new standard EIT rate of 25% will replace the 33% rate
currently applicable to both DES and FIEs.

In addition,  companies in the PRC are required to pay business taxes consisting
of 5% of income they derive from providing  medical treatment and city construct
taxes,  and educational  taxes are based on 7% and 3% of the business taxes, and
the  Company  had  accrued  these  taxes  for 2005.  The  Company  has  received
notification  that they are exempt  from these  taxes for the years  ending 2006
through 2008.

Segment Information

Statement of Financial  Accounting  Standards No. 131 ("SFAS 131"),  "Disclosure
About  Segments of an Enterprise  and Related  Information"  requires use of the
"management approach" model for segment reporting. The management approach model
is based on the way a company's management organizes segments within the company
for making operating  decisions and assessing  performance.  Reportable segments
are based on products  and  services,  geography,  legal  structure,  management
structure, or any other manner in which management disaggregates a company. SFAS
131 has no effect on the  Company's  consolidated  financial  statements  as the
Company  consists  of one  reportable  business  segment.  All  revenue  is from
customers in People's Republic of China. All of the Company's assets are located
in People's Republic of China.

Recent Accounting Pronouncements

In December  2007,  the FASB issued SFAS No. 160,  "Noncontrolling  Interests in
Consolidated Financial Statements", which is an amendment of Accounting Research
Bulletin ("ARB") No. 51. This statement clarifies that a noncontrolling interest
in a subsidiary is an ownership interest in the consolidated  entity that should
be reported as equity in the consolidated  financial statements.  This statement
changes the way the consolidated  income statement is presented,  thus requiring




                                      F-8
<PAGE>

consolidated  net income to be  reported  at amounts  that  include  the amounts
attributable to both parent and the noncontrolling  interest.  This statement is
effective for the fiscal years,  and interim  periods within those fiscal years,
beginning  on or after  December  15,  2008.  Based on current  conditions,  the
Company does not expect the adoption of SFAS 160 to have a significant impact on
its results of operations or financial position.

In  December  2007,  the FASB  issued  SFAS No. 141  (revised  2007),  "Business
Combinations."  This  statement  replaces  FASB  Statement  No.  141,  "Business
Combinations."  This statement retains the fundamental  requirements in SFAS 141
that the  acquisition  method of accounting  (which SFAS 141 called the purchase
method)  be used  for  all  business  combinations  and  for an  acquirer  to be
identified for each business combination. This statement defines the acquirer as
the entity  that  obtains  control  of one or more  businesses  in the  business
combination and  establishes the acquisition  date as the date that the acquirer
achieves  control.  This statement  requires an acquirer to recognize the assets
acquired,  the  liabilities  assumed,  and any  noncontrolling  interest  in the
acquiree at the acquisition date, measured at their fair values as of that date,
with limited  exceptions  specified in the  statement.  This  statement  applies
prospectively  to business  combinations for which the acquisition date is on or
after the beginning of the first annual  reporting  period beginning on or after
December 15, 2008.  The Company does not expect the adoption of SFAS 160 to have
a significant impact on its results of operations or financial position.

In March,  2008,  the FASB issued FASB  Statement  No. 161,  "Disclosures  about
Derivative Instruments and Hedging Activities".  The new standard is intended to
improve financial reporting about derivative  instruments and hedging activities
by requiring enhanced disclosures to enable investors to better understand their
effects on an  entity's  financial  position,  financial  performance,  and cash
flows.  It is effective  for  financial  statements  issued for fiscal years and
interim  periods  beginning  after  November  15, 2008,  with early  application
encouraged.  The new standard also improves  transparency about the location and
amounts of  derivative  instruments  in an entity's  financial  statements;  how
derivative  instruments  and  related  hedged  items  are  accounted  for  under
Statement  133; and how derivative  instruments  and related hedged items affect
its financial position, financial performance, and cash flows.

FASB Statement No. 161 achieves these  improvements  by requiring  disclosure of
the fair  values  of  derivative  instruments  and their  gains and  losses in a
tabular format. It also provides more information about an entity's liquidity by
requiring  disclosure  of  derivative  features  that are  credit  risk-related.
Finally,  it requires  cross-referencing  within  footnotes to enable  financial
statement users to locate important.  Based on current  conditions,  the Company
does not expect the  adoption  of SFAS 161 to have a  significant  impact on its
results of operations or financial position.

