**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**





**WASHINGTON,
      D.C. 20549**





**AMENDMENT
      NO. 1 TO**


**FORM
      10-K/A**





**x ANNUAL
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF**
              **THE
                SECURITIES EXCHANGE ACT OF 1934****FOR
                THE FISCAL YEAR ENDED DECEMBER 31, 2006****OR****o****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. 000-51981**




**ASIA
      TIME CORPORATION**


(E *xact
      Name Of Registrant As Specified In Its Charter* )





**Delaware**
            
            **N/A***(State
                or other jurisdiction of*
              *incorporation
                or organization)*
            
            *(I.R.S.
                Employer*
              *Identification
                No.)***Room
                1601-1604, 16/F., CRE Centre**
              **889
                Cheung Sha Wan Road, Kowloon, Hong Kong**
            
            **N/A***(Address
                of principal executive offices)*
            
            *(Zip
                Code)*





*Registrant’s
      telephone number, including area code* : **(852)-23100101**




SECURITIES
      REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:


None.




SECURITIES
      REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:


Common
      Stock, $.0001 par value




Indicate
      by check mark if the registrant is a well-known seasoned issuer, as defined
      in
      Rule 405 of the Securities Act.




Yes o No x




Indicate
      by check mark if the registrant is not required to file reports pursuant to
      Section 13 or Section 15(d) of the Act.




Yes o No x




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 o




Indicate
      by check mark if disclosure of delinquent filers pursuant to Item 405 of
      Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not
      be contained, to the best of registrant’s knowledge, in definitive proxy or
      information statements incorporated by reference in Part III of this Form 10-K
      or any amendment to this Form 10-K. o




Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, or a non-accelerated filer.  See definition of
      accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange
      Act. (Check one):




Large
      accelerated filer o Accelerated
      filer o Non-accelerated
      filer x




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





Yes o No x




There
      were 23,156,629 shares outstanding of registrant’s common stock, par value
      $.0001 per share, as of March 31, 2007. The registrant’s common stock is not
      traded or listed on any exchange.





Documents
      Incorporated by Reference: None.










**EXPLANATORY
      NOTE**





This
      Amendment No. 1 (this “Amendment”) on Form 10-K/A, which amends items identified
      below with respect to the Form 10-K, filed by Asia Time Corporation (“we” or
“the Company”) with the Securities and Exchange Commission (the “SEC”) on April
      17, 2007 (the “Original Filing”) is being filed to reflect amendments and
      changes to financial and other disclosures contained in the Form 8-K. Unless
      indicated otherwise, the disclosures in this Amendment continues to describe
      conditions as of the date of the Original Filing, and the disclosures contained
      herein have not been updated to reflect events, results or developments that
      have occurred after the Original Filing, or to modify or update those
      disclosures affected by subsequent events. As a result of this Amendment, the
      certifications pursuant to Section 302 and Section 906 of the Sarbanes-Oxley
      Act
      of 2002, filed as exhibits to our 10-K have been revised, re-executed and
      re-filed as of the date of this Amendment. Among other things, forward-looking
      statements made in the Original Filing have not been revised to reflect events,
      results or developments that have occurred or facts that have become known
      to us
      after the date of the Original Filing, and such forward-looking statements
      should be read in their historical context. This Amendment should be read in
      conjunction with the Company’s filings made with the SEC subsequent to the
      Original Filing, including any amendments to those filings.





Please
      note that the Company was originally organized as a “blank check” shell company
      to investigate and acquire a target company or business seeking the perceived
      advantages of being a publicly held corporation. On January 23, 2007 (the
“Effective Date”), the Company closed a share exchange transaction (the “Share
      Exchange”) pursuant to which it (i) became the 100% parent of Times Manufacture
& E-Commerce Corporation Limited, a British Virgin Islands corporation
      (“Times Manufacture”), which has eight wholly-owned subsidiaries consisting of
      Times Manufacturing & E-Commerce Corporation Ltd., TME Enterprise Ltd.,
      Citibond Design Ltd. and Megamooch Online Ltd., each of which is a British
      Virgin Islands corporation, and the Hong Kong incorporated subsidiaries Billow
      Win International Enterprise Ltd., Goldcome Industrial Ltd., Citibond Industrial
      Ltd., and Megamooch International Ltd., (ii) assumed the operations of Times
      Manufacture and its subsidiaries, and (iii) changed its name from SRKP 9, Inc.
      to Asia Time Corporation. The Company reported the closing of the Share Exchange
      in the Current Report on Form 8-K filed with the Securities and Exchange
      Commission on January 29, 2007. This Annual Report on Form 10-K contains
      information regarding the Company and Times Manufacture, as indicated
      herein.





Since
      the
      Share Exchange closed subsequent to the reporting period covered by the Annual
      Report on Form 10-K, this report includes both discussion of our business as
      it
      existed as of December 31, 2006 and of the Company’s business post-Share
      Exchange, as the 100% parent of Times Manufacture, to ensure that the disclosure
      included herein is complete and not misleading. The sections entitled
“ *SRKP
      9, INC.* ”
      describe the Company prior to January 23, 2007 and the sections entitled
“ *ASIA
      TIME CORPORATION* ”
      describe the Company on and after January 23, 2007.





2


**ASIA
      TIME CORPORATION**





**TABLE
      OF CONTENTS TO ANNUAL REPORT ON FORM 10-K**


**For
      the Fiscal Year Ended December 31, 2006**





**ITEM**
            
            
            
            ******Page****PART
                I**Item
                1.
            
            Business
            
            6Item
                1A.
            
            Risk
                Factors
            
            13Item
                1B.
            
            Unresolved
                Staff Comments
            
            28Item
                2.
            
            Properties
            
            28Item
                3.
            
            Legal
                Proceedings
            
            28Item
                4.
            
            Submission
                of Matters to a Vote of Security Holders
            
            28**PART
                II**Item
                5.
            
            Market
                for Registrant’s Common Equity, Related Stockholder Matters and Issuer
                Purchases of Equity Securities
            
            29Item
                6.
            
            Selected
                Financial Data
            
            32Item
                7.
            
            Management's
                Discussion and Analysis of Financial Condition and Results of
                Operations
            
            36Item
                7A.
            
            Quantitative
                and Qualitative Disclosures about Market Risk
            
            50Item
                8.
            
            Financial
                Statements and Supplementary Data
            
            50Item
                9.
            
            Changes
                in and Disagreements with Accountants on Accounting and Financial
                Disclosure
            
            50Item
                9A.
            
            Controls
                and Procedures
            
            50Item
                9B.
            
            Other
                Information
            
            51**PART
                III**Item
                10.
            
            Directors,
                Executive Officers and Corporate Governance
            
            52Item
                11.
            
            Executive
                Compensation
            
            55Item
                12.
            
            Security
                Ownership of Certain Beneficial Owners and Management and Related
                Stockholder Matters
            
            58Item
                13.
            
            Certain
                Relationships and Related Transactions, and Director
                Independence
            
            60Item
                14.
            
            Principal
                Accounting Fees and Services
            
            61**PART
                IV**Item
                15.
            
            Exhibits
                and Financial Statement Schedules
            
            62Signatures
            
            63


3


**CAUTIONARY
      STATEMENT REGARDING FORWARD-LOOKING STATEMENTS**




The
      information contained in this report, including in the documents incorporated
      by
      reference into this report, includes some statement that are not purely
      historical and that are “forward-looking statements.” Such forward-looking
      statements include, but are not limited to, statements regarding our and their
      management’s expectations, hopes, beliefs, intentions or strategies regarding
      the future, including our financial condition, results of operations, and the
      expected impact of our recent share exchange on the parties’ individual and
      combined financial performance. In addition, any statements that refer to
      projections, forecasts or other characterizations of future events or
      circumstances, including any underlying assumptions, are forward-looking
      statements. The words “anticipates,” “believes,” “continue,” “could,”
“estimates,” “expects,” “intends,” “may,” “might,” “plans,” “possible,”
“potential,” “predicts,” “projects,” “seeks,” “should,” “will,” “would” and
      similar expressions, or the negatives of such terms, may identify
      forward-looking statements, but the absence of these words does not mean that
      a
      statement is not forward-looking.





The
      forward-looking statements contained in this report are based on current
      expectations and beliefs concerning future developments and the potential
      effects on the parties and the transaction. There can be no assurance that
      future developments actually affecting us will be those anticipated. These
      forward-looking statements involve a number of risks, uncertainties (some of
      which are beyond the parties’ control) or other assumptions that may cause
      actual results or performance to be materially different from those expressed
      or
      implied by these forward-looking statements, including the
      following:





·
            Dependence
                on a limited number of suppliers;




·
            Cyclicality
                of our business;




·
            Decline
                in the value of our inventory;




·
            Significant
                order cancellations, reductions or
                delays;




·
            Competitive
                nature of our industry;




·
            Vulnerability
                of our business to general economic
                downturn;




·
            Our
                ability to obtain all necessary government certifications and/or
                licenses
                to conduct our business;




·
            Development
                of a public trading market for our securities;




·
            The
                cost of complying with current and future governmental regulations
                and the
                impact of any changes in the regulations on our operations;
                and




·
            The
                other factors referenced in this report, including, without limitation,
                under the sections entitled “Risk Factors,” “Management’s Discussion and
                Analysis of Financial Condition and Results of Operations,” and
                “Business.”




These
      risks and uncertainties, along with others, are also described above under
      the
      heading “Risk Factors.” Should one or more of these risks or uncertainties
      materialize, or should any of the parties’ assumptions prove incorrect, actual
      results may vary in material respects from those projected in these
      forward-looking statements. We undertake no obligation to update or revise
      any
      forward-looking statements, whether as a result of new information, future
      events or otherwise, except as may be required under applicable securities
      laws.




4





**PART
      I**




**Item
      1. Business**




**SRKP
      9, INC.**





(a)
            Business
                Development


SRKP
      9,
      Inc. (“we”, “us”, “our”, the "Company" or the "Registrant") was incorporated in
      the State of Delaware on January 3, 2006. Since inception, the Company has
      been
      engaged in organizational efforts and obtaining initial financing. The Company
      was formed as a vehicle to pursue a business combination and has made no efforts
      to identify a possible business combination. The business purpose of the Company
      is to seek the acquisition of, or merger with, an existing company.




(b)
                Business
                    of Issuer


The
      Company, based on proposed business activities, is a "blank check" company.
      The
      Securities and Exchange Commission (the “SEC”) defines those companies as "any
      development stage company that is issuing a penny stock, within the meaning
      of
      Section 3 (a)(51) of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), and that has no specific business plan or purpose, or has
      indicated that its business plan is to merge with an unidentified company or
      companies." Many states have enacted statutes, rules and regulations limiting
      the sale of securities of "blank check" companies in their respective
      jurisdictions. Management does not intend to undertake any efforts to cause
      a
      market to develop in our securities, either debt or equity, until we have
      successfully concluded a business combination. The Company intends to comply
      with the periodic reporting requirements of the Exchange Act for so long as
      we
      are subject to those requirements.





The
      Company was organized as a vehicle to investigate and, if such investigation
      warrants, acquire a target company or business seeking the perceived advantages
      of being a publicly held corporation. The Company’s principal business objective
      for the next 12 months and beyond such time will be to achieve long-term growth
      potential through a combination with a business rather than immediate,
      short-term earnings. The Company will not restrict its potential candidate
      target companies to any specific business, industry or geographical location
      and, thus, may acquire any type of business.





The
      analysis of new business opportunities has and will be undertaken by or under
      the supervision of the officers and directors of the Registrant. The Registrant
      has unrestricted flexibility in seeking, analyzing and participating in
      potential business opportunities. In its efforts to analyze potential
      acquisition targets, the Registrant will consider the following kinds of
      factors:




(a)  Potential
      for growth, indicated by new technology, anticipated market expansion or new
      products;




(b)  Competitive
      position as compared to other firms of similar size and experience within the
      industry segment as well as within the industry as a whole;




(c)  Strength
      and diversity of management, either in place or scheduled for
      recruitment;




(d)  Capital
      requirements and anticipated availability of required funds, to be provided
      by
      the Registrant or from operations, through the sale of additional securities,
      through joint ventures or similar arrangements or from other
      sources;




(e)  The
      cost of participation by the Registrant as compared to the perceived tangible
      and intangible values and potentials;




(f)  The
      extent to which the business opportunity can be advanced;




5




(g)  The
      accessibility of required management expertise, personnel, raw materials,
      services, professional assistance and other required items; and




(h)  Other
      relevant factors.




In
      applying the foregoing criteria, no one of which will be controlling, management
      will attempt to analyze all factors and circumstances and make a determination
      based upon reasonable investigative measures and available data. Potentially
      available business opportunities may occur in many different industries, and
      at
      various stages of development, all of which will make the task of comparative
      investigation and analysis of such business opportunities extremely difficult
      and complex. Due to the Registrant's limited capital available for
      investigation, the Registrant may not discover or adequately evaluate adverse
      facts about the opportunity to be acquired.





Form
      of Acquisition





The
      manner in which the Registrant participates in an opportunity will depend upon
      the nature of the opportunity, the respective needs and desires of the
      Registrant and the promoters of the opportunity, and the relative negotiating
      strength of the Registrant and such promoters.




It
      is
      likely that the Registrant will acquire its participation in a business
      opportunity through the issuance of common stock or other securities of the
      Registrant. Although the terms of any such transaction cannot be predicted,
      it
      should be noted that in certain circumstances the criteria for determining
      whether or not an acquisition is a so-called "tax free" reorganization under
      Section 368(a)(1) of the Internal Revenue Code of 1986, as amended (the "Code"),
      depends upon whether the owners of the acquired business own 80% or more of
      the
      voting stock of the surviving entity. If a transaction were structured to take
      advantage of these provisions rather than other "tax free" provisions provided
      under the Code, all prior stockholders would in such circumstances retain 20%
      or
      less of the total issued and outstanding shares of the surviving entity. Under
      other circumstances, depending upon the relative negotiating strength of the
      parties, prior stockholders may retain substantially less than 20% of the total
      issued and outstanding shares of the surviving entity. This could result in
      substantial additional dilution to the equity of those who were stockholders
      of
      the Registrant prior to such reorganization.




The
      present stockholders of the Registrant will likely not have control of a
      majority of the voting shares of the Registrant following a reorganization
      transaction. As part of such a transaction, all or a majority of the
      Registrant's directors may resign and new directors may be appointed without
      any
      vote by stockholders.




In
      the
      case of an acquisition, the transaction may be accomplished upon the sole
      determination of management without any vote or approval by stockholders. In
      the
      case of a statutory merger or consolidation directly involving the Company,
      it
      will likely be necessary to call a stockholders' meeting and obtain the approval
      of the holders of a majority of the outstanding shares. The necessity to obtain
      such stockholder approval may result in delay and additional expense in the
      consummation of any proposed transaction and will also give rise to certain
      appraisal rights to dissenting stockholders. Most likely, management will seek
      to structure any such transaction so as not to require stockholder
      approval.




It
      is
      anticipated that the investigation of specific business opportunities and the
      negotiation, drafting and execution of relevant agreements, disclosure documents
      and other instruments will require substantial management time and attention
      and
      substantial cost for accountants, attorneys and others. If a decision is made
      not to participate in a specific business opportunity, the costs theretofore
      incurred in the related investigation would not be recoverable. Furthermore,
      even if an agreement is reached for the participation in a specific business
      opportunity, the failure to consummate that transaction may result in the loss
      to the Registrant of the related costs incurred.





We
      presently have no employees apart from our management. Both of our officers
      and
      directors are engaged in outside business activities and anticipate that they
      will devote to our business very limited time until the acquisition of a
      successful business opportunity has been identified. We expect no significant
      changes in the number of our employees other than such changes, if any, incident
      to a business combination.





(c)
            Reports
                to security holders.





(1)  The
      Company is not required to deliver an annual report to security holders and
      at
      this time does not anticipate the distribution of such a report.




6




(2)  The Company is a reporting company and will comply with the requirements of
      the
      Exchange Act.




(3)  The
      public may read and copy any materials the Company files with the SEC at the
      SEC's Public Reference Room at 100 F Street, N.E. Washington, DC 20549. The
      public may obtain information on the operation of the Public Reference Room
      by
      calling the SEC at 1-800-SEC-0330. Additionally, the SEC maintains an Internet
      site that contains reports, proxy and information statements, and other
      information regarding issuers that file electronically with the SEC, which
      can
      be found at http://www.sec.gov.





**ASIA
      TIME CORPORATION**





**Overview**





We
      are a
      distributor of watch movements components used in the manufacture and assembly
      of watches to a wide variety of timepiece manufacturers. Our core customer
      base
      consists primarily of wholesalers, and medium-to-large sized watch manufacturers
      that produce watches primarily for consumer sale. To a lesser extent, we design
      watches for manufacturers and exporters of watches and manufacture and
      distribute complete watches primarily to internet marketers.





We
      have
      distribution centers and strategically located sales offices throughout Hong
      Kong and the People’s Republic of China (“China” or “PRC”). We distribute more
      than 350 products from over 30 vendors, including such market leaders as Citizen
      Group, Seiko Corporation and ETA SA Manufacture Horlogere Suisse, to a base
      of
      over 300 customers primarily through our direct sales force. To enhance our
      ability to distribute watch movements we provide a variety of value-added
      services, including automated inventory management services; integration, design
      and development, management, and extended and post-sale support
      services.





**Corporate
      Information**





We
      were
      incorporated in the State of Delaware on January 3, 2006. We were originally
      organized as a “blank check” shell company to investigate and acquire a target
      company or business seeking the perceived advantages of being a publicly held
      corporation. On January 23, 2007, we closed a share exchange transaction (“Share
      Exchange”) pursuant to which we (i) issued 19,454,420 shares of our common stock
      to acquire 100% equity ownership of Times Manufacture & E-Commerce
      Corporation Limited, a British Virgin Islands corporation (“Times Manufacture”),
      which has eight wholly-owned subsidiaries, (ii) assumed the operations of Times
      Manufacture and its subsidiaries, and (iii) changed our name from SRKP 9, Inc.
      to Asia Time Corporation. Our corporate offices are located at Room 1601-1604,
      16/F., CRE Centre 889 Cheung Sha Wan Road, Kowloon, Hong Kong.





With
      respect to this discussion, the terms “we” and “our” refer to Asia Time
      Corporation, its 100%-owned subsidiary Times Manufacture Times Manufacture
      and
      its subsidiaries, Times Manufacturing & E-Commerce Corporation Ltd., TME
      Enterprise Ltd., Citibond Design Ltd. and Megamooch Online Ltd., each of which
      is a British Virgin Islands corporation, and the Hong Kong corporate
      subsidiaries Billion Win International Enterprise Ltd., Goldcome Industrial
      Ltd., Citibond Industrial Ltd., and Megamooch International Ltd. Times
      Manufacture was founded in March 2002 and is based in Hong Kong.





**Our
      Industry**





A
      typical
      watch manufacturing process begins with the watch being designed, either from
      scratch or based on a chosen watch movement according to the required features.
      For example, if a watch manufacturer wants to design a three-hand chronograph
      with split-second, three dials and date, they will source the watch movements
      that meet these requirements and design the watch according to the
      specifications of this movement. Next in the process is the sourcing, purchasing
      or manufacture of the required components, including the watch case, watch
      movement, strap and crown. The last steps in the process are the assembly of
      the
      watch components, followed by testing and quality control.




7





Except
      for the largest watch manufactures, such as Citizen, Seiko, and Swatch, which
      produce and use their own watch movements, most watch manufacturers source
      and
      purchase the movements in the market.





In
      the
      watch manufacturing process, we provide watch movements directly to the
      manufacturers or through movement wholesalers, assisting the manufacturers
      to
      source the movement by providing technical information, advise, and pricing.
      We
      also assist provide our customers with watch design and technical
      assistance.





There
      are
      two categories of watch movements, quartz and mechanical. The main parts of
      an
      analog quartz watch movement are the battery; the oscillator, a piece of quartz
      that vibrates in response to the electric current; the integrated circuit,
      which
      divides the oscillations into seconds; the stepping motor, which drives the
      gear
      train; and the gear train itself, which makes the watch’s hands move. A digital
      watch movement has the same timing components as an analog quartz movement
      but
      has no stepping motor or gear train.





The
      main
      parts of a mechanical watch movement are the winding mechanism; the mainspring,
      which is the source of the watch’s power; the gear train, which transmits power
      from the mainspring to the escapement and drives the watch’s minutes and seconds
      hands; the escapement, which distributes power to the oscillator (i.e., the
      balance) and controls how fast the mainspring unwinds; the balance itself,
      which
      measures out time by vibrating at a steady rate; and the motion works, which
      moves the watch’s hour hand.





Most
      mechanical and quartz analog watch movements are made by one of three companies:
      Japan’s Citizen and Seiko, or Switzerland’s ETA, which is owned by the Swatch
      Group watch conglomerate. There are several smaller watch movement companies:
      Ronda, ISA, and others. Digital watch movements are made by various companies,
      most of them in China. Most watch manufacturers buy the movements, case them
      and
      sell them under their own brand names.





Watch
      movement distributors relieve movement manufacturers of a portion of the costs
      and personnel needed to warehouse, sell and deliver their products. Distributors
      market movement manufacturers’ products to a broader range of customers than
      such manufacturers could economically serve with their direct sales forces.
      Today, movement distributors have become an integral part of a watch
      manufacturer’s purchasing and inventory processes. Generally, companies engaged
      in the distribution of watch movement components, including us, are required
      to
      maintain a relatively significant investment in inventories and accounts
      receivable to be responsive to the needs of customers. To meet these
      requirements, we, as well as other companies in our industry, typically depend
      on internally generated funds as well as external sources of
      financing.





**Products**





We
      currently offer over 350 items. Our products primarily consist of watch
      movements and, to a lesser extent, complete watches.





*Watch
      Movements*





We
      primarily distribute quartz watch movements that are produced primarily in
      Switzerland and Japan. All quartz watch movements distributed by our company
      are
      multi-function and have three hands. The watch movements have high adaptability
      so that a range of watches, from inexpensive to luxury, may be made from the
      same watch movement. To
      a
      lesser extent, we also offer mechanical movements manufactured by Citizen,
      ETA
      and Tsinlien Sea Gull Co. Ltd. For the year ended December 31, 2006, we acquired
      most of our watch movement products from the following two manufacturers:
      Citizen Miyota Co., Ltd., which is a member company in the Citizen Group,
      supplied 64% and Seiko Corporation supplied 32%. The next highest supplier
      was
      ETA SA Manufacture Horlogere Suisse, a member of the Swatch Group, which
      supplied us with less than 1% of our watch movements.





*Complete
      Watches*





To
      a
      lesser extent we also distribute complete analog-quartz and automatic watches
      with pricing between $20.00 to $50.00. Manufacturing for these watches is
      currently outsourced to third party factories in China. Our top three brand
      names include NxTime, SIDIO and Marcellus. The watches are primarily designed
      by
      U.S. designers and range from fashion watches to classic designs. Watches can
      either be made-to-order or design-to-order.




8





**Strategy**





Our
      goal
      is to be a leading watch movement and timepiece distributor in Hong Kong and
      China through the following strategies.





*Offer
      wide-ranging product spectrum to customers.* Management estimates that it can increase revenues by broadening our product
      spectrum and offering more brands of quartz movement to customers. Apart from
      quartz movement, we intend to offer mechanical movements. By broadening our
      product spectrum, we hope to increase our market share through sales to
      manufacturers of high-end watches utilizing sophisticated mechanical movements.
      We plan to source other brands of quartz and mechanical movement in order to
      broaden our product spectrum. The number of brands and products that we plan
      to
      introduce will depend on the terms and conditions offered by our
      suppliers.





*Manufacture
      branded proprietary watch movements.* To
      further diversify our product offering and reduce our reliance on third party
      watch movement manufacturers, we eventually hope to manufacture our own brands
      of quartz movements and high end mechanical movements in-house. We estimate
      that
      our company can replace a portion of our current third-party watch movement
      sales with our own brand movements, watch movements manufactured in-house would
      be higher margin offerings than distributed products of third-party suppliers.
      In addition, in-house manufacturing will allow product offerings at more
      competitive price points which we believe will enhance our competitive position.
      To manufacture our own brands of quartz and mechanical movements in-house,
      would
      need to acquire watch movement facilities in China and invest in new equipments
      and research and development. We expect that up to $5.5 million will be required
      to obtain the equipment and facilities to manufacture branded proprietary watch
      movements. Our plan to acquire manufacturing facilities and equipment to
      manufacture our own brand of quartz and mechanical movements in-house will
      not
      take place until after the completion of our initial public offering, the
      proceeds of which will give us a
      portion
      ofthe required capital.





*Developing
      closer relationships with product brands owners and
      distributors.* We
      believe it is important for our company to develop closer relationships with
      product brand owners and its distributors, which we believe would lead to more
      competitive pricing and stable supply of products. We also have plans to develop
      closer relationships with our existing brands and distributors by expanding
      our
      sales force. We intend to commence expansion of our sales force in the fourth
      quarter of 2007.





*Expand
      the distribution of complete watches* .
      Currently, the distribution of complete watches represents less than 12% of
      our
      revenues. As part of our expansion plan, we intend to expand our sales and
      marketing efforts in China. We believe that a heightened focus in this area
      can
      lead to an increase in market share and enhance our earning capacity. It is
      expected that these watches will be marketed through a lower to middle pricing
      strategy, with sales price range from US$100-$200. We plan to appoint watch
      distributors in larger China cities in the next two years to expand the
      distribution of our complete watches.





**Value-Added
      Services**





We
      also
      provide a number of value-added services which are intended to attract new
      customers and to maintain and increase sales to existing customers. These
      value-added services include:





—
            *Automated
                inventory management services.*We
                manage our customers’ inventory reordering, stocking and administration
                functions. These services reduce paperwork, inventory, cycle time
                and the
                overall cost of doing business for our customers. The automated inventory
                management services are provided through our computer system through
                which
                we can manage our customer’s inventory reordering, stocking and
                administration functions. This helps us to provide better service
                to our
                customers by understanding their stock level, purchase behavior and
                allows
                us to be more responsive to their demands and
                queries.





—
            *Integration.*Our sales specialists work directly with our customers develop and
                deliver
                customized solutions and technical support to meet specific requirements
                for our customers’ applications. We are able to offer customers a one-stop
                source for their integration needs.





**Sales
      and Marketing**





*Watch
      Movements*





We
      believe we have developed valuable long-term customer relationships and an
      understanding of our customers’ requirements. Our sales personnel are trained to
      identify our customers’ requirements and to actively market our entire product
      line to satisfy those needs. We serve a broad range of wholesalers, medium
      to
      small watch manufacturers and volume users in China and Hong Kong. We have
      established inventory management programs to address the specific distribution
      requirements of our customers.




9





As
      a
      distributor for leading watch movement manufacturers, we are able to offer
      technical support as well as a variety of supply chain management programs.
      Technical support and supply chain management services enhance our ability
      to
      attract new customers. Many of our services revolve around our use of software
      automation, computer-to-computer transactions through Internet-based solutions,
      technically competent product managers and business development
      managers.





Sales
      are
      made throughout China and Hong Kong from the sales departments maintained at
      our
      distribution facilities located in Hong Kong and from strategically located
      sales offices. Sales are made primarily through personal visits by our employees
      and telephone sales personnel who answer inquiries and receive and process
      orders from customers. Sales are also made through general advertising,
      referrals and marketing support from component manufacturers.




*Complete
      Watches*





Currently,
      the main distribution channels of our watches are US direct marketers, online
      retailers and China department stores. As part of our expansion plan, we intend
      to increase our focus on China’s complete watch market along with exportation to
      overseas markets.





With
      our
      foothold in Southern China, we intend further develop Eastern China and Northern
      China regions so as to cover the entire China market in complete
      watches.





We
      intend
      continue to outsource the production of complete watches to third parties.
      As
      part of our integrated efforts, we intend to supply these manufacturers with
      watch movements.





**Suppliers**





Manufacturers
      of watch movements are increasingly relying on the marketing, customer service,
      technical support and other resources of distributors who market and sell their
      product lines to customers not normally served by the manufacturer, and to
      supplement the manufacturer’s direct sales efforts for other accounts often by
      providing value-added services not offered by the manufacturer. Manufacturers
      seek distributors who have strong relationships with desirable customers, have
      the infrastructure to handle large volumes of products and can assist customers
      in the design and use of the manufacturers’ products. Currently, we have stable
      supplies from many manufacturers, including Miyota, Seiko, ETA and Suissebaches.
      We continuously seek to identify potential new suppliers. During the fiscal
      year
      ended December 31, 2006, products purchased from our ten largest suppliers
      accounted for 81.1% of our total net sales.





**Operations**





Inventory
      management is critical to a distributor’s business. We constantly focus on a
      high number of resales or “turns” of existing inventory to reduce our exposure
      to product obsolescence and changing customer demand.





Our
      central computer system facilitates the control of purchasing and inventory,
      accounts payable, shipping and receiving, and invoicing and collection
      information for our distribution business. Our distribution software system
      includes financial systems, customer order entry, purchase order entry to
      manufacturers, warehousing and inventory control. Each of our sales departments
      and offices is electronically linked to our central computer systems, which
      provide fully integrated on-line, real-time data with respect to our inventory
      levels. We track inventory turns by vendor and by product, and our inventory
      management system provides immediate information to assist in making purchasing
      decisions and decisions as to which inventory to exchange with suppliers under
      stock rotation programs. In some cases, customers use computers that interface
      directly with our computers to identify available inventory and to rapidly
      process orders. Our computer system also tracks inventory turns by customer.
      We
      also monitor supplier stock rotation programs, inventory price protection,
      rejected material and other factors related to inventory quality and quantity.
      This system enables us to more effectively manage our inventory and to respond
      quickly to customer requirements for timely and reliable delivery of components.




10





**Competition**





The
      watch
      movement distribution industry is highly competitive, primarily with respect
      to
      price, product availability, knowledge of product and quality of service. We
      believe that the breadth of our customer base, services and product lines,
      our
      level of technical expertise and the overall quality of our services are
      particularly important to our competitive position. We compete with large
      distributors such as National Electronics Holding Ltd., as well as mid-size
      distributors, such as PTS Resources Ltd., many of whom distribute the same
      or
      competitive products as we do.





Our
      major
      competitors in complete watches include designer brands from overseas, China
      and
      Hong Kong such as Guess, Calvin Klein and Dolce & Gabanna.





**Backlog**





As
      is
      typical of watch movement distributors, we have a backlog of customer orders.
      At
      December 31, 2006, we had a backlog of approximately $1.38 million as compared
      to a backlog of approximately $0.87 million at December 31, 2005. We
      believe that a substantial portion of our backlog represents orders due to
      be
      filled within the next 90 days. In recent years, the trend in our industry
      has
      been toward outsourcing, with more customers entering into just-in-time
      contracts with distributors, instead of placing orders with long lead times.
      As
      a result, the correlation between backlog and future sales is changing. In
      addition, we have increased our use of transactions where we purchase inventory
      based on electronically transmitted forecasts from our customers that may not
      become an order until the date of shipment and, therefore, may not be reflected
      in our backlog. Our backlog is subject to delivery rescheduling and
      cancellations by the customer, sometimes without penalty or notice. For the
      foregoing reasons our backlog is not necessarily indicative of our future sales
      for any particular period.





**Employees**





At
      December 31, 2006, we had a total of 28 employees. There are no collective
      bargaining contracts covering any of our employees. We believe our relationship
      with our employees is satisfactory.





11


**Item
      1A. Risk Factors**





Any
      investment in our common stock involves a high degree of risk. Investors should
      carefully consider the risks described below and all of the information
      contained in this report before deciding whether to purchase our common stock.
      Our business, financial condition or results of operations could be materially
      adversely affected by these risks if any of them actually occur. Our shares
      of
      common stock are not currently listed or quoted for trading on any national
      securities exchange or national quotation system. If and when our common stock
      is traded, the trading price could decline due to any of these risks, and an
      investor may lose all or part of his or her investment. Some of these factors
      have affected our financial condition and operating results in the past or
      are
      currently affecting us. This Report also contains forward-looking statements
      that involve risks and uncertainties. Our actual results could differ materially
      from those anticipated in these forward-looking statements as a result of
      certain factors, including the risks described below and elsewhere in this
      report.




**SRKP
      9, INC.**





**An
      investment in the Company is highly speculative in nature and involves an
      extremely high degree of risk.**





**There
      may be conflicts of interest between our management and our non-management
      stockholders.**





Conflicts
      of interest create the risk that management may have an incentive to act
      adversely to the interests of other investors. A conflict of interest may arise
      between our management's personal pecuniary interest and its fiduciary duty
      to
      our stockholders. Further, our management's own pecuniary interest may at some
      point compromise its fiduciary duty to our stockholders. In addition, our
      officers and directors are currently involved with other blank check companies
      and conflicts in the pursuit of business combinations with such other blank
      check companies with which they and other members of our management are, and
      may
      be the future be, affiliated with may arise. If we and the other blank check
      companies that our officers and directors are affiliated with desire to take
      advantage of the same opportunity, then those officers and directors that are
      affiliated with both companies would abstain from voting upon the opportunity.
      In the event of identical officers and directors, the officers and directors
      will arbitrarily determine the company that will be entitled to proceed with
      the
      proposed transaction. Further, WestPark Capital, Inc., a registered
      broker-dealer, may act as investment banker, placement agent or financial
      consultant to the Company or an acquisition candidate in connection with a
      potential business combination transaction. Our officers and directors, Richard
      Rappaport and Anthony C. Pintsopoulos (who are also stockholders) are currently
      employed as Chief Executive Officer and Chief Financial Officer, respectively,
      of WestPark Capital, Inc. We cannot assure you that conflicts of interest among
      us, WestPark Capital and our stockholders will not develop.





**Our
      business is difficult to evaluate because we have no operating
      history.**





As
      the
      Company has no operating history or revenue and only minimal assets, there
      is a
      risk that we will be unable to continue as a going concern and consummate a
      business combination. The Company has had no recent operating history nor any
      revenues or earnings from operations since inception. We have no significant
      assets or financial resources. We will, in all likelihood, sustain operating
      expenses without corresponding revenues, at least until the consummation of
      a
      business combination. This may result in our incurring a net operating loss
      that
      will increase continuously until we can consummate a business combination with
      a
      profitable business opportunity. We cannot assure you that we can identify
      a
      suitable business opportunity and consummate a business
      combination.




**There
      is competition for those private companies suitable for a merger transaction
      of
      the type contemplated by management.**





The
      Company is in a highly competitive market for a small number of business
      opportunities which could reduce the likelihood of consummating a successful
      business combination. We are and will continue to be an insignificant
      participant in the business of seeking mergers with, joint ventures with and
      acquisitions of small private and public entities. A large number of established
      and well-financed entities, including small public companies and venture capital
      firms, are active in mergers and acquisitions of companies that may be desirable
      target candidates for us. Nearly all these entities have significantly greater
      financial resources, technical expertise and managerial capabilities than we
      do;
      consequently, we will be at a competitive disadvantage in identifying possible
      business opportunities and successfully completing a business combination.
      These
      competitive factors may reduce the likelihood of our identifying and
      consummating a successful business combination.




12





**Future
      success is highly dependent on the ability of management to locate and attract
      a
      suitable acquisition.**





The
      nature of our operations is highly speculative and there is a consequent risk
      of
      loss of your investment. The success of our plan of operation will depend to
      a
      great extent on the operations, financial condition and management of the
      identified business opportunity. While management intends to seek business
      combination(s) with entities having established operating histories, we cannot
      assure you that we will be successful in locating candidates meeting that
      criterion. In the event we complete a business combination, the success of
      our
      operations may be dependent upon management of the successor firm or venture
      partner firm and numerous other factors beyond our control.





**The
      Company has no existing agreement for a business combination or other
      transaction.**





We
      have
      no arrangement, agreement or understanding with respect to engaging in a merger
      with, joint venture with or acquisition of, a private or public entity. No
      assurances can be given that we will successfully identify and evaluate suitable
      business opportunities or that we will conclude a business combination.
      Management has not identified any particular industry or specific business
      within an industry for evaluation. We cannot guarantee that we will be able
      to
      negotiate a business combination on favorable terms, and there is consequently
      a
      risk that funds allocated to the purchase of our shares will not be invested
      in
      a company with active business operations.





**Management
      intends to devote only a limited amount of time to seeking a target company
      which may adversely impact our ability to identify a suitable acquisition
      candidate.**




While
      seeking a business combination, management anticipates devoting no more than
      a
      few hours per week to the Company's affairs. Our officers have not entered
      into
      written employment agreements with us and are not expected to do so in the
      foreseeable future. This limited commitment may adversely impact our ability
      to
      identify and consummate a successful business combination.





**The
      time and cost of preparing a private company to become a public reporting
      company may preclude us from entering into a merger or acquisition with the
      most
      attractive private companies.**





Target
      companies that fail to comply with SEC reporting requirements may delay or
      preclude acquisition. Sections 13 and 15(d) of the Exchange Act require
      reporting companies to provide certain information about significant
      acquisitions, including certified financial statements for the company acquired,
      covering one, two, or three years, depending on the relative size of the
      acquisition. The time and additional costs that may be incurred by some target
      entities to prepare these statements may significantly delay or essentially
      preclude consummation of an acquisition. Otherwise suitable acquisition
      prospects that do not have or are unable to obtain the required audited
      statements may be inappropriate for acquisition so long as the reporting
      requirements of the Exchange Act are applicable.




**The
      Company may be subject to further government regulation which would adversely
      affect our operations.**





Although
      we will be subject to the reporting requirements under the Exchange Act,
      management believes we will not be subject to regulation under the Investment
      Company Act of 1940, as amended (the “Investment Company Act”), since we will
      not be engaged in the business of investing or trading in securities. If we
      engage in business combinations which result in our holding passive investment
      interests in a number of entities, we could be subject to regulation under
      the
      Investment Company Act. If so, we would be required to register as an investment
      company and could be expected to incur significant registration and compliance
      costs. We have obtained no formal determination from the SEC as to our status
      under the Investment Company Act and, consequently, violation of the Investment
      Company Act could subject us to material adverse consequences.





**Any
      potential acquisition or merger with a foreign company may subject us to
      additional risks.**





If
      we
      enter into a business combination with a foreign concern, we will be subject
      to
      risks inherent in business operations outside of the United States. These risks
      include, for example, currency fluctuations, regulatory problems, punitive
      tariffs, unstable local tax policies, trade embargoes, risks related to shipment
      of raw materials and finished goods across national borders and cultural and
      language differences. Foreign economies may differ favorably or unfavorably
      from
      the United States economy in growth of gross national product, rate of
      inflation, market development, rate of savings, and capital investment, resource
      self-sufficiency and balance of payments positions, and in other
      respects.




13




**There
      is currently no trading market for our common stock.**





Outstanding
      shares of our common stock cannot be offered, sold, pledged or otherwise
      transferred unless subsequently registered pursuant to, or exempt from
      registration under, the Securities Act of 1933, as amended (the “Securities
      Act”) and any other applicable federal or state securities laws or regulations.
      These restrictions will limit the ability of our stockholders to liquidate
      their
      investment.





**The
      Company may be subject to certain tax consequences in our business, which may
      increase our cost of doing business.**





We
      may
      not be able to structure our acquisition to result in tax-free treatment for
      the
      companies or their stockholders, which could deter third parties from entering
      into certain business combinations with us or result in being taxed on
      consideration received in a transaction. Currently, a transaction may be
      structured so as to result in tax-free treatment to both companies, as
      prescribed by various federal and state tax provisions. We intend to structure
      any business combination so as to minimize the federal and state tax
      consequences to both us and the target entity; however, we cannot guarantee
      that
      the business combination will meet the statutory requirements of a tax-free
      reorganization or that the parties will obtain the intended tax-free treatment
      upon a transfer of stock or assets. A non-qualifying reorganization could result
      in the imposition of both federal and state taxes that may have an adverse
      effect on both parties to the transaction.




**Our
      business will have no revenues unless and until we merge with or acquire an
      operating business.**




We
      are a
      development stage company and have had no revenues from operations. We may
      not
      realize any revenues unless and until we successfully merge with or acquire
      an
      operating business.





**The
      Company intends to issue more shares in a merger or acquisition, which will
      result in substantial dilution.**




Our
      Certificate of Incorporation authorizes the issuance of a maximum of
      100,000,000 shares of common stock and a maximum of 10,000,000 shares of
      preferred stock. Any merger or acquisition effected by us may result in the
      issuance of additional securities without stockholder approval and may result
      in
      substantial dilution in the percentage of our common stock held by our then
      existing stockholders. Moreover, the common stock issued in any such merger
      or
      acquisition transaction may be valued on an arbitrary or non-arm’s-length basis
      by our management, resulting in an additional reduction in the percentage of
      common stock held by our then existing stockholders. Our Board of Directors
      has
      the power to issue any or all of such authorized but unissued shares without
      stockholder approval. To the extent that additional shares of common stock
      or
      preferred stock are issued in connection with a business combination or
      otherwise, dilution to the interests of our stockholders will occur and the
      rights of the holders of common stock might be materially adversely
      affected.





**Our
      stockholders may engage in a transaction to cause the Company to repurchase
      their shares of common stock.**





In
      order
      to provide an interest in the Company to a third party, our stockholders may
      choose to cause the Company to sell Company securities to third parties, with
      the proceeds of such sale being utilized by the Company to repurchase shares
      of
      common stock held by the stockholders. As a result of such transaction, our
      management, principal stockholders and Board of Directors may change.





**The
      Company has conducted no market research or identification of business
      opportunities, which may affect our ability to identify a business to merge
      with
      or acquire.**




The
      Company has neither conducted nor have others made available to us results
      of
      market research concerning prospective business opportunities. Therefore, we
      have no assurances that market demand exists for a merger or acquisition as
      contemplated by us. Our management has not identified any specific business
      combination or other transactions for formal evaluation by us, such that it
      may
      be expected that any such target business or transaction will present such
      a
      level of risk that conventional private or public offerings of securities or
      conventional bank financing will not be available. There is no assurance that
      we
      will be able to acquire a business opportunity on terms favorable to us.
      Decisions as to which business opportunity to participate in will be
      unilaterally made by our management, which may act without the consent, vote
      or
      approval of our stockholders.




14




**Because
      we may seek to complete a business combination through a “reverse merger”,
      following such a transaction we may not be able to attract the attention of
      major brokerage firms.**




Additional
      risks may exist since we will assist a privately held business to become public
      through a “reverse merger.” Securities analysts of major brokerage firms may not
      provide coverage of our Company since there is no incentive to brokerage firms
      to recommend the purchase of our common stock. No assurance can be given that
      brokerage firms will want to conduct any secondary offerings on behalf of our
      post-merger company in the future.




**We
      cannot assure you that following a business combination with an operating
      business, our common stock will be listed on NASDAQ or any other securities
      exchange.**




Following
      a business combination, we may seek the listing of our common stock on NASDAQ
      or
      the American Stock Exchange. However, we cannot assure you that following such
      a
      transaction, we will be able to meet the initial listing standards of either
      of
      those or any other stock exchange, or that we will be able to maintain a listing
      of our common stock on either of those or any other stock exchange. After
      completing a business combination, until our common stock is listed on the
      NASDAQ or another stock exchange, we expect that our common stock would be
      eligible to trade on the OTC Bulletin Board, another over-the-counter quotation
      system, or on the “pink sheets,” where our stockholders may find it more
      difficult to dispose of shares or obtain accurate quotations as to the market
      value of our common stock. In addition, we would be subject to an SEC rule
      that,
      if it failed to meet the criteria set forth in such rule, imposes various
      practice requirements on broker-dealers who sell securities governed by the
      rule
      to persons other than established customers and accredited investors.
      Consequently, such rule may deter broker-dealers from recommending or selling
      our common stock, which may further affect its liquidity. This would also make
      it more difficult for us to raise additional capital following a business
      combination.




**There
      is no public market for our common stock, nor have we ever paid dividends on
      our
      common stock.**





There
      is
      no public trading market for our common stock and none is expected to develop
      in
      the foreseeable future unless and until the Company completes a business
      combination with an operating business and such business files a registration
      statement under the Securities Act. Additionally, we have never paid dividends
      on our common stock and do not presently intend to pay any dividends in the
      foreseeable future. We anticipate that any funds available for payment of
      dividends will be re-invested into the Company to further its business strategy.





**Authorization
      of preferred stock.**





Our
      Certificate of Incorporation authorizes the issuance of up to 10,000,000 shares
      of preferred stock with designations, rights and preferences determined from
      time to time by its Board of Directors. Accordingly, our Board of Directors
      is
      empowered, without stockholder approval, to issue preferred stock with dividend,
      liquidation, conversion, voting, or other rights which could adversely affect
      the voting power or other rights of the holders of the common stock. In the
      event of issuance, the preferred stock could be utilized, under certain
      circumstances, as a method of discouraging, delaying or preventing a change
      in
      control of the Company. Although we have no present intention to issue any
      shares of its authorized preferred stock, there can be no assurance that the
      Company will not do so in the future.




**Control
      by management.**





Management
      currently owns approximately 51% of all the issued and outstanding capital
      stock
      of the Company. Consequently, management has the ability to influence control
      of
      the operations of the Company and, acting together, will have the ability to
      influence or control substantially all matters submitted to stockholders for
      approval, including:





·
            Election
                of the board of directors;




15




·
            Removal
                of any directors;





·
            Amendment
                of the Company’s certificate of incorporation or bylaws;
                and





·
            Adoption
                of measures that could delay or prevent a change in control or impede
                a
                merger, takeover or other business
                combination.





These
      stockholders will thus have substantial influence over our management and
      affairs and other stockholders of the Company possess no practical ability
      to
      remove management or effect the operations of the business of the Company.
      Accordingly, this concentration of ownership by itself may have the effect
      of
      impeding a merger, consolidation, takeover or other business consolidation,
      or
      discouraging a potential acquiror from making a tender offer for the common
      stock.





**ASIA
      TIME CORPORATION**





**RISKS
      RELATED TO OUR OPERATIONS**





**We
      are dependent on a limited number of suppliers. Loss of one or more of our
      key
      suppliers could harm our ability to manufacture and deliver our products to
      our
      customers, which would have a material adverse effect on our
      business.**





We
      rely
      on a limited number of suppliers for products that generate a significant
      portion of our sales. During the year ended December 31, 2006, products
      purchased from our 10 largest suppliers accounted for 81.1% of our total net
      sales. Substantially all of our inventory has been and will be purchased from
      suppliers with which we have entered into non-exclusive distribution agreements.
      Moreover, most of our distribution agreements are cancelable upon short notice.
      As a result, in the event that one or more of those suppliers experience
      financial difficulties or are not willing to do business with us in the future
      on terms acceptable to management, our ability to manufacture and deliver our
      products to our customers would be harmed, which would result in a material
      adverse effect on our business, results of operations or financial condition.
      Additionally, our relationships with our customers could be materially adversely
      affected because our customers depend on our distribution of watch movements
      from the industry’s leading suppliers.





**Our
      industry is highly cyclical, and an industry downturn could limit our ability
      to
      generate revenues and have a material adverse effect on our
      business.**





The
      watch
      movement distribution industry and, in particular, the timepiece manufacturing
      industry has historically been affected by general economic downturns and
      fluctuations in product supply and demand, often associated with changes in
      technology and manufacturing capacity. These industry cycles and economic
      downturns have often had an adverse economic effect upon manufacturers,
      end-users of watch movements and watch movement distributors, including our
      company. We cannot predict the timing or the severity of the cycles within
      our
      industry, or how long and to what levels any industry downturn and/or general
      economic weakness will last or be exacerbated by terrorism or war or other
      factors on our industry. Our revenues closely follow the strength or weakness
      of
      the timepiece market, and future downturns in this industry, would have a
      material adverse effect on our business, results of operations and financial
      condition.





**Rapid
      technological change and new and enhanced products could cause declines in
      the
      value of our inventory or result in obsolescence of our
      inventory.**





The
      watch
      movements industry is subject to rapid technological change, new and enhanced
      products and evolving industry standards, which can contribute to a decline
      in
      value or obsolescence of inventory. During an industry and/or economic downturn,
      it is possible that prices will decline due to an oversupply of product and,
      therefore, there may be greater risk of declines in inventory value. We cannot
      assure you that unforeseen new product developments or declines in the value
      of
      our inventory will not materially adversely affect our business, results of
      operations or financial condition, or that we will successfully manage our
      existing and future inventories.




16





**We
      make commitments regarding the level of business we sill seek and accept,
      including production schedules and personnel levels, and significant order
      cancellations, reductions, or delays by our customers could materially adversely
      affect our commitments and business.**





Our
      sales
      are typically made pursuant to individual purchase orders, and we generally
      do
      not have long-term supply arrangements with our customers, but instead work
      with
      our customers to develop nonbinding forecasts of future requirements. Based
      on
      these forecasts, we make commitments regarding the level of business that we
      will seek and accept, the timing of production schedules and the levels and
      utilization of personnel and other resources. A variety of conditions, both
      specific to each customer and generally affecting each customer’s industry, may
      cause customers to cancel, reduce or delay orders that were either previously
      made or anticipated. Generally, customers may cancel, reduce or delay purchase
      orders and commitments without penalty, except for payment for services rendered
      or products competed and, in certain circumstances, payment for materials
      purchased and charges associated with such cancellation, reduction or delay.
      Significant or numerous order cancellations, reductions or delays by our
      customers could have a material adverse effect on our business, financial
      condition or results of operations.