In May 0f 2008,  FSAB issued SFASB No.162,  The Hierarchy of Generally  Accepted
Accounting  Principles.  The pronouncement mandates the GAAP hierarchy reside in
the  accounting  literature  as  opposed to the audit  literature.  This has the
practical impact of elevating FASB Statements of Financial  Accounting  Concepts
in the  GAAP  hierarchy.  This  pronouncement  will  become  effective  60  days
following SEC  approval.  The company does not believe this  pronouncement  will
impact its financial statements.

In May of 2008,  FASB issued SFASB No. 163,  Accounting for Financial  Guarantee
Insurance Contracts-an interpretation of FASB Statement No. 60. The scope of the
statement  is  limited  to  financial   guarantee  insurance  (and  reinsurance)
contracts.  The  pronouncement  is effective  for fiscal years  beginning  after

                                      F-9
<PAGE>


December 31, 2008. The company does not believe this  pronouncement  will impact
its financial statements.

NOTE 3- PROPERTY & EQUIPMENT

Property & equipment  as of June 30, 2008 and  December  31, 2007  comprised  of
following:

                               Estimated        June 30,       December 31,
                             Useful Lives         2008            2007
                               (Years)

Office equipment               5-10           $   71,946     $   67,652
Medical equipment               5              1,064,306        994,968
Fixtures                        10               105,997        103,172
Vehicles                        5                 40,595         38,171
Construction in progress                       2,999,519      1,081,640

                                               4,282,363      2,285,603
Less: accumulated depreciation                  (341,080)      (136,802)
                                               ---------     ----------
Property and equipment, net                  $ 3,491,283     $2,148,801
                                             ===========     ==========

Depreciation  expense charged to operations was $190,115 and $73,338 for the six
month period ended June 30, 2008 and 2007, respectively.

NOTE 4- INVENTORIES

Inventories  consisted  of the  following  as of June 30, 2008 and  December 31,
2007:

                                 June 30, 2008        December 31,2007

Western medicine                    $91,769               $141,082
Traditional Chinese medicine          9,109                 11,160
                                   --------               --------
Total                              $100,878               $152,242



                                      F-10
<PAGE>

NOTE 5- CAPITAL LEASE OBLIGATIONS:

Lease Deposit

The lease  deposit as June 30,  2008 and  December  31, 2007 were  $153,081  and
$143,945 respectively. It is due on November 2010.

Deferred Gain on sale and lease back

The  total  gain on sale and  lease  back  was  $332,854.  According  to SFAS 13
"Accounting for Leases" this gain is deferred and amortized over the Lease term.
Accordingly,  $53,922 and $0 were  amortized for the six month period ended June
30, 2008 and 2007 respectively.

The deferred revenue  outstanding as of June 30, 2008 and December 31, 2007 were
as follows:

                        June 30, 2008          December 31, 2007

      Current            $ 110,951                     $104,329
      Long term            157,181                      199,964
                         ---------                     ---------
                         $ 268,132                     $304,293
                         ---------                     ---------

Capital Lease Obligations

In 2007, the Company leased various  equipments under capital leases expiring in
2010. The assets and liabilities  under capital leases are recorded at the lower
of the  present  value of the  minimum  lease  payments or the fair value of the
asset.  The assets are depreciated  over the lesser of their related lease terms
or their estimated productive lives. Depreciation of assets under capital leases
was  included in  depreciation  expense for the six month  period ended June 30,
2008.

Aggregate minimum future lease payments under capital leases for next five years
after June 30, 2008 are as follows:


 1 year after June 30, 2008  $  390,006
  2 year after June 30, 2008    390,006
  3 year after June 30, 2008    162,502
                             ----------
  Total                      $  942,514
                             ===========


                                      F-11
<PAGE>

Capital lease obligations  represent the following at June 30, 2008 and December
31, 2007:

                                            June 30, 2008     December 31, 2007
                                            -------------     -----------------

Total minimum lease payments                $  942,514          $  1,069,623
Less : Interest expense relating to future
    periods                                     99,361              (133.261)
                                            ----------          ------------
Present value of the minimum lease
    payments                                   843,153               936,362
Less: current portion                          326,519               293,394
                                            ----------          ------------
Non-current portion                         $  516,634          $    642,968
                                            ==========          ============