**The
      market for our products and services is very competitive and, if we cannot
      effectively compete, our business will be harmed.**





The
      market for our products and services is very competitive and subject to rapid
      technological change. We compete with many other distributors of watch movements
      and complete watches many of which are larger and have significantly greater
      assets, name recognition and financial, personnel and other resources than
      we
      have. As a result, our competitors may be in a stronger position to respond
      quickly to potential acquisitions and other market opportunities, new or
      emerging technologies and changes in customer requirements. Occasionally, we
      compete for customers with many of our own suppliers and additional competition
      has emerged from, fulfillment companies, catalogue distributors and e-commerce
      companies, including on-line distributors and brokers, which have grown with
      the
      expanded use of the Internet. We cannot assure you that we will be able to
      maintain or increase our market share against the emergence of these or other
      sources of competition. Failure to maintain and enhance our competitive position
      could materially adversely affect our business and prospects.





Additionally,
      prices for our products tend to decrease over their life cycle. This reduces
      resale per component sold. There is also continuing pressure from customers
      to
      reduce their total cost for products. Our suppliers may also seek to reduce
      our
      margins on the sale of their products in order to increase their own
      profitability or to be competitive with other suppliers of comparable product.
      We incur substantial costs on our value-added services required to remain
      competitive, retain existing business and gain new customers, and we must
      evaluate the expense of those efforts against the impact of price and margin
      reductions.





**Substantial
      defaults by our customers on accounts receivable or the loss of significant
      customers could have a material adverse effect on our liquidity and results
      of
      operations.**





A
      substantial portion of our working capital consists of accounts receivable
      from
      customers. If customers responsible for a significant amount of accounts
      receivable were to become insolvent or otherwise unable to pay for products
      and
      services, or to make payments in a timely manner, our liquidity and results
      of
      operations could be materially adversely affected. An economic or industry
      downturn could materially adversely affect the servicing of these accounts
      receivable, which could result in longer payment cycles, increased collection
      costs and defaults in excess of management’s expectations. A significant
      deterioration in our ability to collect on accounts receivable could also impact
      the cost or availability of financing available to us.





**We
      are dependent on Japanese manufacturers for our watch movements and subject
      to
      trade regulations which expose us to political and economic
      risk.**





Approximately
      97% of watch movements that we sell are manufactured by Japanese companies.
      As a
      result, our ability to sell certain products at competitive prices could be
      adversely affected by any of the following:





·
            increases
                in tariffs or duties on imports from
                Japan;




·
            changes
                in trade treaties between Japan and Hong
                Kong;




·
            strikes
                or delays in air or sea transportation between Japan and Hong
                Kong;




17




·
            future
                legislation with respect to pricing and/or import quotas on products
                imported from Japan; and




·
            turbulence
                in the Japanese economy or financial
                markets.




Trade
      regulations between Hong Kong and Japan have remained stable for the past five
      years. However, there is long-standing political tension between China and
      Japan, which could intensify, causing trade retaliation and changes in trade
      regulations. As a special administrative region of China, Hong Kong could be
      indirectly affected by changes in trade regulation between China and Japan,
      which would limit our ability to sell our products.





**Our
      industry is subject to supply shortages that could prevent us from manufacturing
      and delivering our products to our customers in a timely manner. Any delay
      or
      inability to deliver our products may have a material adverse effect on our
      results of operations.**





During
      prior periods, there have been shortages of components in the watch movements
      industry and the availability of certain movements have been limited by some
      of
      our suppliers. We cannot assure you that any future shortages or allocations
      would not have such an effect on us. A future shortage can be caused by and
      result from many situations and circumstances that are out of our control,
      and
      such shortage could limit the amount of supply available of certain required
      movements and increase prices affecting our profitability.





**The
      prices of our products are subject to volatility, which could have a negative
      impact on our sales and gross profit margins.**





A
      portion
      of the watch movements products we sell have historically experienced volatile
      pricing. If market pricing for these products decreases significantly, we may
      experience periods when our investment in inventory exceeds the market price
      of
      such products. In addition, at times there are price increases from our
      suppliers that we are unable to pass on to our customers. These market
      conditions could have a negative impact on our sales and gross profit margins
      unless and until our suppliers reduce the cost of these products to us.
      Furthermore, in the future, the need for aggressive pricing programs in response
      to market conditions, an increased number of low-margin, large volume
      transactions and/or increased availability of the supply of certain products,
      could further impact our gross profit margins.





**A
      reversal of the trend for distribution to play an increasing role in the watch
      movements industry could limit demand for our services and materially adversely
      affect our results of operations.**





In
      recent
      years, there has been a growing trend for large wholesalers and watch
      manufacturers to outsource their procurement, inventory and materials management
      processes to third parties, particularly watch movement distributors, including
      our company. A reversal of this trend for could limit demand for our services,
      materially adversely affecting our ability to generate revenues. If such a
      reversal occurs, we may be forced to change the focus of our operations if
      we
      are unable to generate sufficient revenues to support our operations as
      currently conducted.





**Our
      manufacturing capacity restraints and limited experience may cause unexpected
      costs, delays and make it more difficult to compete, which may have an adverse
      effect on our results of operations.**





As
      part
      of our expansion plan, we intend to substantially expand the design and
      manufacture of our own brands of complete watches and commence the manufacture
      of branded watch movements in-house. In order to produce our watches and watch
      movements in quantities sufficient to meet our anticipated market demand we
      will
      need to increase our manufacturing capacity by a significant factor over the
      current level. There are technical challenges to increasing manufacturing
      capacity, including equipment design and automation, material procurement,
      problems with production yields and quality control and assurance. Developing
      commercial scale manufacturing facilities will require the investment of
      substantial funds and the hiring and retaining of additional management and
      technical personnel who have the necessary manufacturing experience. We may
      encounter some difficulties, such as significant unexpected costs and delays,
      in
      scaling up the necessary manufacturing operations to produce required quantities
      of watch movements and watches. The failure to scale-up manufacturing operations
      in a timely and cost-effective way may adversely affect our income. Moreover,
      the lack of experience in watch movement and watch manufacture design may make
      it difficult to compete against companies that have more senior management
      and
      experience. If we are unable to satisfy demand for products, our ability to
      generate revenue could be impaired, market acceptance of our products could
      be
      adversely affected and customers may instead purchase our competitors’
products.




18





**If
      third-party carriers were unable to transport our products on a timely basis,
      we
      may be unable to timely deliver products to our customers and our operations
      could be materially adversely affected.**





All
      of
      our products are shipped through third party carriers. If a strike or other
      event prevented or disrupted these carriers from transporting our products,
      other carriers may be unavailable or may not have the capacity to deliver our
      products to our customers. If adequate third party sources to ship our products
      were unavailable at any time, our business would be materially adversely
      affected.





**Our
      products may be found to be defective and, as a result, warranty and/or product
      liability claims may be asserted against us which could have a material adverse
      effect on our business.**





Our
      products are sold at prices that are significantly lower than the cost of the
      watches in which they are incorporated. Since a defect or failure in a product
      could give rise to failures in the end products that incorporate them (and
      claims for consequential damages against us from our customers), we may face
      claims for damages that are disproportionate to the sales and profits we receive
      from our products involved. Our business could be materially adversely affected
      as a result of a significant quality or performance issue in the products sold
      by us depending on the extent to which we are required to pay for the damages
      that result. Although we currently have product liability insurance, such
      insurance is limited in coverage and amount.





**The
      failure to manage growth effectively could have an adverse effect on our
      business, financial condition, and results of operations.**





Any
      significant growth in the market for our products or entry into new markets
      by
      Asia Time may require us to expand our employee base for managerial,
      operational, financial, and other purposes. As of December 31, 2006, we had
      28
      full time employees. Continued future growth will impose significant added
      responsibilities upon the members of management to identify, recruit, maintain,
      integrate, and motivate new employees. Aside from increased difficulties in
      the
      management of human resources, we may also encounter working capital issues,
      as
      we will need increased liquidity to finance. For effective growth management,
      we
      will be required to continue improving our operations, management, and financial
      systems and control. Our failure to manage growth effectively may lead to
      operational and financial inefficiencies that will have a negative effect on
      our
      profitability.





**We
      are dependent on certain key personnel and loss of our sole executive officer,
      which would have a material adverse effect on our business and results of
      operations.**





Our
      success is, to a certain extent, attributable to our sole executive officer,
      Kwong Kai Shun. Kwong Kai Shun oversees the operation of our business. There
      can
      be no assurance that we will be able to retain Kwong Kai Shun or that he may
      not
      receive and/or accept competing offers of employment. The loss of Kwong Kai
      Shun
      could have a material adverse effect upon our business, financial condition,
      and
      results of operations.





**Our
      planned expansion into new international markets poses additional risks and
      could fail, which could cost us valuable resources and affect our results of
      operations.**





We
      plan
      to expand sales of products into new international markets including developing
      and developed countries, such as South America and Europe. These markets are
      untested for our products and we face risks in expanding the business overseas,
      which include differences in regulatory product testing requirements,
      intellectual property protection (including patents and trademarks), taxation
      policy, legal systems and rules, marketing costs, fluctuations in currency
      exchange rates and changes in political and economic conditions.





**RISKS
      RELATED TO US DOING BUSINESS IN CHINA**





**All
      of our assets are located in Hong Kong and China and substantially all of our
      revenues are derived from our operations in Hong Kong and China, and changes
      in
      the political and economic policies of the PRC government could have a
      significant impact upon the business we may be able to conduct in the PRC and
      the results of operations and financial condition.**





Our
      business operations may be adversely affected by the current and future
      political environment in the PRC. The PRC has operated as a socialist state
      since the mid-1900s and is controlled by the Communist Party of China. The
      Chinese government exerts substantial influence and control over the manner
      in
      which we must conduct our business activities. The PRC has only permitted
      provincial and local economic autonomy and private economic activities since
      1988. The government of the PRC has exercised and continues to exercise
      substantial control over virtually every sector of the Chinese economy,
      particularly the pharmaceutical industry, through regulation and state
      ownership. Our ability to operate in China may be adversely affected by changes
      in Chinese laws and regulations, including those relating to taxation, import
      and export tariffs, raw materials, environmental regulations, land use rights,
      property and other matters. Under current leadership, the government of the
      PRC
      has been pursuing economic reform policies that encourage private economic
      activity and greater economic decentralization. There is no assurance, however,
      that the government of the PRC will continue to pursue these policies, or that
      it will not significantly alter these policies from time to time without notice.




19





**Our
      operations are subject to PRC laws and regulations that are sometimes vague
      and
      uncertain. Any changes in such PRC laws and regulations, or the interpretations
      thereof, may have a material and adverse effect on our
      business.**





The
      PRC’s
      legal system is a civil law system based on written statutes, in which system
      decided legal cases have little value as precedents unlike the common law system
      prevalent in the United States. There are substantial uncertainties regarding
      the interpretation and application of PRC laws and regulations, including but
      not limited to the laws and regulations governing our business, or the
      enforcement and performance of our arrangements with customers in the event
      of
      the imposition of statutory liens, death, bankruptcy and criminal proceedings.
      The Chinese government has been developing a comprehensive system of commercial
      laws, and considerable progress has been made in introducing laws and
      regulations dealing with economic matters such as foreign investment, corporate
      organization and governance, commerce, taxation and trade. However, because
      these laws and regulations are relatively new, and because of the limited volume
      of published cases and judicial interpretation and their lack of force as
      precedents, interpretation and enforcement of these laws and regulations involve
      significant uncertainties. New laws and regulations that affect existing and
      proposed future businesses may also be applied retroactively. We are considered
      a foreign persons or foreign funded enterprises under PRC laws, and as a result,
      we are required to comply with PRC laws and regulations. We cannot predict
      what
      effect the interpretation of existing or new PRC laws or regulations may have
      on
      our businesses. If the relevant authorities find us in violation of PRC laws
      or
      regulations, they would have broad discretion in dealing with such a violation,
      including, without limitation:





·
            levying
                fines;




·
            revoking
                our business and other licenses;




·
            requiring
                that we restructure our ownership or operations;
                and




·
            requiring
                that we discontinue any portion or all of our
                business.




**Inflation
      in the PRC could negatively affect our profitability and
      growth.**





While
      the
      PRC economy has experienced rapid growth, such growth has been uneven among
      various sectors of the economy and in different geographical areas of the
      country. Rapid economic growth can lead to growth in the money supply and rising
      inflation. During the past decade, the rate of inflation in China has been
      as
      high as approximately 20% and China has experienced deflation as low as
      approximately minus 2%. If prices for our products and services rise at a rate
      that is insufficient to compensate for the rise in the costs of supplies such
      as
      raw materials, it may have an adverse effect on our profitability. In order
      to
      control inflation in the past, the PRC government has imposed controls on bank
      credits, limits on loans for fixed assets and restrictions on state bank
      lending. The implementation of such policies may impede economic growth. In
      October 2004, the People’s Bank of China, the PRC’s central bank, raised
      interest rates for the first time in nearly a decade and indicated in a
      statement that the measure was prompted by inflationary concerns in the Chinese
      economy. In April 2006, the People’s Bank of China raised the interest rate
      again. Repeated rises in interest rates by the central bank would likely slow
      economic activity in China which could, in turn, materially increase our costs
      and also reduce demand for our products and services.





**Recent
      PRC regulations relating to acquisitions of PRC companies by foreign entities
      may create regulatory uncertainties that could restrict or limit our ability
      to
      operate.**





The
      PRC
      State Administration of Foreign Exchange, or SAFE, issued a public notice in
      January 2005 concerning foreign exchange regulations on mergers and acquisitions
      in China. The public notice states that if an offshore company controlled by
      PRC
      residents intends to acquire a PRC company, such acquisition will be subject
      to
      strict examination by the relevant foreign exchange authorities. The public
      notice also states that the approval of the relevant foreign exchange
      authorities is required for any sale or transfer by the PRC residents of a
      PRC
      company’s assets or equity interests to foreign entities for equity interests or
      assets of the foreign entities.




20





In
      April
      2005, SAFE issued another public notice further explaining the January notice.
      In accordance with the April notice, if an acquisition of a PRC company by
      an
      offshore company controlled by PRC residents has been confirmed by a Foreign
      Investment Enterprise Certificate prior to the promulgation of the January
      notice, the PRC residents must each submit a registration form to the local
      SAFE
      branch with respect to their respective ownership interests in the offshore
      company, and must also file an amendment to such registration if the offshore
      company experiences material events, such as changes in the share capital,
      share
      transfer, mergers and acquisitions, spin-off transaction or use of assets in
      China to guarantee offshore obligations. The April notice also provides that
      failure to comply with the registration procedures set forth therein may result
      in restrictions on our PRC resident shareholders and subsidiaries. Pending
      the
      promulgation of detailed implementation rules, the relevant government
      authorities are reluctant to commence processing any registration or application
      for approval required under the SAFE notices.





In
      addition, on August 8, 2006, the Ministry of Commerce (“MOFCOM”), joined by the
      State-Owned Assets Supervision and Administration Commission of the State
      Council, State Administration of Taxation, State Administration for Industry
      and
      Commerce, China Securities Regulatory Commission and SAFE, amended and released
      the Provisions for Foreign Investors to Merge and Acquire Domestic Enterprises,
      new foreign-investment rules which took effect September 8, 2006, superseding
      much, but not all, of the guidance in the prior SAFE circulars. These new rules
      significantly revise China’s regulatory framework governing onshore-offshore
      restructurings and how foreign investors can acquire domestic enterprises.
      These
      new rules signify greater PRC government attention to cross-border merger,
      acquisition and other investment activities, by confirming MOFCOM as a key
      regulator for issues related to mergers and acquisitions in China and requiring
      MOFCOM approval of a broad range of merger, acquisition and investment
      transactions. Further, the new rules establish reporting requirements for
      acquisition of control by foreigners of companies in key industries, and
      reinforce the ability of the Chinese government to monitor and prohibit foreign
      control transactions in key industries.





These
      new
      rules may significantly affect the means by which offshore-onshore
      restructurings are undertaken in China in connection with offshore private
      equity and venture capital financings, mergers and acquisitions. It is expected
      that such transactional activity in China in the near future will require
      significant case-by-case guidance from MOFCOM and other government authorities
      as appropriate. It is anticipated that application of the new rules will be
      subject to significant administrative interpretation, and we will need to
      closely monitor how MOFCOM and other ministries apply the rules to ensure its
      domestic and offshore activities continue to comply with PRC law. Given the
      uncertainties regarding interpretation and application of the new rules, we
      may
      need to expend significant time and resources to maintain compliance, which
      could divert the attention of our management and adversely affect our results
      of
      operations.





It
      is
      uncertain how our business operations or future strategy will be affected by
      the
      interpretations and implementation of the SAFE notices and new rules. Our
      business operations or future strategy could be adversely affected by the SAFE
      notices and the new rules. For example, we may be subject to a more stringent
      review and approval process with respect to our foreign exchange activities,
      which could limit our ability to acquire companies in the PRC, restricting
      our
      ability to expand our operations.





**Failure
      to comply with the United States Foreign Corrupt Practices Act could subject
      us
      to penalties and other adverse consequences.**





We
      are
      subject to the United States Foreign Corrupt Practices Act, which generally
      prohibits United States companies from engaging in bribery or other prohibited
      payments to foreign officials for the purpose of obtaining or retaining
      business. In addition, we are required to maintain records that accurately
      and
      fairly represent our transactions and have an adequate system of internal
      accounting controls. Foreign companies, including some that may compete with
      us,
      are not subject to these prohibitions, and therefore may have a competitive
      advantage over us. Corruption, extortion, bribery, pay-offs, theft and other
      fraudulent practices occur from time-to-time in the PRC, and our executive
      officers and employees have not been subject to the United States Foreign
      Corrupt Practices Act prior to the completion of the Share Exchange. We can
      make
      no assurance that our employees or other agents will not engage in such conduct
      for which we might be held responsible. If our employees or other agents are
      found to have engaged in such practices, we could suffer severe penalties and
      other consequences that may have a material adverse effect on our business,
      financial condition and results of operations.




21





**Any
      recurrence of Severe Acute Respiratory Syndrome (SARS), Avian Flu, or another
      widespread public health problem, in the PRC could adversely affect our
      employees, customers, and our ability to continue our operations, including
      manufacturing and distribution.**





A
      renewed
      outbreak of Severe Acute Respiratory Syndrome, Avian Flu or another widespread
      public health problem in China, where all of our manufacturing facilities are
      located and where all of our sales occur, could have a negative effect on our
      operations. Our business is dependent upon our ability to continue to
      manufacture our products. Such an outbreak could have an impact on our
      operations as a result of:





·
            quarantines
                or closures of some of our manufacturing facilities, which would
                severely
                disrupt our operations,




·
            the
                sickness or death of our key officers and employees,
                and




·
            a
                general slowdown in the Chinese
                economy.




Any
      of
      the foregoing events or other unforeseen consequences of public health problems
      could adversely affect our operations.





**A
      downturn in the economy of the PRC may slow our growth and
      profitability.**





The
      growth of the Chinese economy has been uneven across geographic regions and
      economic sectors. There can be no assurance that growth of the Chinese economy
      will be steady or that any downturn will not have a negative effect on our
      business, especially if it results in either a decreased use of our products
      or
      in pressure on us to lower our prices.





**Because
      our business is located in the PRC, we may have difficulty establishing adequate
      management, legal and financial controls, which we are required to do in order
      to comply with U.S. securities law.**





PRC
      companies have historically not adopted a Western style of management and
      financial reporting concepts and practices, which includes strong corporate
      governance, internal controls and, computer, financial and other control
      systems. Most of our middle and top management staff are not educated and
      trained in the Western system. In addition, we may need to rely on a new and
      developing communication infrastructure to efficiently transfer our information
      from retail nodes to the headquarter. In addition, we may have difficulty in
      hiring and retaining a sufficient number of qualified employees to work in
      the
      PRC. As a result of these factors, we may experience difficulty in establishing
      management, legal and financial controls, collecting financial data and
      preparing financial statements, books of account and corporate records and
      instituting business practices that meet Western standards. Therefore, we may,
      in turn, experience difficulties in implementing and maintaining adequate
      internal controls as required under Section 404 of the Sarbanes-Oxley Act of
      2002. This may result in significant deficiencies or material weaknesses in
      our
      internal controls which could impact the reliability of our financial statements
      and prevent us from complying with SEC rules and regulations and the
      requirements of the Sarbanes-Oxley Act of 2002. Any such deficiencies,
      weaknesses or lack of compliance could have a materially adverse effect on
      our
      business.





**You
      may experience difficulties in effecting service of legal process, enforcing
      foreign judgments or bringing original actions in China based upon U.S. laws,
      including the federal securities laws or other foreign laws against us or our
      management.**





Most
      of
      our current operations are conducted in Hong Kong and China. Moreover all of
      our
      directors and officers are nationals and residents of Hong Kong and China.
      All
      or substantially all of the assets of these persons are located outside the
      United States and in the PRC. As a result, it may not be possible to effect
      service of process within the United States or elsewhere outside China upon
      these persons. In addition, uncertainty exists as to whether the courts of
      China
      would recognize or enforce judgments of U.S. courts obtained against us or
      our
      officers and/or directors predicated upon the civil liability provisions of
      the
      securities law of the United States or any state thereof, or be competent to
      hear original actions brought in China against us or such persons predicated
      upon the securities laws of the United States or any state thereof.




22





**RISKS
      RELATED TO OUR CAPITAL STRUCTURE**





**There
      is no current trading market for** **our** **common stock, and there is no assurance of an established public trading market,
      which would adversely affect the ability of** **our** **investors to sell their securities in the public market.**




Our
      common stock is not currently listed or quoted for trading on any national
      securities exchange or national quotation system. We are applying for the
      listing of our common stock on the American Stock Exchange in the future. There
      is no guarantee that the American Stock Exchange, or any other exchange or
      quotation system, will permit our shares to be listed and traded. If we fail
      to
      obtain a listing on the American Stock Exchange, we may seek quotation on the
      OTC Bulletin Board. The NASD has enacted changes that limit quotations on the
      OTC Bulletin Board to securities of issuers that are current in their reports
      filed with the Securities and Exchange Commission. The effect on the OTC
      Bulletin Board of these rule changes and other proposed changes cannot be
      determined at this time. The OTC Bulletin Board is an inter-dealer,
      over-the-counter market that provides significantly less liquidity than the
      NASDAQ Global Market (the “NASDAQ Global Market”). Quotes for stocks included on
      the OTC Bulletin Board are not listed in the financial sections of newspapers
      as
      are those for the NASDAQ Global Market. Therefore, prices for securities traded
      solely on the OTC Bulletin Board may be difficult to obtain and holders of
      common stock may be unable to resell their securities at or near their original
      offering price or at any price.





**Shares
      eligible for future sale may adversely affect the market price of our common
      stock, as the future sale of a substantial amount of outstanding stock in the
      public marketplace could reduce the price of our common
      stock.**




Pursuant
      to the terms of the Share Exchange, we agreed to file a registration statement
      with the Securities and Exchange Commission to register the 2,250,348 shares
      of
      common stock underlying shares of our Series A Convertible Preferred Stock
      issued in an equity financing. The registration statement must be filed with
      30
      days of the closing of the Share Exchange. We also agreed to register all of
      the
      3,702,209 shares of common stock held by our shareholders immediately prior
      to
      the Share Exchange. Of these shares, 1,703,017 shares would be covered by the
      registration statement filed in connection with the Private Placement, and
      1,999,192 shares, which are beneficially owned by affiliates of the placement
      agent would be included in a subsequent registration statement filed by us
      within 10 days after the end of the six-month period that immediately follows
      the date on which we file the registration statement to register the shares
      issued in the Private Placement. Of the 1,999,192 shares to be registered,
      1,528,933 shares are subject to a lock up arrangement such that the shares
      may
      not be sold until nine months after our common stock begins to be traded on
      either the New York Stock Exchange, American Stock Exchange, NASDAQ Global
      Market, NASDAQ Capital Market, the OTC Bulletin Board or the Pink Sheets. All
      of
      the shares included in an effective registration statement as described above
      may be freely sold and transferred except if subject to a lock up agreement.





Additionally,
      following the Share Exchange, the former sole stockholder of Times Manufacture
      who received 19,454,420 shares of our comment stock in the Share Exchange may
      be
      eligible to sell all or some of our shares of common stock by means of ordinary
      brokerage transactions in the open market pursuant to Rule 144, promulgated
      under the Securities Act (“Rule 144”), subject to certain limitations. In
      general, pursuant to Rule 144, a stockholder (or stockholders whose shares
      are
      aggregated) who has satisfied a one-year holding period may, under certain
      circumstances, sell within any three-month period a number of securities which
      does not exceed the greater of 1% of the then outstanding shares of common
      stock
      or the average weekly trading volume of the class during the four calendar
      weeks
      prior to such sale. As of the closing of the Share Exchange, 1% of our issued
      and outstanding shares of common stock was approximately 231,566 shares. Rule
      144 also permits, under certain circumstances, the sale of securities, without
      any limitations, by a non-affiliate that has satisfied a two-year holding
      period. Any substantial sale of common stock pursuant to any resale prospectus
      or Rule 144 may have an adverse effect on the market price of our common stock
      by creating an excessive supply.




**Following
      the Share Exchange, the former sole stockholder of Times Manufacture has
      significant influence over us.**




Our largest
      shareholder, Kwong Kai Shun, who is also our Chairman of the Board, Chief
      Executive Officer and Chief Financial Officer, beneficially owns or controls
      approximately 84.0% of our outstanding shares as of the close of the Share Exchange. As a result of his
      holding, this shareholder has a controlling influence in determining the outcome
      of any corporate transaction or other matters submitted to our shareholders for approval, including mergers, consolidations and the sale of
      all
      or substantially all of our assets, election of directors, and other significant
      corporate actions. This shareholder also has the power to prevent or cause
      a
      change in control. In addition, without the consent of this shareholder, we
      could be prevented from entering into transactions that could be beneficial
      to
      us. The interests of this shareholder may differ from the interests of our shareholders.




23





**The
      ability of our operating subsidiaries to pay dividends may be restricted due
      to
      foreign exchange control regulations of China.**





The
      ability of our operating subsidiaries to pay dividends may be restricted due
      to
      the foreign exchange control policies and availability of cash balance of our
      operating subsidiaries. We expect in the future that a substantial portion
      of
      our revenue being earned and currency received may be denominated in Renminbi
      (RMB). RMB is subject to the exchange control regulation in China, and, as
      a
      result, we may unable to distribute any dividends outside of China due to PRC
      exchange control regulations that restrict our ability to convert RMB into
      US
      Dollars.





**We** **may not be able to achieve the benefits** **we** **expect
      to result from the Share Exchange.**




On
      December 15, 2006, we entered into the Exchange Agreement with the sole
      shareholder of Times Manufacture, pursuant to which we agreed to acquire 100%
      of
      the issued and outstanding securities of Times Manufacture in exchange for
      shares of our common stock. On January 23, 2007, the Share Exchange closed,
      Times Manufacture became our 100%-owned subsidiary and our sole business
      operations became that of Times Manufacture. Also, the management and directors
      of Times Manufacture became the management and directors of us and we changed
      our corporate name from SRKP 9, Inc. to Asia Time Corporation.





We
      may
      not realize the benefits that we hoped to receive as a result of the Share
      Exchange, which includes:





·
            access
                to the capital markets of the United
                States;




·
            the
                increased market liquidity expected to result from exchanging stock
                in a
                private company for securities of a public company that may eventually
                be
                traded;




·
            the
                ability to use registered securities to make acquisition of assets
                or
                businesses;




·
            increased
                visibility in the financial
                community;




·
            enhanced
                access to the capital markets;




·
            improved
                transparency of operations; and




·
            perceived
                credibility and enhanced corporate image of being a publicly traded
                company.




There
      can
      be no assurance that any of the anticipated benefits of the Share Exchange
      will
      be realized in respect to our new business operations. In addition, the
      attention and effort devoted to achieving the benefits of the Share Exchange
      and
      attending to the obligations of being a public company, such as reporting
      requirements and securities regulations, could significantly divert management’s
      attention from other important issues, which could materially and adversely
      affect our operating results or stock price in the future.





**If
      we fail to maintain effective internal controls over financial reporting, the
      price of our common stock may be adversely affected.**





Our
      internal control over financial reporting may have weaknesses and conditions
      that need to be addressed, the disclosure of which may have an adverse impact
      on
      the price of our common stock. We are required to establish and maintain
      appropriate internal controls over financial reporting. Failure to establish
      those controls, or any failure of those controls once established, could
      adversely impact our public disclosures regarding our business, financial
      condition or results of operations. Our failure of these controls could also
      prevent us from maintaining accurate accounting records and discovering
      accounting errors and financial frauds. In addition, management’s assessment of
      internal controls over financial reporting may identify weaknesses and
      conditions that need to be addressed in our internal controls over financial
      reporting or other matters that may raise concerns for investors. Any actual
      or
      perceived weaknesses and conditions that need to be addressed in our internal
      control over financial reporting, disclosure of management’s assessment of our
      internal controls over financial reporting or disclosure of our public
      accounting firm’s attestation to or report on management’s assessment of our
      internal controls over financial reporting may have an adverse impact on the
      price of our common stock.




24





**Standards
      for compliance with Section 404 of the Sarbanes-Oxley Act Of 2002 are uncertain,
      and if we fail to comply in a timely manner, our business could be harmed and
      our stock price could decline.**




Rules
      adopted by the SEC pursuant to Section 404 of the Sarbanes-Oxley Act of 2002
      require annual assessment of our internal control over financial reporting,
      and
      attestation of this assessment by our company’s independent registered public
      accountants. The SEC extended the compliance dates for non-accelerated filers,
      as defined by the SEC. Accordingly, we believe that the annual assessment of
      our
      internal controls requirement will first apply to our annual report for the
      2007
      fiscal year and the attestation requirement of management’s assessment by our
      independent registered public accountants will first apply to our annual report
      for the 2008 fiscal year. The standards that must be met for management to
      assess the internal control over financial reporting as effective are new and
      complex, and require significant documentation, testing and possible remediation
      to meet the detailed standards. We may encounter problems or delays in
      completing activities necessary to make an assessment of our internal control
      over financial reporting. In addition, the attestation process by our
      independent registered public accountants is new and we may encounter problems
      or delays in completing the implementation of any requested improvements and
      receiving an attestation of our assessment by our independent registered public
      accountants. If we cannot assess our internal control over financial reporting
      as effective, or our independent registered public accountants are unable to
      provide an unqualified attestation report on such assessment, investor
      confidence and share value may be negatively impacted.




**Our** **common
      stock may be considered a “penny stock,” and thereby be subject to additional
      sale and trading regulations that may make it more difficult to
      sell.**




Our
      common stock, which is not currently listed or quoted for trading, may be
      considered to be a “penny stock” if it does not qualify for one of the
      exemptions from the definition of “penny stock” under Section 3a51-1 of the
      Securities Exchange Act for 1934, as amended (the “Exchange Act”) once, and if,
      it starts trading. Our common stock may be a “penny stock” if it meets one or
      more of the following conditions (i) the stock trades at a price less than
      $5.00
      per share; (ii) it is NOT traded on a “recognized” national exchange; (iii) it
      is NOT quoted on the Nasdaq Capital Market, or even if so, has a price less
      than
      $5.00 per share; or (iv) is issued by a company that has been in business less
      than three years with net tangible assets less than $5 million.




The
      principal result or effect of being designated a “penny stock” is that
      securities broker-dealers participating in sales of our common stock will be
      subject to the “penny stock” regulations set forth in Rules 15-2 through 15g-9
      promulgated under the Exchange Act. For example, Rule 15g-2 requires
      broker-dealers dealing in penny stocks to provide potential investors with
      a
      document disclosing the risks of penny stocks and to obtain a manually signed
      and dated written receipt of the document at least two business days before
      effecting any transaction in a penny stock for the investor’s account. Moreover,
      Rule 15g-9 requires broker-dealers in penny stocks to approve the account of
      any
      investor for transactions in such stocks before selling any penny stock to
      that
      investor. This procedure requires the broker-dealer to (i) obtain from the
      investor information concerning his or her financial situation, investment
      experience and investment objectives; (ii) reasonably determine, based on that
      information, that transactions in penny stocks are suitable for the investor
      and
      that the investor has sufficient knowledge and experience as to be reasonably
      capable of evaluating the risks of penny stock transactions; (iii) provide
      the
      investor with a written statement setting forth the basis on which the
      broker-dealer made the determination in (ii) above; and (iv) receive a signed
      and dated copy of such statement from the investor, confirming that it
      accurately reflects the investor’s financial situation, investment experience
      and investment objectives. Compliance with these requirements may make it more
      difficult and time consuming for holders of our common stock to resell their
      shares to third parties or to otherwise dispose of them in the market or
      otherwise.





**We** **do not foresee paying cash dividends in the foreseeable future, and as a result,
      our investors’ sole source of gain, if any, will depend on capital appreciation,
      if any.**




We
      do not
      currently plan to declare or pay any cash dividends on our shares of common
      stock in the foreseeable future and we currently intend to retain any future
      earnings for funding growth. As a result, you should not rely on an investment
      in our securities if you require dividend income. Capital appreciation, if
      any,
      of our shares may be your sole source of gain for the foreseeable future.
      Moreover, you may not be able to resell your shares in our company at or above
      the price you paid for them. We paid cash dividends of $2.4 million, $642,848,
      and $Nil during the years ended December 31, 2006, 2005, and 2004 respectively.




25


**Item
      1B.  Unresolved Staff Comments**





Not
      applicable.





**Item
      2. Properties**





In
      addition to our executive offices located at Room 1601-1604, 16/F., CRE Centre
      889 Cheung Sha Wan Road, Kowloon, Hong Kong, we have offices at the following
      locations:





Unit
      B,
      17/F, Tower 2,


Maritime
      Bay,


No.
      18
      Pui Shing Road,


Tseung
      Kwan O, Sai Kung,


NT





Car
      Park
      No. 77 on the Basement,


Maritime
      Bay





Flat
      F,
      8/F Hoi Tsui Mansion,


Tower
      16
      Rivera Gardens,


Nos.
      2-12
      Yi Lok Street,


Tsuen
      Wan,


NT





Car
      Park
      No. 46, 2/F Podium of


Podium
      D
      of Riviera Gardens





Flat
      G,
      59/F,


Tower
      6
      Banyan Garden,


No.
      863
      Lai Chi Kok Road


Kowloon





Car
      Park
      No. 270


2/F
      of
      Banyan Garden





Each
      of
      the above properties is owned by our subsidiary Billion Win International
      Enterprise Ltd.





**Item
      3. Legal Proceedings**





We
      are
      not a party to any material legal proceedings.





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





No
      matters were submitted to the security holders to be voted on during the fourth
      quarter of 2006.




26


**PART
      II.**





**Item
      5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer
      Purchases of Equity Securities**





**SRKP
      9, INC.**





(a)  Market
      Information. The Company's Common Stock is not trading on any stock exchange.
      The Company is not aware of any market activity in its Common Stock since its
      inception through the date of this filing.




(b)  Holders.
      As of December 31, 2006, there were seven record holders of
      2,700,000 shares of the Common Stock.




(c)  Dividends.
      The Registrant has not paid any cash dividends to date and does not anticipate
      or contemplate paying dividends in the foreseeable future. It is the present
      intention of management to utilize all available funds for the development
      of
      the Registrant's business.





**ASIA
      TIME CORPORATION**




There
      has
      never been a public trading market for our common stock and our shares of common
      stock are not currently listed or quoted for trading on any national securities
      exchange or national quotation system. We are applying for the listing of our
      common stock on the American Stock Exchange. As of April 1, 2007 ,
      we had
      35 registered shareholders.




If
      and
      when our common stock is listed or quoted for trading, the price of our common
      stock will likely fluctuate in the future. The stock market in general has
      experienced extreme stock price fluctuations in the past few years. In some
      cases, these fluctuations have been unrelated to the operating performance
      of
      the affected companies. Many companies have experienced dramatic volatility
      in
      the market prices of their common stock. We believe that a number of factors,
      both within and outside its control, could cause the price of our common stock
      to fluctuate, perhaps substantially. Factors such as the following could have
      a
      significant adverse impact on the market price of our common stock:





·
            Our
                ability to obtain additional financing and, if available, the terms
                and
                conditions of the financing;




·
            Our
                financial position and results of
                operations;




·
            Concern
                as to, or other evidence of, the reliability and efficiency of our
                products and services or our competitors’ products and
                services;




·
            Announcements
                of innovations or new products or services by us or our
                competitors;




·
            U.S.
                federal and state governmental regulatory actions and the impact
                of such
                requirements on our business;




·
            The
                development of litigation against
                us;




·
            Period-to-period
                fluctuations in our operating
                results;




·
            Changes
                in estimates of our performance by any securities
                analysts;




·
            The
                issuance of new equity securities pursuant to a future offering or
                acquisition;




·
            Changes
                in interest rates;




·
            Competitive
                developments, including announcements by competitors of new products
                or
                services or significant contracts, acquisitions, strategic partnerships,
                joint ventures or capital
                commitments;




27




·
            Investor
                perceptions of us; and




·
            General
                economic and other national
                conditions.




**Dividend
      Policy**




We
      do not
      expect to declare or pay any further cash dividends on our common stock in
      the
      foreseeable future, and we currently intend to retain future earnings, if any,
      to finance the expansion of our business. The decision whether to pay cash
      dividends on our common stock will be made by our board of directors, in their
      discretion, and will depend on our financial condition, operating results,
      capital requirements and other factors that the board of directors considers
      significant. We paid cash dividends of $2.4 million, $642,848, and $Nil during
      the years ended December 31, 2006, 2005, and 2004 respectively.





**Recent
      sales of unregistered securities**





On
      January 23, 2007, pursuant to the terms of the Exchange Agreement entered into
      by and between us, Times Manufacture & E-Commerce Corporation Limited
      (“Times Manufacture”) and the sole shareholder of Times Manufacture, we issued
      19,454,420 shares of common stock to Kwong Kai Shun, the sole shareholder of
      Times Manufacture, in exchange for all of the issued and outstanding securities
      of Times Manufacture. The securities were offered and issued to the sole
      shareholder of Times Manufacture in reliance upon an exemption from registration
      pursuant to Section 4(2) under the Securities Act of 1933, as amended, and
      Rule
      506 promulgated thereunder. Kwong Kai Shun was the principal executive officer
      of Times Manufacture before the Share Exchange and became our principal
      executive officer after the Share Exchange. The sole shareholder of Times
      Manufacture qualified as an accredited investor (as defined by Rule 501 under
      the Securities Act of 1933, as amended).




On
      January 23, 2007, concurrently with the close of the Share Exchange, we
      conducted an initial closing of a private placement transaction pursuant to
      which we sold an aggregate of 1,749,028 shares of Series A Convertible Preferred
      Stock at $1.29 per share. On February 9, 2007, we conducted a second and final
      closing of the private placement pursuant to which we sold 501,320 shares of
      Series A Convertible Preferred Stock at $1.29 per share. Accordingly, a total
      of
      2,250,348 shares of Series A Convertible Preferred Stock were sold in the
      private placement for an aggregate of $2,952,946 (the “Private Placement”). Of
      the gross proceeds, $50,000 is represented by a subscription receivable from
      one
      investor. Each share of the Series A Convertible Preferred Stock is
      convertible into shares of common stock at a conversion price equal to the
      purchase price of such shares. However, if we, at any time prior to the first
      trading day on which our common stock is quoted on the American Stock Exchange,
      the Nasdaq Capital Market, the Nasdaq Global Market or the New York Stock
      Exchange (each a “Trading Market”) sell or issue any shares of common stock in
      one or a series of transactions at an effective price less than such conversion
      price where the aggregate gross proceeds to us are at least $1.0 million,
      then the aforementioned conversion price shall be reduced to such effective
      price. Each share of Series A Convertible Preferred Stock shall
      automatically convert into shares of common stock if (i) the closing price
      of our common stock on the Trading Market for any 10 consecutive trading day
      period exceeds $3.00 per share, (ii) the shares of common stock underlying
      the Series A Convertible Preferred Stock are subject to an effective
      registration statement, and (iii) the daily trading volume of the common
      stock on a Trading Market exceeds 25,000 shares per day for 10 out of 20 prior
      trading days. Upon liquidation, the holders of the Series A Convertible
      Preferred Stock shall receive $1.29 per share of Series A Convertible
      Preferred Stock then held prior to any other distribution or payment made to
      holders of the common stock. The securities were offered and sold to investors
      in reliance upon exemptions from registration pursuant to Section 4(2) under
      the
      Securities Act of 1933, as amended, and Rule 506 promulgated thereunder. Each
      of
      the persons and/or entities receiving our securities qualified as an accredited
      investor (as defined by Rule 501 under the Securities Act of 1933, as
      amended).


On
        January 3, 2006, we issued 3,702,209 shares of Common Stock to seven accredited
        investors (two of whom were officers and directors of our company at the
        time),
        for aggregate cash consideration of $2,167. We sold these shares of Common
        Stock
        under the exemption from registration provided by Section 4(2) of the Securities
        Act. Neither us nor any person acting on our behalf offered or sold the
        securities by means of any form of general solicitation or general advertising.
        No services were performed by any purchaser as consideration for the shares
        issued. All purchasers represented in writing that they acquired the securities
        for their own accounts. A legend was placed on the stock certificates stating
        that the securities have not been registered under the Securities Act and
        cannot
        be sold or otherwise transferred without an effective registration or an
        exemption therefrom, but may not be sold pursuant to the exemptions provided
        by
        Section 4(1) of the Securities Act or Rule 144 under the Securities Act,
        in
        accordance with the letter from Richard K. Wulff, Chief of the Office of
        Small
        Business Policy of the Securities and Exchange Commission’s Division of
        Corporation Finance, to Ken Worm of NASD Regulation, Inc., dated January
        21,
        2000.


28





**Transfer
      Agent**





The
      transfer agent and registrar for our common stock is U.S. Stock Transfer
      Corporation.





**Equity
      Compensation Plan Information**





As
      of
      December 31, 2006, we did not have an equity compensation plan.





**Additional
      Information**





Copies
      of
      our annual reports, quarterly reports, current reports, and any amendments
      to
      those reports, are available free of charge on the Internet at www.sec.gov.
      All
      statements made in any of our filings, including all forward-looking statements,
      are made as of the date of the document in which the statement is included,
      and
      we do not assume or undertake any obligation to update any of those statements
      or documents unless we are required to do so by law.





29


**Item
      6. Selected Financial Data**





**ASIA
      TIME CORPORATION**





The
      following selected consolidated statement of operations data for each of the
      years in the five-year period ended December 31, 2006 and the consolidated
      balance sheet data as of year-end for each of the years in the five-year period
      ended December 31, 2006 were derived from the audited consolidated financial
      statements except for the data as of and for the year ending December 31, 2002.
      Such selected financial data should be read in conjunction with the consolidated
      financial statements and the notes to the consolidated financial statements
      starting on page F-1 and with Item 7. “Management’s Discussion and Analysis of
      Financial Condition and Results of Operations.”


**Consolidated
        Statement of Operations**


**Years
                Ended December 31,****2006**
            
            **2005**
            
            **2004**
            
            **2003**
            
            **2002*****(unaudited)******(in
                thousands, except share and per share
                amounts)***Net
                sales
            
            $
            81,134
            
            $
            63,078
            
            $
            36,553
            
            $
            33,215
            
            $
            43,893Cost
                of sales
            
            
            (71,394
            )
            
            (56,813
            )
            
            (34,585
            )
            
            (31,919
            )
            
            (43,036
            )Gross
                profit
            
            $
            9,740
            
            $
            6,265
            
            $
            1,968
            
            $
            1,296
            
            $
            857Other
                Income
            
            
            424
            
            
            939Depreciation
            
            
            (326
            )
            
            (259
            )
            
            (126
            )
            
            (18
            )
            
            (17
            )Administrative
                and
              other
                operating expenses
            
            
            (1,285
            )
            
            (1,436
            )
            
            (1,345
            )
            
            (834
            )
            
            (700
            )Income
                from operations
            
            $
            8,553
            
            $
            5,509
            
            $
            497
            
            $
            444
            
            $
            140Interest
                expenses
            
            
            (1,060
            )
            
            (515
            )
            
            (165
            )
            
            (115
            )
            
            (69
            )Other
                income
            
            
            238
            
            
            156
            
            
            28
            
            
            20
            
            
            74Income
                before taxes
            
            $
            7,731
            
            $
            5,150
            
            $
            360
            
            $
            349
            
            $
            145Income
                taxes
            
            
            (1,326
            )
            
            (949
            )
            
            (136
            )
            
            (61
            )
            
            (24
            )Net
                income
            
            $
            6,405
            
            $
            4,201
            
            $
            224
            
            $
            288
            
            $
            121Earnings
                per share of common stock:-
                Basic
            
            $
            0.27
            
            $
            0.18
            
            
            0.01
            
            
            0.01
            
            
            0.01-
                Diluted
            
            $
            0.27
            
            $
            0.18
            
            
            0.01
            
            
            0.01
            
            
            0.01Cash
                dividends per share of common stock - basic
            
            
            0.11
            
            
            0.03
            
            
            -
            
            
            -
            
            
            -Weighted
                average number of common stock:-
                Basic
            
            
            23,156,629
            
            
            23,156,629
            
            
            23,156,629
            
            
            23,156,629
            
            
            23,156,629-
                Diluted
            
            
            23,156,629
            
            
            23,156,629
            
            
            23,156,629
            
            
            23,156,629
            
            
            23,156,629





**As
                of December 31,****Consolidated
                Balance Sheets**
            
            **2006**
            
            **2005**
            
            **2004**
            
            **2003**
            
            **2002*****(unaudited)******(in
                thousands)***Current
                Assets
            
            $
            21,774
            
            $
            16,920
            
            $
            12,491
            
            $
            4,871
            
            $
            3,838Total
                Assets
            
            
            24,470
            
            
            18,804
            
            
            13,925
            
            
            4,911
            
            
            3,947Current
                Liabilities
            
            
            15,618
            
            
            13,937
            
            
            12,631
            
            
            3,853
            
            
            3,171Total
                Liabilities
            
            
            15,650
            
            
            13,937
            
            
            12,631
            
            
            3,853
            
            
            3,178Total
                Stockholders' Equity
            
            
            8,820
            
            
            4,867
            
            
            1,294
            
            
            1,058
            
            
            769





30


**PRO
      FORMA FINANCIAL STATEMENTS**





**Unaudited
      Condensed Pro Forma Combined Financial Information**





The
      accompanying unaudited condensed pro forma combined financial information
      consists of the combined balance sheet as of December 31, 2006 of Asia Time
      Corporation, formerly SRKP 9, Inc., a Delaware corporation (the “Company”) and
      Times Manufacture & E-Commerce Corporation Limited, a British Virgin Islands
      corporation (“Times Manufacture”) and their combined statements of operations
      for the year ended December 31, 2006, as though the transactions therein
      described had occurred on the balance sheet date and at the commencement of
      the
      period presented. The objective of this pro forma is to show what the
      significant effects on historical financial information might have been had
      the
      herein described transaction occurred at an earlier date.





On
      December 15, 2006, the Company entered into a share exchange agreement with
      the
      sole shareholder of Times Manufacture. Pursuant to the share exchange agreement
      (the "Exchange Agreement") the Company agreed to issue shares of its common
      stock in exchange for all of the issued and outstanding securities of Times
      Manufacture (the "Share Exchange"). The Share Exchange closed on January 23,
      2007. Upon the closing of the Share Exchange and pursuant to the terms of the
      Exchange Agreement, we issued an aggregate of 19,454,420 shares of our common
      stock to the sole shareholder of Times Manufacture in exchange for all of the
      issued and outstanding securities of Times Manufacture. Times Manufacture also
      paid an aggregate of $350,000 to the stockholders of SRKP 9, Inc. In addition,
      prior to the closing of the Share Exchange, we effectuated a 1.371188519-for-one
      stock dividend such that there were 3,702,209 shares of common stock outstanding
      immediately prior to the Share Exchange. We issued no fractional shares in
      connection with the Share Exchange. The condensed pro forma combined financial
      information presents historical financial statements, pro forma adjustments
      and
      the pro forma results.





The
      Company entered into two subscription agreements (the “Subscription Agreement”)
      with certain investors pursuant to which the Company sold an aggregate of
      2,250,348 shares of Series A Convertible Preferred Stock (“Series A Preferred
      Stock”) at $1.29 per share for an aggregate gross proceeds of $2,952,946





At
      the
      initial closing of the Subscription Agreement on January 23, 2007, the Company
      sold an aggregate of 1,749,028 shares of Series A Preferred Stock. At the second
      and final closing of the Subscription Agreement on February 9, 2007, the Company
      sold an aggregate of 501,320 shares of Series A Preferred Stock.





Each
      share of the Company’s Series A Preferred Stock is convertible into shares of
      common stock at a conversion price equal to the share purchase price, subject
      to
      adjustments.