Following  is a summary of fixed  assets held under  capital  leases at June 30,
2008 and December 31, 2007:

                                            June 30, 2008     December 31, 2007
                                            -------------     -----------------

Medical Equipment                           $1,020,542          $    959,630
Less: accumulated depreciation                (201,895)              (27,959)
                                            ----------          ------------
Net                                         $  818,647          $    931,671
                                            ----------          ------------

NOTE 6- OTHER PAYABLE

Other  payable  as of June 30,  2008  and  December  31,  2007  consists  of the
following:

                                            June 30, 2008     December 31, 2007
                                            -------------     -----------------

         Advance from customers             $    9,242          $   17,325
         Welfare payable                        83,712              78,873
         Other payable                         147,508              65,152
                                            ----------          ----------
         Total                              $  240,462          $  161,350
                                            ==========          ==========

NOTE 7 - SHORT TERM LOANS

In July 2007, the Company borrowed short term loan from a financial  institution
in PRC for  $145,792  (RMB 1 million).  In August  2007,  the  Company  borrowed
another short term loan from the same financial  institution in PRC for $291,583
(RMB 2 million).  Both the above loans are  guaranteed by the Tongji Group.  The
debt accrues  interest at the banks benchmark rate plus 20 basis points (ranging
between 8.21% and 8.75%).  The debt has a maturity of one year and is secured by
the Company's assets.


                                      F-12
<PAGE>

The  interest  expenses  were $19,372 and $0 for the six month period ended June
30, 2008 and
2007.

NOTE 8- STOCKHOLDERS' EQUITY

Common Stock

As of June 30, 2008 and December 31, 2007, the Company has 100,000,000 shares of
common
stock authorized with a par value of $0.001.

As of April 30, 2008, the company issued 177,834 shares for $77,780. The Company
has not received the cash amount against the issuance of shares through June 30,
2008,  therefore  the  amount is being  reflected  as  subscription  receivable.
Subsequent  to the period  ended June 30,  2008,  the Company  received  $77,780
against the subscription receivable.  During the period ended June 30, 2008, the
company  cancelled 18,000 previously issued shares as such shares were issued in
error.

The Company has not  granted  any options or warrants  during 2008 or 2007,  and
there are no options or warrants  outstanding  as of June 30, 2008 and  December
31, 2007.

Preferred Stock

As of June 30, 2008 and December 31, 2007, the Company has 20,000,000  shares of
preferred  stock  authorized  with a par  value of  $0.001.  There are no shares
issued and outstanding.

Statutory Reserves

As  stipulated by the Company Law of the People's  Republic of China (PRC),  net
income after taxation can only be distributed as dividends  after  appropriation
has been made for the following:

i.    Making up cumulative prior years' losses, if any;

ii.   Allocations to the "Statutory  surplus reserve" of at least 10% of income
      after tax, as  determined  under PRC  accounting  rules and  regulations,
      until the fund amounts to 50% of the Company's registered capital;

iii.  Allocations  of 5-10% of  income  after  tax,  as  determined  under  PRC
      accounting  rules and  regulations,  to the Company's  "Statutory  common
      welfare  fund",  which  is  established  for  the  purpose  of  providing
      employee  facilities  and  other  collective  benefits  to the  Company's
      employees; and

iv.   Allocations  to the  discretionary  surplus  reserve,  if approved in the
      stockholders' general meeting.

                                      F-13
<PAGE>

Pursuant to the new  Corporate  Law  effective on January 1, 2006,  there is now
only one "Statutory surplus reserve"  requirement.  The reserve is 10 percent of
income after tax, not to exceed 50 percent of registered capital.

The Company did not  appropriate  reserve for the statutory  surplus reserve for
the six month period ended June 30, 2008, and 2007.

NOTE 9- PROVISION FOR INCOME TAXES

In accordance  with the relevant tax laws and  regulations of PRC, the corporate
income tax rate is 25%. As noted, the corporate income tax for 2004 through 2006
was 0% due to the  Company's  receipt  of a  waiver  (tax  relief)  from the PRC
government as they acquired a previous  government-owned hospital and privatized
it and improved it. Commencing, 2008, the corporate tax rate will be 25%.