31





**Asia
                Time Corporation****Pro
                Forma Combined Balance Sheets (Unaudited)****December
                31, 2006**




******Historical**Asia Time**Corporation**
            
            ******Historical**Times**Manufacture**
            
            ****Pro
                Forma**Adjustments**
            
            ****Pro
                Forma**Combined**$
            
            
            $
            
            
            $
            
            
            $**ASSETS**Current
                Assets:Cash
                and cash equivalents
            
            
            
            
            
            3,193
            
            
            316,621
            
            
            2,641,683
            (2)
            
            2,328,190(350,000
            )(5)(283,307
            )(3)Restricted
                cash
            
            
            
            
            
            -
            
            
            4,523,679
            
            
            
            
            
            4,523,679Accounts
                receivable
            
            
            
            
            
            -
            
            
            8,188,985
            
            
            
            
            
            8,188,985Prepaid
                expenses and other
              receivables
            
            
            
            
            
            25,000
            
            
            2,101,133
            
            
            (139,083
            )(3)
            
            1,987,050Tax
                prepayment
            
            
            
            
            
            -
            
            
            767
            
            
            
            
            
            767Inventories
            
            
            
            
            
            -
            
            
            6,620,361
            
            
            
            
            
            6,620,361Prepaid
                lease payments
            
            
            
            
            
            -
            
            
            22,958
            
            
            
            
            
            22,958Total
                Current Assets
            
            
            
            
            
            28,193
            
            
            21,774,504
            
            
            
            
            
            23,671,990Deferred
                tax assets
            
            
            
            
            
            -
            
            
            14,042
            
            
            
            
            
            14,042Plant
                and equipment, net
            
            
            
            
            
            -
            
            
            890,258
            
            
            
            
            
            890,258Leasehold
                lands
            
            
            
            
            
            -
            
            
            895,322
            
            
            
            
            
            895,322Held-to-maturity
                investments
            
            
            
            
            
            -
            
            
            301,196
            
            
            
            
            
            301,196Intangible
                assets
            
            
            
            
            
            -
            
            
            337,836
            
            
            
            
            
            337,836Restricted
                cash
            
            
            
            
            
            -
            
            
            257,301
            
            
            
            
            
            257,301**TOTAL
                ASSETS**
            
            28,193
            
            
            24,470,459
            
            
            
            
            
            26,367,945**LIABILITIES
                AND STOCKHOLDERS' EQUITY****LIABILITIES**Current
                Liabilities:Accounts
                payable
            
            
            
            
            
            -
            
            
            770,360
            
            
            
            
            
            770,360Other
                payables and accrued liabilities
            
            
            
            
            
            -
            
            
            190,358
            
            
            
            
            
            190,358Advance
                from related parties
            
            
            
            
            
            33,000
            
            
            -
            
            
            (33,000
            )(5)
            
            -Income
                tax payable
            
            
            
            
            
            -
            
            
            1,453,051
            
            
            
            
            
            1,453,051Bank
                borrowings
            
            
            
            
            
            -
            
            
            13,205,167
            
            
            
            
            
            13,205,167Total
                Current Liabilities
            
            
            
            
            
            33,000
            
            
            15,618,936
            
            
            
            
            
            15,618,936Deferred
                tax liabilities
            
            
            
            
            
            -
            
            
            31,711
            
            
            
            
            
            31,711**TOTAL
                LIABILITIES**
            
            33,000
            
            
            15,650,647
            
            
            
            
            
            15,650,647**STOCKHOLDERS'
                EQUITY**Preferred
                stock
            
            
            
            
            
            -
            
            
            -
            
            
            225
            (2)
            
            225Common
                stock
            
            
            
            
            
            270
            
            
            20,002
            
            
            100
            (4)
            
            2,316(18,056
            )(1)Additional
                paid-in capital
            
            
            
            
            
            1,897
            
            
            636,242
            
            
            (100
            )(4)
            
            2,977,36018,056
            (1)2,641,458
            (2)(3,193
            )(3)(317,000
            )(5)Accumulated
                other comprehensive income
            
            
            
            
            
            -
            
            
            7,470
            
            
            
            
            
            7,470Retained
                earnings
            
            
            
            
            
            (6,974
            )
            
            8,156,098
            
            
            (419,197
            )(3)
            
            7,729,927**TOTAL
                STOCKHOLDERS' EQUITY**
            
            (4,807
            )
            
            8,819,812
            
            
            
            
            
            10,717,298**TOTAL
                LIABILITIES AND STOCKHOLDERS' EQUITY**
            
            28,193
            
            
            24,470,459
            
            
            
            
            
            26,367,945





32





**Asia
                Time Corporation**
              **Pro
                Forma Combined Income statement (Unaudited)**
              **December
                31, 2006**




**Historical**
            
            **Historical****Asia
                Time**
            
            **Times**
            
            **Pro
                Forma**
            
            **Pro
                Forma****Corporation**
            
            **Manufacture**
            
            **Adjustments**
            
            **Combined**$
            
            $
            
            $
            
            $Net
                sales
            
            
            -
            
            
            81,134,275
            
            
            
            
            
            81,134,275Cost
                of sales
            
            
            -
            
            
            (71,393,755
            )
            
            
            
            
            (71,393,755
            )Gross
                profit
            
            
            -
            
            
            9,740,520
            
            
            
            
            
            9,740,520Other
                income
            
            
            -
            
            
            424,016
            
            
            
            
            
            424,016Depreciation
            
            
            -
            
            
            (325,995
            )
            
            
            
            
            (325,995
            )Administrative
                and other operating expenses
            
            
            (6,974
            )
            
            (1,284,863
            )
            
            
            
            
            (1,291,837
            )Professional
                expenses related to Restructuring and Share Exchange
            
            
            
            
            
            
            
            
            (419,197
            )
            
            (419,197
            )(3
            )Income
                from operations
            
            
            (6,974
            )
            
            8,553,678
            
            
            
            
            
            8,127,507Other
                income
            
            
            -
            
            
            237,571
            
            
            
            
            
            237,571Interest
                expenses
            
            
            -
            
            
            (1,060,536
            )
            
            
            
            
            (1,060,536
            )Income
                before taxes
            
            
            (6,974
            )
            
            7,730,713
            
            
            
            
            
            7,304,542Income
                taxes
            
            
            -
            
            
            (1,325,761
            )
            
            
            
            
            (1,325,761
            )Net
                income
            
            
            (6,974
            )
            
            6,404,952
            
            
            
            
            
            5,978,781Earnings
                per share of common stock-Basic
                and Diluted
            
            
            (0.001
            )
            
            320.216
            
            
            
            
            
            0.258(7
            )
            
            
            
            
            (9
            )Weighted
                average number of common stock-Basic
                and Diluted
            
            
            3,702,209
            
            
            20,002
            
            
            
            
            
            23,156,629(6
            )
            
            (8
            )
            
            
            
            
            (10
            )





33





**Notes
      to the Unaudited Condensed Combined Pro Forma Financial
      Information**





(1)
            Reflect
                the issuance of 19,454,420 shares of common stock by Asia Time Corporation
                for the reverse acquisition of all issued and outstanding shares
                of
                capital stock of Times Manufacture.




(2)
            Reflect
                the private placement of 2,250,348 shares of Series A Convertible
                Preferred Stock at $1.29 per share.




(3)
            Reflect
                the legal and professional fees of share
                exchange.




(4)
            Reflect
                a 1.371188519-for-one stock reverse split in the course of the share
                exchange.




(5)
            Reflect
                payment of $350,000 to the shareholders of SRKP 9,
                Inc.




(6)
            The
                weighted average number of common stock used for computing the historical
                earnings per share of Asia Time Corporation is based on the 2,700,000
                shares issued and outstanding and the effect of a 1.371188519 - for-one
                stock reverse split resulting of 3,702,209 shares
                outstanding.




(7)
            The
                historical earnings per share is computed based on the historical
                income
                of Times Manufacture as Times Manufacture is considered the accounting
                acquirer and thus the predecessor.




(8)
            The
                weighted average number of share used for computing the historical
                earnings per share of Time Manufacture is based on the number of
                shares
                issued and outstanding.




(9)
            The
                proforma earnings per share is computed based on the combined historical
                income of Asia Time Corporation and Times Manufacture.




(10)
            The
                proforma weighted average number of share for computing the proforma
                earnings per share is based on 2,700,000 shares of Asia Time Corporation
                issued and outstanding and the effect of a 1.371188519 - for-one
                stock
                reverse split resulting of 3,702,209 shares outstanding plus the
                issuance
                of 19,454,420 shares of common stock by Asia Time Corporation for
                the
                reverse acquisition of all issued and outstanding shares of capital
                stock
                of Times Manufacture.




34


**Item
      7. Management’s Discussion and Analysis of Financial Condition and Results of
      Operations.**





**Forward-Looking
      Statements**





*The
      following discussion should be read in conjunction with our consolidated
      financial statements and related notes included elsewhere in this report. This
      report contains forward-looking statements. The words “anticipated,” “believe,”
“expect, “plan,” “intend,” “seek,” “estimate,” “project,” “could,” “may,” and
      similar expressions are intended to identify forward-looking statements. These
      statements include, among others, information regarding future operations,
      future capital expenditures, and future net cash flow. Such statements reflect
      our management’s current views with respect to future events and financial
      performance and involve risks and uncertainties, including, without limitation,
      general economic and business conditions, changes in foreign, political, social,
      and economic conditions, regulatory initiatives and compliance with governmental
      regulations, the ability to achieve further market penetration and additional
      customers, and various other matters, many of which are beyond our control.
      Should one or more of these risks or uncertainties occur, or should underlying
      assumptions prove to be incorrect, actual results may vary materially and
      adversely from those anticipated, believed, estimated or otherwise indicated.
      Consequently, all of the forward-looking statements made in this report are
      qualified by these cautionary statements and there can be no assurance of the
      actual results or developments.*





**SRKP
      9, INC.**





The
      Company was organized as a vehicle to investigate and, if such investigation
      warrants, acquire a target company or business seeking the perceived advantages
      of being a publicly held corporation. Our principal business objective for
      the
      next 12 months and beyond such time will be to achieve long-term growth
      potential through a combination with a business rather than immediate,
      short-term earnings. The Company will not restrict our potential candidate
      target companies to any specific business, industry or geographical location
      and, thus, may acquire any type of business.





The
      Company does not currently engage in any business activities that provide cash
      flow. The costs of investigating and analyzing business combinations for the
      next 12 months and beyond such time will be paid with money in our treasury.





During
      the next 12 months we anticipate incurring costs related to:




(i)
            filing
                of Exchange Act reports, and(ii)
            costs
                relating to consummating an
                acquisition.




We
      believe we will be able to meet these costs through use of funds in our treasury
      and additional amounts, as necessary, to be loaned to or invested in us by
      our
      stockholders, management or other investors.





The
      Company may consider a business which has recently commenced operations, is
      a
      developing company in need of additional funds for expansion into new products
      or markets, is seeking to develop a new product or service, or is an established
      business which may be experiencing financial or operating difficulties and
      is in
      need of additional capital. In the alternative, a business combination may
      involve the acquisition of, or merger with, a company which does not need
      substantial additional capital, but which desires to establish a public trading
      market for its shares, while avoiding, among other things, the time delays,
      significant expense, and loss of voting control which may occur in a public
      offering.





None
      of
      our officers or directors has had any preliminary contact or discussions with
      any representative of any other entity regarding a business combination with
      us.
      Any target business that is selected may be a financially unstable company
      or an
      entity in its early stages of development or growth, including entities without
      established records of sales or earnings. In that event, we will be subject
      to
      numerous risks inherent in the business and operations of financially unstable
      and early stage or potential emerging growth companies. In addition, we may
      effect a business combination with an entity in an industry characterized by
      a
      high level of risk, and, although our management will endeavor to evaluate
      the
      risks inherent in a particular target business, there can be no assurance that
      we will properly ascertain or assess all significant risks.




35





Our
      management anticipates that it will likely be able to effect only one business
      combination, due primarily to our limited financing, and the dilution of
      interest for present and prospective stockholders, which is likely to occur
      as a
      result of our management's plan to offer a controlling interest to a target
      business in order to achieve a tax free reorganization. This lack of
      diversification should be considered a substantial risk in investing in us,
      because it will not permit us to offset potential losses from one venture
      against gains from another.





The
      Company anticipates that the selection of a business combination will be complex
      and extremely risky. Because of general economic conditions, rapid technological
      advances being made in some industries and shortages of available capital,
      our
      management believes that there are numerous firms seeking even the limited
      additional capital which we will have and/or the perceived benefits of becoming
      a publicly traded corporation. Such perceived benefits of becoming a publicly
      traded corporation include, among other things, facilitating or improving the
      terms on which additional equity financing may be obtained, providing liquidity
      for the principals of and investors in a business, creating a means for
      providing incentive stock options or similar benefits to key employees, and
      offering greater flexibility in structuring acquisitions, joint ventures and
      the
      like through the issuance of stock. Potentially available business combinations
      may occur in many different industries and at various stages of development,
      all
      of which will make the task of comparative investigation and analysis of such
      business opportunities extremely difficult and complex.





If
      we
      retain any entity to act as a "finder" to identify and analyze the merits of
      potential target businesses, we contemplate that at least one of the third
      parties who may introduce business combinations to us may be Westpark Capital,
      Inc., a Colorado corporation and a registered broker-dealer. Richard Rappaport,
      our President and one of our controlling stockholders, indirectly holds a 100%
      interest in, and is the president of, Westpark Capital, Inc., an NASD member.
      Anthony C. Pintsopoulos, one of our controlling stockholders and an officer
      and
      director, is the Chief Financial Officer of Westpark Capital, Inc. Debbie
      Schwartzberg, one of our controlling stockholders, is a noteholder of the parent
      company of Westpark Capital, Inc.; her note entitles her to a 1.5% interest
      in
      the net profits of the parent company of Westpark Capital, Inc. There is
      currently no signed agreement or preliminary agreements or understandings
      between us and Westpark Capital, Inc. Any finders fees paid to Westpark Capital,
      Inc. will be comparable with unaffiliated third party fees.





**ASIA
      TIME CORPORATION**





**Overview**





We
      are a
      distributor of watch movements components used in the manufacture and assembly
      of watches to a wide variety of timepiece manufacturers. There are two
      categories of watch movements, quartz and mechanical. The main parts of an
      analog quartz watch movement are the battery; the oscillator, a piece of quartz
      that vibrates in response to the electric current; the integrated circuit,
      which
      divides the oscillations into seconds; the stepping motor, which drives the
      gear
      train; and the gear train itself, which makes the watch’s hands move. A digital
      watch movement has the same timing components as an analog quartz movement
      but
      has no stepping motor or gear train. To a lesser extent we also distribute
      complete analog-quartz and automatic watches with pricing between $20.00 to
      $50.00. Manufacturing for these watches is currently outsourced to third party
      factories in China.





Our
      core
      customer base consists primarily of large wholesalers, online retailers and
      small and medium-sized watch manufacturers that produce watches primarily for
      sale to customers in Hong Kong and China. To a lesser extent, we design watches
      for manufacturers and exporters of watches and manufacture and distribute
      complete watches primarily to online retailers and internet
      marketers.





We
      are
      mainly engaged in watch movement distribution business in Hong Kong and China
      which accounted for approximately 90% of our revenue for the year ended December
      31, 2006. We have distribution centers and strategically located sales offices
      throughout Hong Kong and the People’s Republic of China (“China” or “PRC”). We
      distribute more than 350 products from over 30 vendors, including such market
      leaders as Citizen Group, Seiko Corporation and ETA SA Manufacture Horlogere
      Suisse, to a base of over 300 customers primarily through our direct sales
      force. To enhance our ability to distribute watch movements we provide a variety
      of value-added services, including automated inventory management services;
      integration, design and development, management, and extended and post-sale
      support services.





**Corporate
      Structure**





We
      were
      incorporated in the State of Delaware on January 3, 2006. We were originally
      organized as a “blank check” shell company to investigate and acquire a target
      company or business seeking the perceived advantages of being a publicly held
      corporation. On January 23, 2007, we closed a share exchange transaction (“Share
      Exchange”) pursuant to which we (i) issued 19,454,420 shares of our common stock
      to acquire 100% equity ownership of Times Manufacture & E-Commerce
      Corporation Limited, a British Virgin Islands corporation (“Times Manufacture”),
      which has eight wholly-owned subsidiaries, (ii) assumed the operations of Times
      Manufacture and its subsidiaries, and (iii) changed our name from SRKP 9, Inc.
      to Asia Time Corporation. Times Manufacture also paid an aggregate of $350,000
      to the stockholders of SRKP 9, Inc. Times Manufacture was founded in January
      2002 and is based in Hong Kong.




36





With
      respect to this discussion, the terms “we” and “our” refer to Asia Time
      Corporation, its 100%-owned subsidiary Times Manufacture Times Manufacture
      and
      its subsidiaries, Times Manufacturing & E-Commerce Corporation Ltd., TME
      Enterprise Ltd., Citibond Design Ltd. and Megamooch Online Ltd., each of which
      is a British Virgin Islands corporation, and the Hong Kong corporate
      subsidiaries Billion Win International Enterprise Ltd., Goldcome Industrial
      Ltd., Citibond Industrial Ltd., and Megamooch International Ltd. Times
      Manufacture was founded in March 2002 and is based in Hong Kong.





In
      2005,
      we re-aligned the structure and business functions of our subsidiaries to
      clearly define the scopes our business objectives in order to strengthen our
      ability to effectively conduct our business operations. Billion Win
      International Enterprise Limited, or Billion Win, is our central sourcing
      component. Billion Win, which is held indirectly through Times Manufacture,
      procures and imports watch movements and distributes them to suppliers, volume
      users in China, and two of our subsidiaries, Goldcome Industrial Limited, or
      Goldcome, and Citibond Industrial Limited, or Citibond. Goldcome mainly focuses
      it distributions to wholesalers and large manufacturers and Citibond focuses
      on
      distributions to small to medium size manufacturers. Megamooch International
      Limited is a complete watch distributor and exporter targeting overseas buyers.
      Another two subsidiaries, TME Enterprise Ltd. and Citibond Design Ltd., are
      responsible for complete watch design for manufacturers and exporters and
      handles large volume watch movement transactions between buyers and sellers
      solely on a commission basis. Megamooch Online Ltd. operations are focused
      on
      complete watch marketing and distribution, with manufacturing being outsourced,
      and its concentrates on overseas markets.





**Watch
      Movement Segment**





Presently,
      Hong Kong does not generally have watch movement manufacturing. Watch movements
      are largely imported from Japan and Switzerland. The revenue for the watch
      movement segment of our business for the year ended December 31, 2006 was $73
      million, with a gross profit $5.9 million, a 24% and 48% growth respectively,
      compared to 58.8 million revenue and $4.0 million gross profit for the year
      ended December 31, 2005. The gross profit margin increased from 6.7% for the
      year ended December 31, 2005 to 8.1% for the year ended December 31, 2006,
      primarily due to more diversified products being promoted to customers and
      higher selling prices as a result of extended credit terms to our customers. We
      provide a wide product spectrum of products carrying major brands as well as
      middle-low end China movements. We believe carrying a wide product spectrum
      enables us to provide a convenient one-stop provider for our customers, which
      may result in higher sales per customer. We
      began
      to target small to medium manufacturers in mid-2005 and our customer base has
      expanded to more than 300 watch manufacturers. In addition, we have extended
      our
      credit period from an average of 30 days to 60 days to major customers that
      have
      maintained a history of timely settlement of receivables. We believe that this
      extension lead to an increase of purchase orders from those customers. We review
      the credit status of each customer and periodically adjust the credit period
      to
      specific customers in an attempt to maximize business with each customer without
      suffering significant credit risk.





**Complete
      Watch Segment**





Revenue
      of our complete watch segment was $8.1 million for the year ended December
      31,
      2006, a 93% increase compared to the same period in 2005, in which revenue
      was
      $4.2 million. This segment contributed approximately 10% of our revenue in
      2006,
      as compared to 6.7% of revenue for the year ended December 31, 2005. We believe
      the increase was primarily contributed our offering of value-added design
      services to our customers at no extra charge. Our main market positioning in
      China is on the middle-class adult, daily, sporty and classy
      design.





**Recent
      Events**





***Completion
      of the Share Exchange***





On
      December 15, 2006, we entered into a share exchange agreement with the sole
      shareholder of Times Manufacture. Pursuant to the share exchange agreement
      (the
      "Exchange Agreement") we agreed to issue shares of our common stock in exchange
      for all of the issued and outstanding securities of Times Manufacture (the
      "Share Exchange"). The Share Exchange closed on January 23, 2007.




37





Upon
      the
      closing of the Share Exchange and pursuant to the terms of the Exchange
      Agreement, we issued an aggregate of 19,454,420 shares of our common stock
      to
      the sole shareholder of Times Manufacture in exchange for all of the issued
      and
      outstanding securities of Times Manufacture. Times Manufacture also paid an
      aggregate of $350,000 to the stockholders of SRKP 9, Inc. In addition, prior
      to
      the closing of the Share Exchange and the Private Placement, as described below,
      we effectuated a 1.371188519-for-one stock dividend such that there were
      3,702,209 shares of common stock outstanding immediately prior to the Share
      Exchange and Private Placement. We issued no fractional shares in connection
      with the Share Exchange.





Pursuant
      to the terms of the Share Exchange, we agreed to register a total of 3,702,209
      shares of common stock held by our shareholders immediately prior to the Share
      Exchange. Of these shares held by our shareholders, 1,703,017 shares would
      be
      covered by the registration statement filed in connection with the Private
      Placement (described below) and 1,999,192 shares will be included in a
      subsequent registration statement filed by us no later August 24, 2007, which
      is
      six months and 10 days after the date on which we filed the registration
      statement to register the shares issued in the Private Placement.





***The
      Private Placement***





On
      January 23, 2007, concurrently with the close of the Share Exchange, we
      conducted an initial closing of a private placement transaction pursuant to
      which we sold an aggregate of 1,749,028 shares of Series A Convertible Preferred
      Stock at $1.29 per share. On February 9, 2007, we conducted a second and final
      closing of the private placement pursuant to which we sold 501,320 shares of
      Series A Convertible Preferred Stock at $1.29 per share. Accordingly, a total
      of
      2,250,348 shares of Series A Convertible Preferred Stock were sold in the
      private placement for an aggregate gross proceeds of $2,902,946 (the "Private
      Placement"). Of the gross proceeds, $50,000 is represented by a subscription
      receivable from one investor. WestPark Capital, Inc. ("WestPark") acted as
      the
      placement agent for the Private Placement. For its services as placement agent,
      WestPark received an aggregate fee of approximately $261,265, which consisted
      of
      a commission equal to 9.0% of the gross proceeds from the financing. After
      commissions and expenses, we received net proceeds of approximately $2.3 million
      in the Private Placement.





Pursuant
      to Subscription Agreements entered into with the investors in the Private
      Placement, each share of the Series A Convertible Preferred Stock is convertible
      into shares of common stock at a conversion price equal to the per share
      purchase price. However, if we, at any time prior to the first trading day
      on
      which our common stock is quoted on the American Stock Exchange, Nasdaq Capital
      Market, Nasdaq Global Market or New York Stock Exchange (each a "Trading
      Market") sell or issue any shares of common stock in one or a series of
      transactions at an effective price less than such conversion price where the
      aggregate gross proceeds to us are at least $1.0 million, then the
      aforementioned conversion price shall be reduced to such effective price. Each
      share of the Series A Convertible Preferred Stock shall automatically convert
      into shares of common stock if (i) the closing price of our common stock on
      the Trading Market for any 10 consecutive trading day period exceeds $3.00
      per
      share, (ii) the shares of common stock underlying the Series A Convertible
      Preferred Stock are subject to an effective registration statement, and
      (iii) the daily trading volume of the common stock on a Trading Market
      exceeds 25,000 shares per day for 10 out of 20 prior trading days. Upon
      liquidation, the holders of the Series A Convertible Preferred Stock shall
      receive $1.29 per share of the Series A Convertible Preferred Stock then held
      prior to any other distribution or payment made to holders of the common stock.




We
      agreed
      to and did file a registration statement covering the common stock underlying
      the Series A Convertible Preferred Stock sold in the Private Placement within
      30
      days of the closing of the Share Exchange pursuant to the subscription agreement
      with each investor. The investors in the Private Placement also entered into
      a
      lock up agreement pursuant to which they agreed not to sell their shares until
      our common stock begins to be listed or quoted on the New York Stock Exchange,
      American Stock Exchange, NASDAQ Global Market, NASDAQ Capital Market or the
      OTC
      Bulletin Board, after which their shares will automatically be released from
      the
      lock up every 30 days on a pro rata over a nine month period beginning on the
      date that is 30 days after listing or quotation of the shares.




38


Some
        of
        the controlling shareholders, control persons of WestPark were also, prior
        to
        the completion of the Share Exchange, shareholders and/or control persons
        of our
        company, including Richard Rappaport, who is the Chief Executive Officer
        of
        WestPark and was the President and a significant shareholder of our company
        prior to the Share Exchange, Anthony C. Pintsopoulos, who is the Chief Financial
        Officer of WestPark and an officer, director and significant shareholder
        of our
        company prior to the Share Exchange and Kevin DePrimio and Jason Stern, each
        employees of WestPark and shareholders of our company prior to the Share
        Exchange. Each of Messrs. Rappaport and Pintsopoulos resigned from all of
        their
        executive and director positions with our company upon the closing of the
        Share
        Exchange. Affiliates of WestPark who own shares of our common stock have
        agreed
        to a lock-up whereby they shall not sell an aggregate of 1,528,933 shares
        of
        common stock held by them until that date which is nine months from the day
        that
        our common stock begins to be traded on either the New York Stock Exchange,
        American Stock Exchange, NASDAQ Global Market, NASDAQ Capital Market, the
        OTC
        Bulletin Board or the Pink Sheets.


***Critical
      Accounting Policies and Estimates***





Financial
      Reporting Release No. 60 recommends that all companies include a discussion
      of
      critical accounting policies used in the preparation of their financial
      statements. The Securities and Exchange Commission (“SEC”) defines critical
      accounting policies as those that are, in management's view, most important
      to
      the portrayal of our financial condition and results of operations and those
      that require significant judgments and estimates.





The
      preparation of these consolidated financial statements requires our management
      to make estimates and assumptions that affect the reported amounts of assets,
      liabilities, revenues and expenses, as well as the disclosure of contingent
      assets and liabilities at the date of our financial statements. We base our
      estimates on historical experience, actuarial valuations and various other
      factors that we believe to be reasonable under the circumstances, the results
      of
      which form the basis for making judgments about the carrying value of assets
      and
      liabilities that are not readily apparent from other sources. Some of those
      judgments can be subjective and complex and, consequently, actual results may
      differ from these estimates under different assumptions or conditions. While
      for
      any given estimate or assumption made by our management there may be other
      estimates or assumptions that are reasonable, we believe that, given the current
      facts and circumstances, it is unlikely that applying any such other reasonable
      estimate or assumption would materially impact the financial statements. The
      accounting principles we utilized in preparing our consolidated financial
      statements conform in all material respects to generally accepted accounting
      principles in the United States of America.





*Accounting
      for the impairment of long-lived assets*





The
      long-lived assets held and used by us are reviewed for impairment whenever
      events or changes in circumstances indicate that the carrying amount of assets
      may not be recoverable. It is reasonably possible that these assets could become
      impaired as a result of technology or other industry changes. Determination
      of
      recoverability of assets to be held and used is by comparing the carrying amount
      of an asset to future net undiscounted cash flows to be generated by the
      assets.





If
      such
      assets are considered to be impaired, the impairment to be recognized is
      measured by the amount by which the carrying amount of the assets exceeds the
      fair value of the assets. Assets to be disposed of are reported at the lower
      of
      the carrying amount of fair value less costs to sell.





*Inventories*





Our
      inventories are stated at the lower of cost and net realizable value. Cost
      is
      determined using the first-in, first-out (FIFO) method. It excludes borrowing
      costs. Net realizable value is the estimated selling price in the ordinary
      course of business, less applicable variable selling expenses.





We
      evaluate our inventories for excess, obsolescence or other factors rendering
      inventories as unsellable at normal gross profit margins. Write-downs are
      recorded so that inventories reflect the approximate market value and take
      into
      account our contractual provisions with our suppliers governing price
      protections and stock rotations. Due to the large number of transactions and
      complexity of managing the process around price protections and stock rotations,
      estimates are made regarding the valuation of inventory at market
      value.





In
      addition, assumptions about future demand, market conditions and decisions
      to
      discontinue certain product lines can impact the decision to write-down
      inventories. If assumptions about future demand change and/or actual market
      conditions are different than those projected by management, additional
      write-downs of inventories may be required. In any case, actual results may
      be
      different than those estimated.




39





*Trade
      receivables*





Trade
      and
      other receivables are recognized initially at fair value and subsequently
      measured at amortized cost using the effective interest method, less provision
      for impairment. A provision for impairment of trade and other receivables is
      established when there is objective evidence that we will not be able to collect
      all amounts due according to the original terms of receivables. The amount
      of
      the provision is the difference between the asset’s carrying amount and the
      present value of estimated future cash flows, discounted at the effective
      interest rate. The amount of the provision is recognized in the income
      statement.





*Foreign
      currency translation*





Our
      consolidated financial statements are presented in United States dollars. Our
      functional currency is the Hong Kong Dollar (HKD). Our consolidated financial
      statements are translated into United States dollars from HKD at period-end
      exchange rates as to assets and liabilities and average exchange rates as to
      revenues and expenses. Capital accounts are translated at their historical
      exchange rates when the capital transactions occurred.





*Revenue
      recognition*





Sales
      of
      goods are recognized when a company has delivered goods to the customer, the
      customer has accepted the goods and collectibility of the related receivables
      is
      reasonably assured. Commission income is recognized in the accounting period
      in
      which the services are rendered, by reference to completion of the specific
      transaction assessed on the basis of the actual service provided as a proportion
      of the total services to be provided. Interest income is recognized on a
      time-proportion basis using the effective interest method. When a receivable
      is
      impaired, we reduce the carrying amount to our recoverable amount, being the
      estimated future cash flow discounted at original effective interest rate of
      the
      instrument, and continue unwinding the discount as interest income. Dividend
      income and insurance claims are recognized when the right to receive payment
      is
      established.





*Deferred
      income tax*





Deferred
      income tax is provided in full, using the liability method, on temporary
      differences arising between the tax bases of assets and liabilities and their
      carrying amounts in the consolidated financial statements. However, if the
      deferred income tax arises from initial recognition of an asset or liability
      in
      a transaction other than a business combination that at the time of the
      transaction affects neither accounting nor taxable profit or loss, it is not
      accounted for. Deferred income tax is determined using tax rates (and laws)
      that
      have been enacted or substantially enacted by the balance sheet date and are
      expected to apply when the related deferred income tax assets is realized or
      the
      deferred income tax liability is settled.





Deferred
      income tax assets are recognized to the extent that it is probable that future
      taxable profit will be available against which the temporary differences can
      be
      utilized.





*Income
      taxes*





We
      account for income tax using an asset and liability approach and allow for
      recognition of deferred tax benefits in future years. Under the asset and
      liability approach, deferred taxes are provided for the net tax effects of
      temporary differences between the carrying amounts of assets and liabilities
      for
      financial reporting purposes and the amounts used for income tax purposes.
      A
      valuation allowance is provided for deferred tax assets if it is more likely
      than not these items will either expire before we are able to realize its
      benefits, or that future realization is uncertain.





40




**Results
      of Operations**





The
      following table sets forth certain items in our statement of operations as
      a
      percentage of net sales for the periods shown:




**Year
                ended December 31,****2006**
            
            **2005**
            
            **2004**Net
                sales
            
            
            100.0
            %
            
            100.0
            %
            
            100.0
            %Cost
                of sales
            
            
            88
            %
            
            90.1
            %
            
            94.6
            %Gross
                profit
            
            
            12
            %
            
            9.9
            %
            
            5.4
            %Other
                income
            
            
            0.5
            %
            
            1.5
            %
            
            -Depreciation
            
            
            0.4
            %
            
            0.4
            %
            
            0.3
            %Administrative
                and other operating expenses
            
            
            1.6
            %
            
            2.3
            %
            
            3.7
            %Income
                from operations
            
            
            10.5
            %
            
            8.7
            %
            
            1.4
            %Other
                Income
            
            
            0.3
            %
            
            0.3
            %
            
            0.0
            %Interest
                expense
            
            
            1.3
            %
            
            0.8
            %
            
            0.4
            %Income
                before taxes
            
            
            9.5
            %
            
            8.2
            %
            
            1.0
            %Income
                taxes
            
            
            1.6
            %
            
            1.5
            %
            
            0.4
            %Net
                income
            
            
            7.9
            %
            
            6.7
            %
            
            0.6
            %





***Comparison
      of year ended December 31, 2006 (“Fiscal 2006”) with year ended
      December 31, 2005 (“Fiscal 2005”)***




Net
      sales
      for the year ended December 31, 2006 were $81.1 million compared to $63.1
      million for the comparable period in 2005, an increase of 28.6%. This increase
      was largely due to the improved sales of watch movements and completed watches.
      Sales of watch movements for the year ended December 31, 2006 were $73.0 million
      compared to $58.8 million for the comparable period in 2005 an increase of
      24.2%. The increase was primary due to the increase of volume from 72.9 million
      to 97.8 million pieces, an increase of 34.2%. Sales of completed watches for
      the
      year ended December 31, 2006 was $8.1 million compared to $4.2 million for
      the
      comparable period in 2005, an increase of 90.9%.





Cost
      of
      sales consists of cost of purchases, net of discounts and returns. Cost of
      sales
      was $71.4 million for the year ended December 31, 2006 as compared to $56.8
      million for the comparable period in 2005. As a percentage of net sales, cost
      of
      sales decreased to 88.0% for the year ended December 31, 2006 compared to 90.0%
      for the comparable period in 2005. The increase in total dollars was
      attributable to higher costs associated with our products and the decrease
      as a
      percentage of net sales was attributable to improved economy of scale and more
      trading volume of watch movements. Our increase in revenue was 28.6% and our
      increase in cost of sales was 25.7% for Fiscal 2006 compared to Fiscal
      2005.





Gross
      profit for the year ended December 31, 2006 were $9.7 million, or 12.0% of
      net
      sales, compared to $6.3 million, or 9.9% of net sales for the comparable period
      in 2005. Management considers gross profit to be a key performance indicator
      in
      managing our business. Gross profit margins are usually a factor of product
      mix
      and demand for product. The increase of profit margin was primarily attributable
      to i) the economies of scale, where we can get a lower cost for the sales,
      and
      ii) the improved profit margin by higher mark-up prices as a result of extended
      credit terms to our customers. Together, the profit margin of movements as
      a
      percentage of net sales had increased from 8.1% for the year ended December
      31,
      2006 as compared to 6.8% of net sales for same period in 2005. There was a
      slight decrease of profit margin for completed watches for the year ended
      December 31, 2006 to 47.2% of net sales as compared to 53.8% for the same period
      of 2005. This was primarily due to the increase of sales of basic units in
      2006
      which had a lower profit margin. However, this decrease was offset by the
      increase of profit margin in movement segment, which accounted for 90% of the
      total sales in 2006.





Administrative
      and other operating expenses were $1.3 million, or 1.6% of net sales for
      Fiscal 2006, as compared to $1.4 million, or 2.3% of net sales, for Fiscal
      2005. The decrease as a percentage of net sales was primarily attributable
      to
      economies of scale. Management considers these expenses as a percentage of
      net
      sales to be a key performance indicator in managing our business.




41





Other
      income for was $661,587, or 0.8% of net sales for Fiscal 2006, as compared
      to
      $1.1 million, or 1.8% of net sales for Fiscal 2005. The decrease as a percentage
      of net sales was attributable to a number of factors. Bank interest income
      was
      $208, 854 for Fiscal 2006 compared to $76,358 in Fiscal 2005, a yearly growth
      of
      only 173.5% from Fiscal 2005 to Fiscal 2006 compared with a yearly growth of
      385.7% from Fiscal 2004 to Fiscal 2005. There was commission income of $771,432
      in Fiscal 2005, which was received for connecting buyers and sellers in China.
      There were no such activities in 2006. There was dividend income received from
      our investment in Hang Seng Fund of $8,977 in Fiscal 2006 and $4,481 in Fiscal
      2005. There was a one time income derived from $210,594 in the selling of
      intangible assets in 2006. There was a license fee income of $167,138 in Fiscal
      2006 and of $167,141 in 2005. There were net exchange gains in the fluctuation
      of exchange rates in both Fiscal 2006 and Fiscal 2005 of $1,078 and $1,302,
      respectively. There was other income, which was income received in delayed
      payment in both Fiscal 2006 and Fiscal 2005 of $18,635 and $49,440,
      respectively. We received rental income of $46,284 in Fiscal 2006, which was
      the
      rent received from our company-owned properties.





Income
      taxes for Fiscal 2006 were $1.3 million, or 1.6% of net sales, as compared
      to
      $949,000 for Fiscal 2005, or 1.5% of net sales. The decrease of effective income
      tax rates from 18.4% for Fiscal 2005 to 17.2% for Fiscal 2006 is primarily
      due
      to increase in income not subject to tax by $30,000 and decrease in unused
      tax
      losses not recognized by $50,000 for Fiscal 2006. Unused tax losses not
      recognized represents valuation allowances established to reduce deferred tax
      assets to the amount expected to be realized.




Interest
      expense increased $546,000 to $1.1 million for Fiscal 2006, compared to $350,000
      for Fiscal 2005. This increase is primarily attributable to higher borrowing
      levels to maintain adequate inventory, and higher borrowing rates. Further
      increases in borrowing rates would further increase our interest expense, which
      would have a negative effect on our results of operations.





Net
      income for Fiscal 2006 was $6.4 million, compared to net income of $4.2 for
      Fiscal 2005.





***Comparison
      of year ended December 31, 2005 (“Fiscal 2005”) with year ended
      December 31, 2004 (“Fiscal 2004”)***





Net
      sales
      for the year ended December 31, 2005 were $63.1 million compared to $36.6
      million for the comparable period in 2004, an increase of 72.6%. This increase
      was largely due to the improved sales of watch movements and the introduction
      of
      completed watches segment. Sales of watch movements for the year ended December
      31, 2005 were $58.8 million, compared to $36.6 million for the comparable period
      in 2004, an increase of 60.7%. The increase was primary due to the increase
      of
      volume from 31.7 million to 72.9 million pieces, an increase of 130%. There
      was
      only small change in the selling price of most of the movements in this period;
      however, there was much stronger increase in basic units than that in high-end
      units. Sales of completed watch for the year ended December 31, 2005 was $4.2
      million, there were no sales of completed watches in for the comparable period
      in 2004.





Cost
      of
      sales consists of cost of purchases, net of discounts and returns. Cost of
      sales
      for the year ended December 31, 2005 was $56.8 million, as compared to $34.6
      million for the comparable period in 2004. As a percentage of net sales, cost
      of
      sales decreased to 90.0% for the year ended December 31, 2005, compared to
      94.6%
      for the comparable period in 2004. The increase in total dollars was
      attributable to higher costs associated with our products and the decrease
      as a
      percentage of net sales was attributable to improved economy of
      scale.





Gross
      profit for the year ended December 31, 2005 was $6.3 million, or 9.9% of net
      sales, compared to $2.0 million, or 5.3% of net sales for the comparable period
      in 2004. Management considers gross profit to be a key performance indicator
      in
      managing our business. Gross profit margins are usually a factor of product
      mix
      and demand for product. The increase of profit margin was primarily attributable
      to i) the economies of scale, where we can get a lower cost for the sales,
      and
      ii) the introduction of the completed watches segment, which had a 53.8% profit
      margin as a percentage of net sales compared to the 6.8% of net sales of
      movements in 2005 .





Administrative
      and other operating expenses were $1.4 million, or 2.3% of net sales, for
      Fiscal 2005, as compared to $1.3 million, or 3.7% of net sales, for Fiscal
      2004. The decrease as a percentage of net sales was attributable to economy
      of
      scale.





Other
      income was $1.1 million, or 1.8% of net sales for Fiscal 2005, as compared
      to
      $28,047, or 0.0% of net sales for Fiscal 2004. The increase as a percentage
      of
      net sales was attributable to a number of factors. Bank interest income was
      $76,358 in Fiscal 2005, compared to $15,720 in Fiscal 2004 a yearly growth
      of
      385.7% from Fiscal 2004 to 2005. There was commission income of $771,432 in
      Fiscal 2005, which was received for connecting buyers and sellers in China.
      There were no such activities in 2004. There was a license fee income of
      $167,141 in Fiscal 2005. There were net exchange gains in the fluctuation of
      exchange rates in both Fiscal 2005 and Fiscal 2004 of $1,302 and $170,
      respectively.




42





Income
      taxes for Fiscal 2005 were $949,000, or 1.5% of net sales, as compared to
      $136,000 for Fiscal 2004, or 0.4% of net sales. The decrease of effective income
      tax rates from 37.7% for Fiscal 2004 to 18.4% for Fiscal 2005 is primarily
      due
      to decrease in unused tax losses not recognized by $67,000. Unused tax losses
      not recognized represents valuation allowances established to reduce deferred
      tax assets to the amount expected to be realized.





Interest
      expense increased $350,000 for Fiscal 2005 to $515,000, compared to $165,000
      for
      Fiscal 2004. This increase is primarily attributable to higher borrowing levels
      to maintain adequate inventory, and higher borrowing rates.





During
      Fiscal 2005, we recorded a provision for income taxes of $949,000.





Net
      income for Fiscal 2005 was $4.2 million, compared to net income of $225,000
      for Fiscal 2004.





**Liquidity
      and Capital Resources**





To
      provide liquidity and flexibility in funding our operations, we borrow amounts
      under bank facilities and other external sources of financing. As of December
      31, 2006 we had general banking facilities amounted to $13.7 million for
      overdraft, letter of credit, trust receipt, invoice financing and export loans
      granted by ten banks. Interest on the facilities ranged from minus 2.0 to 0.75%
      over the Bank’s Best Lending Rate of Hong Kong (Prime Rate) or Hong Kong Inter
      Bank Offered Rate (HIBOR). These banking facilities were secured by the
      leasehold properties, time deposits and held-to maturity investments of the
      group and personal guarantees executed by our Chairman of the
      Board.





On
      January 23, 2007, concurrently with the close of the Share Exchange, we
      conducted an initial closing of a private placement transaction pursuant to
      which we sold an aggregate of 1,749,028 shares of Series A Convertible Preferred
      Stock at $1.29 per share. On February 9, 2007, we conducted a second and final
      closing of the private placement pursuant to which we sold 501,320 shares of
      Series A Convertible Preferred Stock at $1.29 per share. Accordingly, a total
      of
      2,250,348 shares of Series A Convertible Preferred Stock were sold in the
      private placement for an aggregate gross proceeds of $2,902,946 (the “Private
      Placement”). Of the gross proceeds, $50,000 is represented by a subscription
      receivable from one investor. WestPark Capital, Inc. (“WestPark”) acted as the
      placement agent for the Private Placement. For its services as placement agent,
      WestPark received an aggregate fee of approximately $261,265, which consisted
      of
      a commission equal to 9.0% of the gross proceeds from the financing. After
      commissions and expenses, we received net proceeds of approximately $2.3 million
      in the Private Placement.





Pursuant
      to Subscription Agreements entered into with the investors in the Private
      Placement, each share of the Series A Convertible Preferred Stock is convertible
      into shares of common stock at a conversion price equal to the per share
      purchase price. However, if we, at any time prior to the first trading day
      on
      which our common stock is quoted on the American Stock Exchange, Nasdaq Capital
      Market, Nasdaq Global Market or New York Stock Exchange (each a “Trading
      Market”) sell or issue any shares of common stock in one or a series of
      transactions at an effective price less than such conversion price where the
      aggregate gross proceeds to us are at least $1.0 million, then the
      aforementioned conversion price shall be reduced to such effective price. Each
      share of the Series A Convertible Preferred Stock shall automatically convert
      into shares of common stock if (i) the closing price of our common stock on
      the Trading Market for any 10 consecutive trading day period exceeds $3.00
      per
      share, (ii) the shares of common stock underlying the Series A Convertible
      Preferred Stock are subject to an effective registration statement, and
      (iii) the daily trading volume of the common stock on a Trading Market
      exceeds 25,000 shares per day for 10 out of 20 prior trading days. Upon
      liquidation, the holders of the Series A Convertible Preferred Stock shall
      receive $1.29 per share of the Series A Convertible Preferred Stock then held
      prior to any other distribution or payment made to holders of the common stock.





We
      agreed
      to file, and did file, a registration statement covering the common stock
      underlying the Series A Convertible Preferred Stock sold in the Private
      Placement within 30 days of the closing of the Share Exchange pursuant to the
      subscription agreement with each investor.




43





For
      the
      year ended December 31, 2006, net cash provided by operating activities was
      $190,906, as compared to net cash used in operating activities of $445,644
      and
      $422,275 for the comparable period in 2005 and 2004. The increase in net cash
      provided by operating activities in Fiscal 2006 was primarily attributable
      to an
      increase in net income, partially offset by an increase in cash used for
      accounts receivable, prepaid expenses and other receivables, accounts payable
      and income tax payable. The increase in cash used for accounts receivable was
      primarily attributable to an increase in net sales of 28.6% for fiscal year
      2006
      as compared to fiscal year 2005. The increase in cash used for prepaid expenses
      and other receivables was primarily attributable to an increase in purchase
      deposits paid from $361,000 of fiscal year 2005 to $1.5 million of fiscal year
      2006 and the sales proceed of intangible assets receivable of $301,000. The
      decrease in cash used for accounts payable was primarily attributable to an
      increase utilization of bank borrowings to settle purchase costs. The increase
      in cash used for income tax payable of $702,000 was attributable to settlement
      of income taxes incurred in fiscal year 2005. The increase in net cash used
      in
      operating activities in the Fiscal 2005 was primarily attributable to an
      increase in accounts receivable of $1.4 million, an increase in inventories
      of
      $2.6 million and a decrease in unearned income of $1.6 million, partially offset
      by an increase in net income of $4.2 million. The increase in net income and
      account receivable were attributable to the increase in sales in Fiscal 2005
      as
      compared to Fiscal 2004. Inventories were also increased for an expected
      increase in sales. For Fiscal 2004, the increase in net cash used in operating
      activities was primarily attributable to an increase in accounts receivable
      of
      $2.0 million and an increase in inventories of $2.6 million, offset by an
      increase in unearned income of $3.1 million and net income of $0.2
      million.





Net
      cash
      used in investing activities was $860,000 for the year ended December 31, 2006,
      which was relatively similar to the $875,000 in cash used for the comparable
      period in 2005. The net cash used in investing activities in Fiscal 2006
      reflected the acquisition of two properties for $618,025 which were pledged
      for
      banking facilities and the acquisition of manufacturing facilities for the
      completed watches segment, offset by the disposal of an intangible asset of
      $300,849 and disposal of equipment of $2,031. The net cash used in investing
      activities in Fiscal 2005 was due to the acquisition of a property of $330,884
      and a held-to-maturity investment fund which were pledged for banking
      facilities, and the acquisition of plant and equipment of $243,504 and
      acquisition of furniture and fixtures. The net cash used in investing activities
      in Fiscal 2004 was due to the acquisition of certain intangible assets, and
      acquisition of manufacturing facilities for the completed watches
      segment.





Net
      cash
      provided by financing activities was $0.20 million for the year ended December
      31, 2006 as compared to $1.18 million and $2.77 million for the comparable
      period in 2005 and 2004, respectively. The decrease in net cash provided by
      financing activities was attributable to dividends paid of $2.45 million in
      2006
      as compared to $642,848 in 2005. The bank borrowing for Fiscal 2005 was
      increased to $10 million as compared to $7.4 million for Fiscal 2004. The total
      borrowing amount was granted by ten different banks for overdraft, letters
      of
      credit, trusts receipts, invoices financing and export loans. Interest on the
      facilities ranged from minus 1.5 to 0.5% over the Bank’s Best Lending Rate of
      Hong Kong (Prime Rate) or Hong Kong Inter Bank Offered Rate (HIBOR). The
      decrease in net cash provided by financing activities is primarily attributable
      to dividends paid of $642,000 for Fiscal 2005.





Inventory
      turnover and average days outstanding are key operating measures that management
      relies on to monitor our business. For fiscal year 2006, 2005 and 2004, our
      inventory turnover was 10.8, 10.8 and 13.2 times, respectively. During 2004,
      our
      stock level was kept at a relatively low level to improve cash flow however,
      we
      also risked stock shortage. In 2005 and 2006 we increased our stock level and,
      thus, the turnover ratio to a more optimal level of 10.8. We expect the turnover
      ratio will further decrease in 2007 as the order delivery cycle time of our
      supplies has shortened, possibly allowing us to keep a lower stock level with
      a
      decreased risk of stock shortages. The average days outstanding of our accounts
      receivable at December 31, 2006 were 29 days, as compared to 24 days and 10.8
      days at December 31, 2005 and 2004. The increase in accounts receivable was
      due
      to the change in credit policy since 2005 where credit terms of up to 30 days
      were given to customers who had good credit history in order to improve our
      profit margin and competitiveness.





In
      an
      attempt to reduce our reliance on third-party watch movement manufacturers,
      we
      have plans to manufacture our own brands of quartz movements and mechanical
      movements in-house. To manufacture our own brands of quartz and mechanical
      movements in-house, we would need to acquire watch movement facilities in China
      and invest in new equipment and research and development. We expect that up
      to
      $5.5 million will be required to obtain the equipment and facilities to
      manufacture branded proprietary watch movements. Our plan to acquire
      manufacturing facilities and equipment to manufacture our own brand of quartz
      and mechanical movements in-house will not take place until after the completion
      of our initial public offering, the proceeds of which will give us a
      portion
      ofthe required capital. We will be required to raise the appropriate
      amount of capital needed for our future operations from future equity sales
      or
      through debt financings. Failure to obtain funding when needed may force us
      to
      delay, reduce, or eliminate our plans to manufacture our own watch movement
      parts. We may not be able to obtain additional financial resources when
      necessary or on terms favorable to us, if at all, and any available additional
      financing may not be adequate. Moreover, new equity securities issued in
      financings, including any shares of Series A Convertible Preferred Stock or
      any
      new series of preferred stock authorized by our Board of Directors, may have
      greater rights, preferences or privileges than our existing common stock. To
      the
      extent stock is issued or options and warrants are exercised, holders of our
      common stock will experience further dilution.