Income tax for the six month period  ended June 30, 2008 and 2007 is  summarized
as follows:

                                               2008           2007
                                               ----           ----

   U.S. Federal and State Current          $      --       $     --
   U.S. Federal and State Deferred                --             --
   PRC - Current                                  --         26,694
                                           ---------       --------
    PRC - Deferred                                --             --
                                           ---------       --------
   Less: Valuation allowance                      --             --
                                           ---------       --------
Income tax expense (benefit)               $      --       $ 26,694
                                           =========       ========

A reconciliation of the effective income tax rate is as follows:

                                                   2008           2007

      Tax at U.S. Federal rate                      34%           34%

      U.S. tax exemption                           (34)%         (34)%
                                                     0%            0%
      PRC Tax rate                                  25%           33%
      Valuation allowance                          (25)%           --
                                                  ------        ------
      Current tax provision                          0%           33%

The Company does not have any  significant  deferred tax asset or liabilities in
the PRC tax jurisdiction as of June 30, 2008.


                                      F-14
<PAGE>

NOTE 10- RELATED PARTY TRANSACTIONS

Due from/to Related Party

The Company has entered into  agreements  with Nanning Tongji Chain Pharmacy Co.
Ltd. and Guangxi Tongji Medicine Co. Ltd.  whereby the Company from time to time
will advance  amounts to assist them in their  operations.  The three  companies
have common major  shareholders.  The advanced amounts accrue interest at a rate
of 6% per annum.  The amount of  receivable as of June 30, 2008 and December 31,
2007 were  $937,898 and  $1,516,026.  Interest  incomes for the six month period
ended June 30, 2008 and 2007 were $35,266 and $22,462, respectively.

The Company has entered into an agreement with the Chairman and the  shareholder
of the Company whereby the Company from time to time will be advanced amounts to
assist them in their operations.  The advanced amounts accrue interest at a rate
of 6% per annum.  As of June 30, 2008 and  December  31,  2007,  $2,976,662  and
$1,563,842  were  payable to their  Chairman,  shareholder  and  Guangxi  Tongji
Medicine Co. Ltd. respectively. Interest expenses for the six month period ended
June 30, 2008 and 2007 were $66,647 and $75,991, respectively.

Rental

The Company has entered into a lease  agreement for their  hospital with Guangxi
Tongji  Medicine  Co.  Ltd that  expires  December  2008.  Monthly  rentals  are
16,438.86 per month (RMB).  Based on the exchange rate at June 30, 2008, minimum
future lease payments are as follows:

1 year after June 30, 2008   $14,379

NOTE 11 - MAJOR CUSTOMERS AND SUPPLIERS

The Company had two suppliers that accounted for 57% and 13% of purchase for the
six month  period  ended  June 30,  2008.  Accounts  payable  from  these  major
suppliers were $0 and $31,972 as of June 30, 2008.

The Company  does not have any major  customers  for the six month  period ended
June 30, 2008 as the customers are mostly patients.


                                      F-15
<PAGE>

ITEM 2.   MANAGEMENTS  DISCUSSION AND ANALYSIS OF FINANCIAL  CONDITION AND PLAN
          OF OPERATION

     You should read the  following  discussion  and  analysis of our  financial
condition and results of operations in conjunction with our financial statements
and  the  related  notes  included  elsewhere  in  this  report.  Our  financial
statements  have been prepared in accordance  with U.S.  GAAP. In addition,  our
financial  statements and the financial data included in this report reflect our
reorganization and have been prepared as if our current corporate  structure had
been in place  throughout  the relevant  periods.  The following  discussion and
analysis   contains   forward-looking   statements   that   involve   risks  and
uncertainties.  Actual results could differ  materially  from those projected in
the forward-looking statements.

                                    Overview

     We were organized as a Nevada corporation on December 19, 2006. On December
27,  2006 we  issued  15,652,557  shares  of our  common  stock to  acquire  all
outstanding  shares of Nanning Tongji  Hospital Co., Ltd.,  which we refer to as
"Tongji  Hospital,"  a PRC  company  which was formed in October 30,  2003.  The
purpose of the transaction was to redomicile us as a Nevada corporation.  Unless
otherwise  indicated,  all references to us throughout  this report includes the
operations of Tongji Hospital.