44





Based
      on
      our current plans, we believe that cash on hand, cash flow from operations
      and
      funds available under our bank facilities will be sufficient to fund our capital
      needs for the next 12 months. However, our ability to maintain sufficient
      liquidity depends partially on our ability to achieve anticipated levels of
      revenue, while continuing to control costs. If we did not have sufficient
      available cash, we would have to seek additional debt or equity financing
      through other external sources, which may not be available on acceptable terms,
      or at all. Failure to maintain financing arrangements on acceptable terms would
      have a material adverse effect on our business, results of operations and
      financial condition.





**Off-Balance
      Sheet Arrangements**





We
      do not
      have any off-balance sheet debt, nor do we have any transactions, arrangements
      or relationships with any special purpose entities.





**Contractual
      Obligations**





Other
      than those commitments and obligations being entered into in the normal course
      of business, we do not have any additional, material capital commitments and
      obligations due to other parties.





**Inflation
      and Seasonality**




Inflation
      and seasonality have not had a significant impact on our operations during
      the
      last two fiscal years.




**Change
      In Accountants**





On
      February 23, 2007, we dismissed AJ. Robbins, PC (“AJ. Robbins”) as our
      independent registered public accounting firm. We engaged AJ. Robbins to audit
      our financial statements for the period from January 3, 2006 (inception) to
      February 28, 2006 (collectively, the “Audited Financial Statements”). The
      decision to change accountants was approved and ratified by our Board of
      Directors. The report of AJ. Robbins on the Audited Financial Statements did
      not
      contain any adverse opinion or disclaimer of opinion and was not qualified
      or
      modified as to uncertainty, audit scope, or accounting principle, except for
      an
      explanatory paragraph relative to our ability to continue as a going concern.
      During the period beginning from the time we engaged AJ. Robbins as our auditors
      through February 23, 2007, there have been no disagreements with AJ. Robbins
      on
      any matter of accounting principles or practices, financial statement
      disclosure, or auditing scope or procedure with respect us, which disagreements
      if not resolved to the satisfaction of AJ. Robbins would have caused AJ. Robbins
      to make reference to the subject matter of the disagreements in connection
      with
      its reports on our financial statements for such periods. We have engaged
      Dominic KF Chan & Co. as our independent registered public accounting firm,
      which was the independent registered public accounting firm for Times
      Manufacture prior to the Share Exchange.





**New
      Accounting Pronouncements**





In
      February 2006, the FASB issued SFAS No. 155, Accounting for Certain Hybrid
      Financial Instruments, which amends SFAS No. 133, Accounting for Derivative
      Instruments and Hedging Activities (“SFAS No. 155”), and SFAS No. 140,
      Accounting for Transfers and Servicing of Financial Assets and Extinguishments
      of Liabilities. SFAS No. 155 simplifies the accounting for certain derivatives
      embedded in other financial instruments by allowing them to be accounted for
      as
      a whole if the holder elects to account for the whole instrument on a fair
      value
      basis. SFAS No. 155 also clarifies and amends certain other provisions of SFAS
      No. 133 and SFAS No. 140. SFAS No. 155 is effective for all financial
      instruments acquired, issued or subject to a remeasurement event occurring
      in
      fiscal years beginning after September 15, 2006. Earlier adoption is permitted,
      provided we have not yet issued financial statements, including for interim
      periods, for that fiscal year. We do not believe the adoption of SFAS No. 155
      will have a material impact on our consolidated financial position or results
      of
      operations.




The
      FASB
      released SFAS No. 156, “Accounting for Servicing of Financial Assets,” to
      simplify accounting for separately recognized servicing assets and servicing
      liabilities. SFAS No. 156 amends SFAS No. 140, “Accounting for Transfers and
      Servicing of Financial Assets and Extinguishments of Liabilities.” SFAS No. 156
      permits an entity to choose either the amortization method or the fair value
      measurement method for measuring each class of separately recognized servicing
      assets and servicing liabilities after they have been initially measured at
      fair
      value. SFAS No. 156 applies to all separately recognized servicing assets and
      liabilities acquired or issued after the beginning of an entity’s fiscal year
      that begins after September 15, 2006. SFAS No. 156 will be effective for us
      as
      of December 31, 2006, the beginning of our 2007 fiscal year. We do not believe
      the adoption of SFAS No. 156 will have a material impact on our consolidated
      financial position or results of operations.




45





In
      July
      2006, the FASB issued FIN 48 “Accounting for Uncertainty in Income Taxes.” This
      interpretation requires that we recognize in our financial statements, the
      impact of a tax position, if that position is more likely than not of being
      sustained on audit, based on the technical merits of the position. The
      provisions of FIN 48 are effective as of the beginning of our 2007 fiscal year,
      with the cumulative effect of the change in accounting principle recorded as
      an
      adjustment to opening retained earnings. We are currently evaluating the effect
      of FIN 48 on our financial statements and do not believe the adoption of FIN
      No.
      48 will have a material impact on our consolidated financial position or results
      of operations.





In
      September 2006, the FASB issued SFAS No. 157 “Fair Value Measurement” (“SFAS
      157”). SFAS 157 defines fair value, establishes a framework for measuring fair
      value, and expands disclosures about fair value measurements. This Statement
      shall be effective for financial statements issued for fiscal years beginning
      after November 15, 2007, and interim periods within those fiscal years. Earlier
      application is encouraged, provided that the reporting entity has not yet issued
      financial statements for that fiscal year, including any financial statements
      for an interim period within that fiscal year. The provisions of this statement
      should be applied prospectively as of the beginning of the fiscal year in which
      this Statement is initially applied, except in some circumstances where the
      statement shall be applied retrospectively. We are currently evaluating the
      effect, if any, of SFAS 157 on our financial statements. Although we will
      continue to evaluate the provisions of SFAS No. 157, management currently does
      not believe the adoption of SFAS No. 157 will have a material impact on our
      consolidated financial statements.





The
      FASB
      released SFAS No. 158, “Employers’ Accounting for Defined Benefit Pension and
      Other Postretirement Plans: an amendment of FASB Statements No. 87, 88, 106,
      and
      132(R),” which requires an employer to recognize the over funded or under funded
      status of defined benefit and other postretirement plans as an asset or
      liability in its statement of financial position and to recognize changes in
      that funded status in the year in which the changes occur through an adjustment
      to comprehensive income. This statement also requires an employer to measure
      the
      funded status of a plan as of the date of its year-end statement of financial
      position, with limited exceptions. We are required to initially recognize the
      funded status of our defined benefit and other postretirement plans as of
      December 31, 2006, and to provide the required disclosures in our 2006 annual
      report on Form 10-K. The adoption of SFAS No. 158 has no material effect on
      our
      financial statements.





On
      February 15, 2007, the FASB issued SFAS No. 159, “The Fair Value Option for
      Financial Assets and Financial Liabilities - Including an Amendment of SFAS
      No.
      115.” The fair value option established by SFAS No. 159 permits all entities to
      choose to measure eligible items at fair value at specified election dates.
      A
      business entity will report unrealized gains and losses on items for which
      the
      fair value option has been elected in earnings (or another performance indicator
      if the business entity does not report earnings) at each subsequent reporting
      date. The fair value option: (a) may be applied instrument by instrument, with
      a
      few exceptions, such as investments otherwise accounted for by the equity
      method; (b) is irrevocable (unless a new election date occurs); and (c) is
      applied only to entire instruments and not to portions of instruments. SFAS
      No.
      159 is effective as of the beginning of an entity’s first fiscal year that
      begins after November 15, 2007. Early adoption is permitted as of the beginning
      of the previous fiscal year provided that the entity makes that choice in the
      first 120 days of that fiscal year and also elects to apply the provisions
      of
      SFAS. No.157. The Company does not early adopt this statement. Although we
      will
      continue to evaluate the provisions of SFAS No. 159, management currently does
      not believe the adoption of SFAS No. 159 will have a material impact on our
      consolidated financial statements.




46


**Item
      7A. Quantitative and Qualitative Disclosures about Market
      Risk**





**ASIA
      TIME CORPORATION**





*Credit
      Risk.* **** We
      are
      exposed to credit risk from our cash at bank, fixed deposits and contract
      receivables. The credit risk on cash at bank and fixed deposits is limited
      because the counterparts are recognized financial institutions. Contract
      receivables are subject to credit evaluations. We periodically record a
      provision for doubtful collections based on an evaluation of the collectibility
      of contract receivables by assessing, among other factors, the customer's
      willingness or ability to pay, repayment history, general economic conditions
      and our ongoing relationship with the customers.





*Foreign
      Currency Risk.* **** The
      functional currency of our company is the Hong Kong Dollar (HKD). In the future,
      we expect Renminbi (RMB) also to be a functional currency. Substantially all
      of
      our operations are conducted in the PRC. Our sales and purchases are conducted
      within the PRC in HKD and in the future will include RMB. Conversion of RMB
      into
      foreign currencies is regulated by the People's Bank of China through a unified
      floating exchange rate system. Although the PRC government has stated its
      intention to support the value of the RMB, there can be no assurance that such
      exchange rate will not again become volatile or that the RMB will not devalue
      significantly against the U.S. Dollar. Exchange rate fluctuations may adversely
      affect the value, in U.S. Dollar terms, of our net assets and income derived
      from its operations in the PRC. In addition, the RMB is not freely convertible
      into foreign currency and all foreign exchange transactions must take place
      through authorized institutions.




*Country
      Risk.* **** The
      substantial portion of our business, assets and operations are located and
      conducted in Hong Kong and China. While these economies have experienced
      significant growth in the past twenty years, growth has been uneven, both
      geographically and among various sectors of the economy. The Chinese government
      has implemented various measures to encourage economic growth and guide the
      allocation of resources. Some of these measures benefit the overall economy
      of
      Hong Kong and China, but may also have a negative effect on us. For example,
      our
      operating results and financial condition may be adversely affected by
      government control over capital investments or changes in tax regulations
      applicable to us. If there are any changes in any policies by the Chinese
      government and our business is negatively affected as a result, then our
      financial results, including our ability to generate revenues and profits,
      will
      also be negatively affected.





**Item
      8.  Financial Statements and Supplementary Data**





The
      information required by this Item 8 is incorporated by reference to the
      Financial Statements of Asia Time Corporation and Times Manufacture &
E-Commerce Corporation Limited beginning at page F-1 of this Form
      10-K/A.





**Item
      9. Changes in and Disagreements with Accountants on Accounting and Financial
      Disclosure**





Not
      applicable.





**Item
      9A. Controls and Procedures**





*(a)
      Evaluation of disclosure controls and procedures*




As
      of
      December 31, 2006, our management, with the participation of our Chief Executive
      Officer, or “CEO,” who is also our Chief Financial Officer, or “CFO,” performed
      an evaluation of the effectiveness and the operation of our disclosure controls
      and procedures as defined in Rules 13a-15(e) or 15d-15(e) under the Securities
      Exchange Act of 1934, as amended, or the “Exchange Act.” Based on that
      evaluation, our CEO/CFO concluded that our disclosure controls and procedures
      were effective as of December 31, 2006.




*(b)
      Changes in internal control over financial reporting*




Based
      on
      the evaluation of our management as required by paragraph (d) of Rule 13a-15
      or
      15d-15 of the Exchange Act, there were no changes in our internal control over
      financial reporting that occurred during our last fiscal year that have
      materially affected, or are reasonably likely to materially affect, our internal
      control over financial reporting.




47





**Item
      9B. Other Information**





Upon
      the
      closing of the Share Exchange on January 23, 2007, which occurred after the
      end
      of the fiscal year covered by this report, the internal control over financial
      reporting utilized by Times Manufacture prior to the Share Exchange became
      the
      internal control over financial reporting of our company. Upon closing of the
      Share Exchange, we (i) became the 100% parent of Times Manufacture, which has
      eight wholly-owned subsidiaries consisting of Times Manufacturing &
E-Commerce Corporation Ltd., TME Enterprise Ltd., Citibond Design Ltd. and
      Megamooch Online Ltd., each of which is a British Virgin Islands corporation,
      and the Hong Kong incorporated subsidiaries Billion Win International Enterprise
      Ltd., Goldcome Industrial Ltd., Citibond Industrial Ltd., and Megamooch
      International Ltd., (ii) assumed the operations of Times Manufacture and its
      subsidiaries, and (iii) changed our name from SRKP 9, Inc. to Asia Time
      Corporation. Following the Share Exchange the sole business conducted by our
      company became the business conducted by Times Manufacture, and the officers
      and
      directors of Times Manufacture became the officers and directors of our company.





48


**PART
      III**




**Item
      10.   Directors****,
      Executive Officers and Corporate Governance**




**SRKP
      9, INC.**





A.  Identification
      of Directors and Executive Officers. The current officers and directors will
      serve for one year or until their respective successors are elected and
      qualified. They are:





Name
            
            Age
            
            PositionRichard
                A. Rappaport
            
            45
            
            President
                and DirectorAnthony
                C. Pintsopoulos
            
            50
            
            Secretary,
                Chief Financial Officer and Director




**Richard
      A. Rappaport** ,
      President and Director, is the founder of Westpark Capital, Inc. and has been
      its Chief Executive Officer since September 1999. Westpark Capital, Inc. is
      a
      full service investment banking and securities brokerage firm, which serves
      the
      needs of both private and public companies worldwide, as well as individual
      and
      institutional investors. From April 1995 through September 1999, Mr. Rappaport
      was Director of Corporate Finance for Global Securities, where he was
      responsible for all of the firms North American Corporate finance activities.
      Global Securities was a registered broker-dealer that has since terminated
      operations. Mr. Rappaport also serves as President and Director of SRKP 1,
      Inc.,
      SRKP 5, Inc., SRKP 6, Inc., SRKP 7, Inc., and SRKP 8, Inc., all of which are
      publicly-reporting, blank check, shell companies. Mr. Rappaport received a
      B.S.
      in 1981 from the University of California at Berkeley and a M.B.A. in 1986
      from
      the University of California at Los Angeles.




**Anthony
      C. Pintsopoulos** ,
      Chief
      Financial Officer, Secretary and a Director, is the President and Chief
      Financial Officer at WestPark Capital, Inc. Prior to joining WestPark Capital,
      Mr. Pintsopoulos was CFO and acting COO at Joseph, Charles & Associates(JCA)
      a full service investment banking and securities brokerage firm. Prior to JCA,
      from 1983 to 1995, Mr. Pintsopoulos served as CFO, Treasurer and Board Member
      of
      Safety 1st, Inc., a manufacturer of juvenile products. He administered the
      company's IPO and Secondary Offerings. Preceding Safety 1st, Mr. Pintsopoulos
      worked at Coopers & Lybrand Boston, Massachusetts. Also he owned his own CPA
      Firm in Massachusetts before merging it into Vitale, Caturano & Co., PC (the
      largest CPA firm in New England, other than the Big 4). In his CPA business,
      he
      has worked with both public and private entities in all phases of business
      development. Mr. Pintsopoulos also serves as Chief Financial Officer, Secretary
      and Director of SRKP 5, Inc., SRKP 6, Inc., SRKP 7, Inc., and SRKP 8, Inc.,
      all
      of which are publicly-reporting, blank check, shell companies. He holds a
      Bachelor of Business Administration in Accounting from the University of
      Massachusetts, Amherst and holds NASD licenses 7, 24, and 63. He is a Certified
      Public Accountant, a member of the Massachusetts Society of Certified Public
      Accountants (MSCPA) and the American Institute of Certified Public Accountants
      (AICPA).




B.  Significant
      Employees. None.





C.  Family
      Relationships. None.





D.  Involvement
      in Certain Legal Proceedings. In August 2004, Richard Rappaport, the
      Registrant’s president and member of our board of directors, entered into a
      consent decree with the National Association of Securities Dealers, Inc.,
      without admitting or denying any liability, whereby he voluntarily surrendered
      his Series 24 license for a period of 30 days and paid a fine of $50,000. Other
      than this matter, there have been no events under any bankruptcy act, no
      criminal proceedings and no judgments, injunctions, orders or decrees material
      to the evaluation of the ability and integrity of any director, executive
      officer, promoter or control person of Registrant during the past five
      years.





E.  The
      Board of Directors acts as the Audit Committee and the Board has no separate
      committees. The Company has no qualified financial expert at this time because
      it has not been able to hire a qualified candidate. Further, the Company
      believes that it has inadequate financial resources at this time to hire such
      an
      expert. The Company intends to continue to search for a qualified individual
      for
      hire.




49




PRIOR
      BLANK CHECK COMPANY EXPERIENCE





Members
      of the management also serve as officers and directors of:




Name
            
            Filing
                Date Registration Statement
            
            Operating
                Status
            
            SEC
                File Number
            
            Pending
                Business Combinations
            
            Additional
                InformationSRKP
                1, Inc.
            
            April
                20, 2004
            
            Declared
                effective on December 1, 2004
            
            333-114622
            
            None.
            
            Mr.
                Rappaport has been an officer and director since
                inception.SRKP
                2, Inc.
            
            April
                19, 2005
            
            Pending
                effectiveness
            
            333-124164
            
            None.
            
            Mr.
                Rappaport has been an officer and director since inception. Mr.
                Pintsopoulos has been an officer since its inception.SRKP
                3, Inc.
            
            July
                7, 2005
            
            Pending
                effectiveness
            
            333-126441
            
            None.
            
            Mr.
                Rappaport has been an officer and director since inception. Mr.
                Pintsopoulos has been an officer since inception.SRKP
                4, Inc.
            
            August
                3, 2005
            
            Effective
                October 3, 2005
            
            000-51473
            
            SRKP
                4, Inc. merged with and into Cougar Biotechnology, Inc. on April
                3,
                2006.
            
            Messrs.
                Rappaport and Pintsopoulos served as officers and directors until
                the
                company merged with and into Cougar Biotechnology, Inc. Messrs. Rappaport
                and Pintsopoulos resigned effectively immediately upon the merger.SRKP
                5, Inc. SRKP 6, Inc., SRKP 7, Inc., and SRKP 8, Inc.
            
            August
                3, 2005
            
            Effective
                October 3, 2005
            
            000-51474
              000-51475
              000-51476
              000-51477
            
            None.
            
            Messrs.
                Rappaport and Pintsopoulos have been officers and directors of these
                companies since their respective inception.SRKP
                10, Inc.
            
            May
                5, 2006
            
            Pending
                effectiveness.
            
            Unknown
                (filed today)
            
            None.
            
            Messrs.
                Rappaport and Pintsopoulos have been officers and directors of SRKP
                10, Inc. since its
                inception.




50





**ASIA
      TIME CORPORATION**





Upon
      closing of the Share Exchange, the following individuals were named to our
      board
      of directors and executive management:





Name
            
            Age
            
            PositionKwong
                Kai Shun
            
            43
            
            Chairman
                of the Board, Chief Executive Officer and Chief Financial
                OfficerMichael
                Mak
            
            60
            
            Director





*Kwong
      Kai Shun* has been
      the Chairman of the Board, Chief Executive Officer and Chief Financial Officer
      of Times Manufacture since 2002. Mr. Kwong was educated in Hong Kong, receiving
      a Post-Secondary Diploma in 1983. He started his career with Wah Kwong Hon
      Trading Ltd. In 1983; when he left four years later, he was sales manager for
      the optical and eyewear company. He held management positions with Zeiss Optical
      Co. and Wing Hing Optical Co. Ltd., which were eyewear and lenses trading
      companies, for the next four years. Zeiss was a public company listed in
      Germany. In 1991, he founded and served as Managing Director for Song Lam
      Industrial Ltd., which was engaged in the watch movement trading business,
      where
      he developed his network of contacts and connections throughout China and
      Southeast Asia. He joined Stanford International Holdings in 1999 and was part
      of management of BonusAmerica and resigned in 2005.





*Michael
      Mak* has been
      Director of Times Manufacture’s subsidiaries since 2005. Mr. Mak currently
      serves as President, CEO and a Director of BonusAmerica Worldwide Corp., a
      Nevada corporation, which is an OTC.BB listed E-Commerce and direct marketing
      firm providing online shopping. An independent entrepreneur, Mr. Mak founded
      Stanford International Holding Corporation in 1999 and BonusAmerica Corporation
      in 2002. He ran eCommerce, a direct marketing firm, from 1999 to present. Mr.
      Mak started his business career after high school at Berlin & Company (Hong
      Kong), a financial company, in 1963 as a foreign exchange dealer. He was
      promoted to Manager five years later, and made Associate Partner in 1972. He
      managed the organization until 1985 when he immigrated to the USA. He
      subsequently founded and managed the following corporations: Triwell
      International Corporation, 1985 to 2005, an importer and wholesaler of general
      merchandise; Unitex Trading Corporation, 1987 to present, a designer and
      manufacturer of brand-name leather goods and watches, wholesaling to department
      stores and specialties stores throughout North America; and Dingbats Inc.,
      1995
      to present, a designer and importer of timepieces and licensed watches to
      discount stores.





**Family
      Relationships**





None





**Director
      Compensation**





We
      do not
      currently have an established policy to provide compensation to members of
      our
      Board of Directors for their services in that capacity. We intend to develop
      such a policy in the near future.





**The
      Board of Directors and Committees**





Our
      Board
      of Directors does not maintain a separate audit, nominating or compensation
      committee. Functions customarily performed by such committees are performed
      by
      our Board of Directors as a whole. We are not required to maintain such
      committees under the rules applicable to companies that do not have securities
      listed or quoted on a national securities exchange or national quotation system.
      We intend to create board committees, including an independent audit committee,
      in the near future. We also are not currently required to maintain independent
      members of our Board of Directors. If we are successful in listing our common
      stock on the American Stock Exchange, it would be required to have, prior to
      listing, an independent audit committee formed, in compliance with the
      requirements for listing on the American Stock Exchange and in compliance with
      Rule 10A-3 of the Securities Exchange Act of 1934.





**Section
      16(a) Beneficial Ownership Reporting Compliance**





Our
      securities are currently registered under Section 12 of the Securities Exchange
      Act of 1934, as amended. As a result, and pursuant to Rule 16a-2, our directors
      and officers and holders of 10% or more of our common stock are currently
      required to file statements of beneficial ownership with regards to their
      ownership of equity securities under Sections 13 or 16 of the Exchange Act.
      Our
      current officers, directors and beneficial holders of 10% or more of our equity
      securities became subject to such requirement and to date, based solely upon
      a
      review of Forms 3, 4, and 5 and any amendments thereto furnished to us during
      our most recent fiscal year, none of our officers or directors has failed to
      file on a timely basis, as disclosed in the above forms, reports required by
      Section 16(a) of the Exchange Act during the most recent fiscal
      year.




51





**Code
      of Ethics**





Subsequent
      to the Share Exchange, we have not yet adopted a code of business conduct and
      ethics that applies to our principal executive officer, principal financial
      officer, principal accounting officer or controller, or persons performing
      similar functions in that our sole officer and director serves in all the above
      capacities. We intend to adopt a code in the near future.




**Item
      11.   Executive Compensation**




**SRKP
      9, INC.**





None
      of
      the Company’s officers or directors has received any cash remuneration since
      inception. Officers will not receive any remuneration upon completion of the
      offering until the consummation of an acquisition. No remuneration of any nature
      has been paid for or on account of services rendered by a director in such
      capacity. None of the officers and directors intends to devote more than a
      few
      hours a week to our affairs.





It
      is
      possible that, after the Company successfully consummates a business combination
      with an unaffiliated entity, that entity may desire to employ or retain one
      or a
      number of members of our management for the purposes of providing services
      to
      the surviving entity. However, the Company has adopted a policy whereby the
      offer of any post-transaction employment to members of management will not
      be a
      consideration in our decision whether to undertake any proposed transaction.





No
      retirement, pension, profit sharing, stock option or insurance programs or
      other
      similar programs have been adopted by the Company for the benefit of its
      employees.





There
      are
      no understandings or agreements regarding compensation our management will
      receive after a business combination that is required to be included in this
      table, or otherwise.





**ASIA
      TIME CORPORATION**





**Compensation
      Discussion and Analysis**





Prior
      to
      the Share Exchange on January 23, 2007, we were a “blank check” shell company
      that was formed to investigate and acquire a target company or business seeking
      the perceived advantages of being a publicly held corporation.  The
      officers and directors of our company prior to the Share Exchange are no longer
      employed by or affiliated with our company.  Richard Rappaport and Anthony
      Pintsopolous, our President and Chief Financial Officer, respectively, during
      2006 prior to Share Exchange, received no compensation or other perquisites
      for
      serving in such capacity.