     Our   critical   accounting   policies,   as  well  as  recent   accounting
pronouncements  which  apply to us,  are  described  in Note 2 to our  financial
statements which are included as part of this prospectus.

Results of Operation

     Material changes of items in our Statement of Operations for the six months
ended June 30,  2008,  as compared to the six months  ended June 30,  2007,  are
discussed below.

     Patient  Service  Revenue:  The increase in revenues was the result of more
patients being treated by our hospital, due to our increased reputation as being
a preferred  provider of health care services in the region, and a change in our
patient mix. In 2008 the  percentage  of  inpatients  increased.  Generally,  we
receive greater revenue from an inpatient,  as opposed to an outpatient,  due to
the length of the stay and the services provided to an inpatient.

     Operating  Expenses:  Selling and promotion  expenses increased due to more
amounts  spent on promoting on the company's  service and products.  General and
administrative fees increased due to increased professional fees.  Depreciation,
amortization  and  expenses   increased  mainly  due  to  the  depreciation  and
amortization of new leased medical equipments.

Trends, Events and Uncertainties

     The China  Ministry  of Health,  as well as other  related  agencies,  have
proposed  changes to the prices we can charge for  medical  services,  drugs and
medications.  We cannot predict the impact of these  proposed  changes since the
changes are not fully defined and we do not know whether those proposed  changes
will ever be  implemented  or when they may take  effect.

                                        1
<PAGE>

     We would normally be required to pay a tax of 5% of the income derived from
providing  medical  treatment plus city construction and educational taxes equal
to 7% and 3% respectively,  of the business tax. We accrued these taxes for 2005
but are exempt from these taxes for 2006, 2007 and 2008.

     Other than the factors listed above we do not know of any trends, events or
uncertainties that have had or are reasonably expected to have a material impact
on our net sales or revenues or income from continuing operations.  Our business
is not seasonal in nature.

Accounting Estimates

     In the United States most hospitals  have  contracts with health  insurance
companies  which  provide that patients  with health  insurance  will be charged
reduced  rates for  healthcare  services.  Reduced  rates are also  charged  for
Medicare and Medicaid patients.  Although the patient is billed for the services
provided by the hospital at the higher rate normally charged to patients without
insurance  the amount  billed is reduced by the  charges  paid by the  insurance
carrier and by the difference  (sometimes known as the "contractual  allowance")
between the normal rate for the services and the reduced rate which the hospital
estimates it will receive from Medicare, Medicaid and insurance companies.

     For  financial  reporting  purposes,  hospitals in the United States record
revenues based upon  established  billing rates less adjustments for contractual
allowances.  Revenues are recorded based upon the estimated amounts due from the
patients and third-party payors, including federal and state agencies (under the
Medicare and Medicaid  programs)  managed care health  plans,  health  insurance
companies, and employers.  Estimates of contractual allowances under third-party
payor  arrangements  are based upon the payment  terms  specified in the related
contractual   agreements.   Third-party  payor  contractual  payment  terms  are
generally  based upon  predetermined  rates per  diagnosis,  per diem rates,  or
discounted fee-for-service rates.

     Due to the  complexities  involved in  determining  amounts  ultimately due
under  reimbursement  arrangements  with a large number of  third-party  payors,
which are often subject to interpretation,  the reimbursement  actually received
by U.S.  hospitals  for health care services is sometimes  different  from their
estimates.

     The medical  system in China is different  than that in the United  States.
Private medical insurance is not generally  available to the Chinese  population
and as a result  services and  medications  provided by our hospital are usually
paid for in cash or by the Medicare agencies of the Nanning municipal government
and  the  Guangxi  provincial  government.   Our  billing  system  automatically
calculates the  reimbursements  to which we are entitled based upon  regulations
promulgated by the Medicare agencies. We bill the Medicare agencies directly for
services provided to patients coved by the Medicare programs.  Since we bill the
Medicare  agencies  directly,  our gross revenues are not reduced by contractual
allowances.

     Since we only deal with the Nanning  municipal  and the Guangxi  provincial
Medicare  agencies  we  are  familiar  with  their  regulations   pertaining  to
reimbursements.  As a result,  there is normally no material  difference between
the amounts we bill and the amounts we receive for services provided to Medicare
patients.

                                       2
<PAGE>

Liquidity and Capital Resources

     The  following  shows our  material  sources  and (uses) of cash during the
periods presented:

                                                              June 30,
                                                          2008         2007

     Cash provided by operations                        $82,614     $261,876
     Purchase of medical equipment                       (2,391)      (3,238)
     Additions to medical building                   (1,797,416)          --
     Net loans (to) or from related parties             519,378     (160,385)
     Capital lease payments                            (148,369)          --
     Other                                                2,486          (12)

     Future payments due on our material contractual  obligations as of June 30,
2008 are as follows:

   Item                    Total       2009       2010      2011     Thereafter

 Capital Leases          $942,514    $390,006   $390,006  $162,502       --


     Except as shown  above,  as of June 30,  2008 we did not have any  material
capital requirements.

     Virtually all of our accounts receivable at June 30, 2008 and June 30, 2008
were due from the Nanning and Guangxi Medicare agencies.  The age of our account
receivables as of June 30, 2008 and 2007 is shown below:

                                             June 30, 2008     June 30, 2007

            Less than 30 days old                 22%                 31%
            31 to 60 days old                     23%                 33%
            61 to 90 days old                     23%                 36%
            Over 90 days old                      32%                 --


     A  receivable  is  recorded  as a bad debt and is written off if it is more
than 90 days old and we consider it to be  uncollectable.  During the six months
ended June 30, 2008 and 2007 we did not write off any bad debts.

     Income from our  operations  has been, and is expected to be in the future,
our primary
source of cash.

     We do not have any  off-balance  sheet  items  reasonably  likely to have a
material effect on our financial condition.

                                       3
<PAGE>

ITEM 4T.    CONTROLS AND PROCEDURES

     Yun-Hui Yu, our  Principal  Executive  Officer,  and  Wei-Dong  Huang,  our
Principal  Financial  Officer,  evaluated the  effectiveness  of our  disclosure
controls and procedures as of the end of the period covered by this report;  and
in their opinion our disclosure controls and procedures were effective.

     Our management is responsible for  establishing  and  maintaining  adequate
internal control over financial  reporting as required by  Sarbanes-Oxley  (SOX)
Section  404.A.  Our  internal  control  over  financial  reporting is a process
designed under the supervision of its Chief  Executive and Financial  Officer to
provide reasonable  assurance  regarding the reliability of financial  reporting
and the  preparation  of our  financial  statements  for  external  purposes  in
accordance with Generally Accepted Accounting Principles.

     As of the end of the period covered by this report, our management assessed
the effectiveness of our internal control over financial  reporting based on the
criteria for effective internal control over financial reporting  established in
Internal  Control - Integrated  Framework  issued by the Committee of Sponsoring
Organizations of the Treadway Commission ("COSO") and SEC guidance on conducting
such assessments. Based on that evaluation, our management concluded that during
the period  covered by this report our  internal  controls and  procedures  were
effective.

     There were no changes in our internal  controls  over  financial  reporting
that occurred during the quarter ended June 30, 2008 that have affected,  or are
reasonably  likely to materially  affect,  our internal  control over  financial
reporting.


                                       4
<PAGE>
                                     PART II
                                OTHER INFORMATION


Item 6. Exhibits

Exhibit
Number      Exhibit Name

3.1         Articles of Incorporation (1)

3.2         Bylaws (1)

10.1        Distribution Agreement with Ingram Micro, Inc. (1)

31          Rule 13a-14(a) Certifications

32          Section 1350 Certifications

(1)  Incorporated  by  reference to the same  exhibit  filed with the  Company's
     Registration Statement on Form SB-2 (Commission File # 333-140645).




                                       5
<PAGE>
                                   SIGNATURES


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

                                     TONGJI HEALTHCARE GROUP, INC.


August 2, 2008                       By: /s/ Yun-hui Yu
                                         ------------------------------
                                         Yun-hui Yu, Principal Executive Officer


August 2, 2008                       By: /s/ Wei-dong Huang
                                         ------------------------------
                                         Wei-dong Huang, Principal Financial
                                            Officer







                                       6
<PAGE>