Our
      Chief
      Executive Officer, Chief Financial Officer and Chairman of the Board, Kwong
      Kai
      Shun, determined the compensation for our current executive officers that was
      earned and paid in fiscal 2006.  Compensation for our current executive
      officers, which consist solely of Kwong Kai Shun, is determined with the goal
      of
      attracting and retaining high quality executive officers and encouraging them
      to
      work as effectively as possible on our behalf.]  Key areas of corporate
      performance taken into account in setting compensation policies and decisions
      are growth of sales, cost control, profitability, and innovation.  The key
      factors may vary depending on which area of business a particular executive
      officer’s work is focused on.  Compensation is designed to reward executive
      officers for successfully meeting their individual functional objectives and
      for
      their contributions to our overall development.  For these reasons, the
      elements of compensation of our executive officers are salary, housing and
      bonus.  The salary and housing components of compensation are paid and
      rewarded to cover an appropriate level of living expenses for the executive
      officers and the bonus is paid to reward the executive officer for individual
      and company achievement. With respect to the amount of a bonus, we determine
      company achievement based on performance factors and results of operations
      such
      as revenues generated, cost of revenues, net income, and whether we obtain
      significant contracts. We determine achievement level of an executive based
      on
      performance factors such as contribution to the achievement of the company.




52





The
      annual bonus payment for our Chief Executive Officer will be up to three months
      salary and up to 200,000 stock options. The annual bonus is subject to a minimum
      company achievement of $2,000,000 annual profit before tax and is payable on
      March 31st of each year. The bonus of Kwong Kai Shun is solely based on our
      company’s performance achievement for the relevant period. We believe that the
      salary paid to our executive officer during 2006, 2005, and 2004 are indicative
      of the objectives of our compensation program and reflect the fair value of
      the
      services provided to our company. We set an executive’s base salary with the
      objective of attracting and retaining highly qualified individuals for the
      relevant position and rewarding individual performance. When setting and
      adjusting individual executive salary levels, we consider the relevant
      established salary range, the named executive officer’s responsibilities,
      experience, potential, individual performance and contribution. We also consider
      other factors such as our overall corporate budget for annual merit increases,
      unique skills, demand in the labor market and succession planning.





Currently,
      we have no specific plans to provide raises after we have become a company
      with
      securities publicly traded in the United States.  Although no specific
      plans have yet been discussed, we may adopt such a plan to provide raises to
      our
      executive officers in the future.  Adopting higher compensation in the
      future may be based on the increased amount of responsibilities to be assumed
      by
      each of the executive officers after we become a publicly listed company. 
We may also expand the scope of our compensation, such as the possibility of
      granting options to executive officers and tying compensation to predetermined
      performance goals.





Our
      board
      of directors has not yet developed or considered a compensation program for
      our
      executive officers for fiscal 2007 and beyond.  It is expected that our
      board will seek to establish a compensation program for executive officers
      that
      will be designed to attract, as needed, individuals with the skills necessary
      for us achieve our business plan, to motivate those individuals, to reward
      those
      individuals fairly over time, and to retain those individuals who continue
      to
      perform at or above the levels that we expect.  We also expect that our
      executive compensation program will be designed to afford our executive officers
      a sense of ownership in our company and overall entrepreneurial spirit, and
      to
      link rewards to measurable company and individual performance.





In
      addition, our board of directors does not currently have a compensation
      committee. We anticipate that our board of directors will establish a
      compensation committee in fiscal 2007 that will be comprised of non-employee
      members of our board of directors. Our current expectation is that the
      compensation committee of our board of directors will perform, at least
      annually, a strategic review of the compensation program for our executive
      officers to determine whether it provides adequate incentives and motivation
      to
      our executive officers and whether it adequately compensates our executive
      officers relative to comparable officers in other companies with which we
      compete for executives. Those companies may or may not be public companies
      or
      companies located in Hong Kong or China or even, in all cases, companies in
      a
      similar business. For 2007, until such time as a formal compensation program
      and
      committee is established, which we expect will occur in 2007, our board of
      directors will determine the bonus levels for 2007 after the completion of
      the
      fiscal year. After the compensation committee is formed, it will make such
      determinations.





On
      January 1, 2007, Kwong Kai Shun began receiving compensation under a plan
      pursuant to which he receives monthly compensation with respect to salary,
      housing and insurance in the amounts of $20,000, $3,000 and $1,000,
      respectively. Mr. Kwong will also receive an annual bonus equivalent to three
      months salary. The compensation for Mr. Kwong was set and approved by the Board
      of Directors.





**Summary
      Compensation Tables**





The
      following table sets forth information concerning the compensation for the
      three
      fiscal years ended December 31, 2006, 2005, and 2004 of the principal executive
      officer, principal financial officer, in addition to our three most highly
      compensated officers whose annual compensation exceeded $100,000, and up to
      two
      additional individuals for whom disclosure would have been required but for
      the
      fact that the individual was not serving as an executive officer of the
      registrant at the end of the last fiscal year.





53




**Name
                and Position**
            
            **Year**
            
            **Salary**
            
            **All
                Other Compensation(2)**
            
            **Total**Kwong
                Kai Shun
            
            
            2006
            
            $
            61,538
            
            $
            12,312
            
            $
            73,850Chief
                Executive Officer, Chief Financial Officer and Chairman of the
                Board
            
            
            2005
            
            
            62,500
            
            
            13,500
            
            
            75,5002004
            
            
            62,000
            
            
            13,500
            
            
            75,500Richard
                Rappaport(1)
            
            
            2006
            
            
            —
            
            
            —
            
            
            —Former
                Chief Executive Officer and Former Director
            
            
            2005
            
            
            —
            
            
            —
            
            
            —2004
            
            
            —
            
            
            —
            
            
            —Anthony
                Pintsopoulos(1)
            
            
            2006
            
            
            —
            
            
            —
            
            
            —Former
                Chief Financial Officer and Former Director
            
            
            2005
            
            
            —
            
            
            —
            
            
            —2004
            
            
            —
            
            
            —
            
            
            —







(1)
            Messrs.
                Rappaport and Pintsopoulos resigned from all positions with the Company
                upon the close of the Share Exchange on January 23,
                2007.




(2)
            This
                relates to automobile, housing and medical personal
                benefits.





**Grants
      of Plan-Based Awards in 2006**





There
      were no option grants in 2006.





**Outstanding
      Equity Awards at 2006 Fiscal Year-End**




There
      were no option exercises or options outstanding in 2006.




**Option
      Exercises and Stock Vested in Fiscal 2006**




There
      were no option exercises or stock vested in 2006.





**Director
      Compensation**





Name
            
            Fees
                Earned or Paid in Cash
              ($)
            
            Stock
                Awards
              ($)
            
            Option
              Awards
                ($)
            
            Non-Equity
                Incentive Plan Compensation ($)
            
            Change
                in Pension Value and Nonqualified Deferred Compensation Earnings
            
            All
                Other Compensation
              ($)
            
            Total
              ($)Kwong
                Kai Shun
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            0Michael
                Mak
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            0





For
      the
      year ended December 31, 2006, none of the members of our Board of Directors
      received compensation for his or her service as a director. We do not currently
      have an established policy to provide compensation to members of our Board
      of
      Directors for their services in that capacity. We intend to develop such a
      policy in the near future.





In
      January 1, 2007, Michael Mak began receiving compensation under a plan pursuant
      to which he receives monthly compensation with respect to salary, housing and
      insurance in the amounts of $15,000, $3,000 and $1,000, respectively. Mr. Mak
      will also receive an annual bonus equivalent to two months salary. The annual
      bonus is subject to a minimum achievement of $2million annual profit -before-tax
      and is payable on the 31 st of March
      of each year. The compensation for Mr. Mak was set and approved by the Board
      of
      Directors.




54


**Item
      12.   Security Ownership of Certain Beneficial Owners and Management
      and Related Stockholder Matters**





**SRKP
      9, INC.**





The
      following table sets forth, as of the date of this Registration Statement,
      the
      number of shares of Common Stock owned of record and beneficially by executive
      officers, directors and persons who hold 5% or more of the outstanding Common
      Stock of the Company. Also included are the shares held by all executive
      officers and directors as a group.




Amount
                and
              Nature
                ofName
                and
            
            Beneficial
            
            PercentageAddress
            
            Ownership
            
            of
                ClassDebbie
                Schwartzberg
            
            
            972,000
            
            
            36
            %800
                5th AvenueNew
                York, New York 10021Richard
                Rappaport (1)
            
            
            972,000
            
            
            36
            %1900
                Avenue of the Stars, Suite 310Los
                Angeles, CA 90067Anthony
                C. Pintsopoulos (2)
            
            
            405,000
            
            
            15
            %1900
                Avenue of the Stars, Suite 310Los
                Angeles, CA 90067Tom
                Poletti
            
            
            135,000
            
            
            5
            %1900
                Avenue of the Stars, Suite 310Los
                Angeles, CA 90067Glenn
                Krinsky
            
            
            135,000
            
            
            5
            %1900
                Avenue of the Stars, Suite 310Los
                Angeles, CA 90067All
                Officers and
            
            
            1,377,000
            
            
            51
            %Directors
                as a group(2
                individuals)







(1)
            Richard
                Rappaport is President and Director of the Company.(2)
            Anthony
                C. Pintsopoulos is Chief Financial Officer, Secretary and Director
                of the
                Company.





**ASIA
      TIME CORPORATION**





Beneficial
      ownership is determined in accordance with the rules of the SEC. In computing
      the number of shares beneficially owned by a person and the percentage of
      ownership of that person, shares of common stock subject to options and warrants
      held by that person that are currently exercisable or become exercisable within
      60 days of April 1, 2007 are deemed outstanding even if they have not actually
      been exercised. Those shares, however, are not deemed outstanding for the
      purpose of computing the percentage ownership of any other person.




Immediately
      after the closing of the Share Exchange and Private Placement, we had 23,156,629
      issued and outstanding shares of common stock, 2,250,348 shares of Series A
      Preferred Stock, no options and warrants to purchase shares of common
      stock.




55





The
      following table sets forth as of April 1, 2007 certain information with respect
      to beneficial ownership of our common stock immediately after the closing of
      the
      Share Exchange based on 23,156,629 issued and outstanding shares of common
      stock, by:




·
            Each
                person known to be the beneficial owner of 5% or more of the outstanding
                common stock of the company;




·
            Each
                executive officer;




·
            Each
                director; and




·
            All
                of the executive officers and directors as a
                group.




Unless
      otherwise indicated, the persons and entities named in the table have sole
      voting and sole investment power with respect to the shares set forth opposite
      the stockholder’s name, subject to community property laws, where applicable.
      Unless otherwise indicated, the address of each stockholder listed in the table
      is c/o Asia Time Corporation, Room 1601-1604, 16/F., CRE Centre, 889 Cheung
      Sha
      Wan Road, Kowloon, Hong Kong.





**Name
                and Address**
              **of
                Beneficial Owner**
            
            **Title**
            
            **Beneficially
                Owned**
            
            **Percent
                of Class Beneficially Owned*****Officers
                and directors***Kwong
                Kai Shun
            
            Chairman
                of the Board, Chief Executive Officer and Chief Financial
                Officer
            
            
            19,454,420
            
            
            84.0
            %Michael
                Mak
            
            Director
            
            
            —
            
            
            —Officers
                and Directors as a Group (2 persons)
            
            
            
            
            
            19,454,420
            
            
            84.0
            %***5%
                of more shareholders***Kam
                Yuen
              Suite
                2911 Shell Tower
              Times
                Square 1 Matheson Street
              Causeway
                Bay, Hong Kong
            
            
            
            
            
            1,550,388
            (1)
            
            6.3
            %Debbie
                Schwartzberg
              1900
                Avenue Of The Stars
              Suite
                301
              Los
                Angeles, CA 90067
            
            
            
            
            
            1,332,795
            
            
            5.8
            %Richard
                Rappaport
              1900
                Avenue Of The Stars
              Suite
                301
              Los
                Angeles, CA 90067
            
            
            
            
            
            1,332,795
            
            
            5.8
            %







(1)
            Represents
                775,194 shares of Series A Convertible Preferred Stock held by Success
                Day
                International Limited and 775,194 shares of Series A Convertible
                Preferred
                Stock held by Sino Sky Enterprise Limited. The Preferred Stock is
                convertible into shares of Common Stock. Mr. Kam Yuen may be deemed
                to be
                the beneficial owner of the shares as the majority shareholder of
                each of
                Success Day International Limited and Sino Sky Enterprise Limited.
                Mr. Kam
                Yuen disclaims beneficial ownership of the shares except to the extent
                of
                his pecuniary interest.




56




**Item
      13. Certain Relationships and Related Transactions** **,
      and Director Independence**




**SRKP
      9, INC.**





Except
      as
      otherwise indicated herein, there have been no related party transactions,
      or
      any other transactions or relationships required to be disclosed pursuant to
      Item 404 of Regulation S-B.





**ASIA
      TIME CORPORATION**





**Times
      Manufacture & E-Commerce Corporation Limited**





Times
      Manufacture & E-Commerce Corporation Limited (“Times Manufacture”) is our
      wholly-owned subsidiary, which has interlocking executive and director positions
      with us.





**January
      2007 Share Exchange**





On
      January 23, 2007, we completed the Share Exchange with Times Manufacture and
      Kwong Kai Shun, the former sole shareholder of Times Manufacture. At the close
      of the Share Exchange, Times Manufacture became our wholly-owned subsidiary
      and
      100% of the issued and outstanding securities of Times Manufacture were
      exchanged for our securities. An aggregate of 19,454,420 shares of our common
      stock were issued to this shareholder. Further to the Share Exchange, Times
      Manufacture paid an aggregate of $350,000 to the shareholders of SRKP 9, Inc.
      As
      of the close of the Share Exchange, these shareholders owned approximately
      84.0%
      of our issued and outstanding stock. Moreover, concurrent with the closing
      of
      the Share Exchange, our board appointed Kwong Kai Shun as Chairman of the Board,
      Chief Executive Officer and Chief Financial Officer, as well as Michael Mak
      as a
      director. Kwong Kai Shun is Chief Executive Officer and director of Times
      Manufacture.





**WestPark
      Capital, Inc.**





On
      January 23, 2007, concurrently with the close of the Share Exchange, we
      conducted an initial closing of a private placement transaction pursuant to
      which we sold an aggregate of 1,749,028 shares of Series A Convertible Preferred
      Stock at $1.29 per share. On February 9, 2007, we conducted a second and final
      closing of the private placement pursuant to which we sold 501,320 shares of
      Series A Convertible Preferred Stock at $1.29 per share. Accordingly, a total
      of
      2,250,348 shares of Series A Convertible Preferred Stock were sold in the
      private placement for an aggregate of $2,902,946 (the “Private Placement”).
      WestPark Capital, Inc. (“WestPark”) acted as the placement agent for the Private
      Placement. Of the gross proceeds, $50,000 is represented by a subscription
      receivable from one investor. For its services as placement agent, WestPark
      received an aggregate fee of approximately $261,265, which consisted of a
      commission equal to 9.0% of the gross proceeds from the financing. WestPark
      is
      acting as the managing underwriter for our public offering that we intend to
      conduct. Upon the closing of the offering, we agreed to sell to WestPark
      Capital, Inc. warrants to purchase up to a number of shares of our common stock
      that will be determined. The warrants will be exercisable on their date of
      issuance at a per share exercise price equal to 120% of the public offering
      price, subject to standard anti-dilution adjustments for stock splits and
      similar transactions, and will expire five years. The holders of shares of
      common stock acquired upon exercise of the warrants have the right to include
      such shares in any future registration statements filed by us and to demand
      one
      registration for the shares. In addition, we have agreed to indemnify the
      underwriters against some liabilities, including liabilities under the
      Securities Act of 1933, as amended, and to contribute to payments that the
      underwriters may be required to make in respect thereof. We will pay WestPark
      a
      non-accountable expense allowance to be determined. We also agreed to retain
      WestPark as a consultant to assist us with shareholder and investor matters.
      The
      consulting arrangement will be for a period of 12 months, which will commence
      upon the closing of the offering, at a rate of $3,000 per month.




57







Some
      of
      the controlling shareholders, control persons of WestPark were also, prior
      to
      the completion of the Share Exchange, shareholders and/or control persons of
      our
      company, including Richard Rappaport, who is the Chief Executive Officer of
      WestPark and was the President and a significant shareholder of our company
      prior to the Share Exchange, Anthony C. Pintsopoulos, who is the Chief Financial
      Officer of WestPark and an officer, director and significant shareholder of
      our
      company prior to the Share Exchange and Kevin DePrimio and Jason Stern, each
      employees of WestPark and shareholders of our company prior to the Share
      Exchange. Each of Messrs. Rappaport and Pintsopoulos resigned from all of their
      executive and director positions with our company upon the closing of the Share
      Exchange. Affiliates of WestPark who own shares of our common stock have agreed
      to a lock-up whereby they shall not sell an aggregate of 1,528,933 shares of
      common stock held by them until that date which is nine months from the day
      that
      our common stock begins to be traded on either the New York Stock Exchange,
      American Stock Exchange, NASDAQ Global Market, NASDAQ Capital Market, the OTC
      Bulletin Board or the Pink Sheets.





**Agreement
      of** **Kwong
      Kai Shun**





In
      connection with the Private Placement, Kwong Kai Shun, our Chairman of the
      Board, Chief Executive Officer and Chief Financial Officer, entered into an
      agreement with the investors in the Private Placement. Mr. Kwong agreed to
      place
      2,326,000 shares of his company common stock in escrow for possible distribution
      to the investors (the “Escrow Shares”). If our annual net income for 2006 or
      2007 as set forth in its filings with the Securities and Exchange Commission
      is
      less than $6.3 million or $7.7 million, respectively, a portion if not all
      of
      the Escrow Shares will be transferred to the investors based upon our actual
      net
      income, if any, for such fiscal years. In addition, Mr. Kwong has agreed to
      purchase all shares of Series A Preferred Stock then held by such investors
      at a
      per-share purchase price of $1.29 if our common stock shall fail to be listed
      or
      quoted for trading on the American Stock Exchange, the Nasdaq Capital Market,
      the Nasdaq Global Market or the New York Stock Exchange on or before June 30,
      2007. The number of shares Mr. Kwong will distribute to shareholders will be
      determined by the number of common stock that have not been sold by the
      investors multiplied by the shortfall in a valuation agreed upon by the parties.
      The agreed upon shortfall in valuation is calculated using the $1.29 purchase
      price per share of the common stock, the actual amount of net income for either
      2006 or 2007 and a price earning ratio set at 5 for 2006 and 4 for 2007. In
      no
      circumstances will the shares distributed by Mr. Kwong exceed 2,326,000. Each
      shareholder will receive a pro rata amount of shares based on the number of
      the
      shares that they hold at the time of distribution. In the event that Mr. Kwong
      transfers share to investors, it is anticipated that the transfer will be
      effected under an exemption from registration pursuant to the Securities Act
      of
      1933, as amended.




We
      believe that the WestPark Capital and Kwong Kai Shun arrangements are at fair
      market value and are on terms comparable to those that would have been reached
      in arm's-length negotiations had the parties been unaffiliated at the time
      of
      the negotiations.





**Director
      Independence**





We
      are
      not currently required to comply with director independence requirements under
      the rules applicable to companies that do not have securities listed or quoted
      on a national securities exchange or national quotation system. If we are able
      to list our common stock on the American Stock Exchange, or AMEX, we would
      be
      required to maintain a board of directors comprised of at least 50% independent
      directors and to have an independent audit committee formed, in compliance
      with
      the requirements for listing on AMEX and in compliance with Rule 10A-3 of the
      Securities Exchange Act of 1934. Although none of our directors is currently
      an
“independent director” as that term is defined in the AMEX Company Guide, we
      intend to comply with the applicable AMEX independence listing requirements
      in
      the near future.





**Policy
      for Approval of Related Party Transactions**





We
      do not
      currently have a formal related party approval policy for review and approval
      of
      transactions required to be disclosed pursuant to Item 404 (a) of Regulation
      S-K. We intend to adopt such a policy once we establish an audit committee,
      which we anticipate occurring in 2007.




**Item
      14. Principal Accounting Fees and Services** **.**




During
      the fiscal years ended December 31, 2006 and 2005, we retained Dominic K.
      F. Chan & Co., Certified Public Accountants to provide services as follows:





**Fees
                for the Year Ended December 31****Services**
            
            **2006**
            
            **2005**Audit
                fees(1)
            
            $
            62,695
            
            $
            100,000Audit-related
                fees(2)
            
            
            —
            
            $
            31,141Tax
                fees(3)
            
            
            —
            
            
            —All
                other fees
            
            
            —
            
            
            —Total
                audit and non-audit fees
            
            $
            62,695
            
            $
            131,141







(1)
            These
                are fees for professional services performed by Dominic K. F. Chan
&
                Co., Certified Public Accountants for the audit of our annual financial
                statements, review of our quarterly reports, review of our Registration
                Statement on Form S-1.




58




(2)
            Audit-Related
                Fees consist of fees billed for assurance and related services that
                are
                reasonably related to the performance of the audit or review of the
                Company's consolidated financial statements and are not reported
                under
                "Audit Fees."





(3)
            “Tax
                Fees” consist of fees billed for services rendered in connection with tax
                compliance, tax advice and tax
                planning.





**Pre-Approval
      Policy**





We
      do not
      maintain an audit committee. Our Board as a whole pre-approves all services
      provided by Dominic
      K. F. Chan & Co. and
      has
      concluded that such services are compatible with Dominic
      K. F. Chan & Co. 's
      independence as our auditors.




**PART
      IV**




**Item
      15. Exhibits and Financial Statement Schedules**




1.
      Financial Statements: See “Index to Consolidated Financial Statements” in Part
      II, Item 8 of this annual report on Form 10-K/A.





2.
      Financial Statement Schedule: Not applicable.





3.
      Exhibits: The exhibits listed in the accompanying “Index to Exhibits” are filed
      or incorporated by reference as part of this Form 10-K/A.





59





**SIGNATURES**




Pursuant
      to the requirements of Section 13 or 15(d) 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, in the City of Kowloon, Hong Kong,
      on September 26, 2007.


**Asia
                Time Corporation**By:
            /s/
                Kwong Kai ShunKwong
              Kai ShunChief
                Executive Officer, Chief Financial Officer andChairman
                of the Board




Pursuant
      to the requirements of the Securities Exchange Act of 1934, this report has
      been
      signed by the following persons on behalf of the Registrant and in the
      capacities and on the dates indicated.





SIGNATURE
            
            TITLE
            
            DATE/s/
                Kwong Kai Shun
            
            Chief
                Executive Officer, Chief Financial Officer and Chairman of the Board
                (Principal Executive Officer; Principal Financial and Accounting
                Officer)
            
            September
                26, 2007Kwong
                Kai Shun/s/
                Michael Mak
            
            Director
            
            September
                26, 2007Michael
                Mak





60


**Exhibit
      Index**





Exhibit
                No.
            
            Exhibit
                Description2.1
            
            Share
                Exchange Agreement, dated as of December 15, 2006, by and among the
                Registrant, Kwong Kai Shun and Times Manufacture & E-Commerce
                Corporation, Limited (incorporated by reference from Exhibit 2.1
                to
                Current Report on Form 8-K filed with the Securities and Exchange
                Commission on January 29, 2007).3.1
            
            Certificate
                of Incorporation (incorporated by reference from Exhibit 3.1 to the
                Registration Statement on Form 10-SB (File No. 000-51981) filed with
                the
                Securities and Exchange Commission on May 5, 2006).3.2
            
            Bylaws
                (incorporated by reference from Exhibit 3.2 to the Registration Statement
                on Form 10-SB (File No. 000-51981) filed with the Securities and
                Exchange
                Commission on May 5, 2006).3.3
            
            Articles
                of Merger Effecting Name Change (incorporated by reference from Exhibit
                3.3 to Current Report on Form 8-K filed with the Securities and Exchange
                Commission on January 29, 2007).3.4
            
            Certificate
                Of Designations, Preferences And Rights Of Series A Convertible Preferred
                Stock (incorporated by reference from Exhibit 3.4 to Current Report
                on
                Form 8-K filed with the Securities and Exchange Commission on January
                29,
                2007).4.1
            
            Specimen
                Certificate of Common Stock (incorporated by reference to Exhibit
                4.1 of
                the Registrant's Registration Statement on Form SB-2 filed August
                20,
                2004).10.1
            
            Form
                of Subscription Agreement dated as of January 23, 2007 and February
                9,
                2007 (incorporated by reference from Exhibit 10.1 to Current Report
                on
                Form 8-K filed with the Securities and Exchange Commission on February
                13,
                2007).10.2
            
            Form
                of Agreement between Kwong Kai Shun and Investors of Series A Convertible
                Preferred Stock (incorporated
                by reference to Exhibit 10.2 of the Registration Statement on Form
                S-1
                filed with the Securities and Exchange Commission on September 26,
                2007).10.2(a)
            
            Amendment
                No. 1 to Agreement between Kwong Kai Shun and Investors of Series
                A
                Convertible Preferred Stock, dated June 30, 2007
                (incorporated
                  by reference to Exhibit 10.2(a) of the Registration Statement on
                  Form S-1
                  filed with the Securities and Exchange Commission on September
                  26,
                  2007).21.1
            
            List
                of Subsidiaries (incorporated by reference from Exhibit 21.1 to Current
                Report on Form 8-K filed with the Securities and Exchange Commission
                on
                January 29, 2007).31.1
            
            Certification
                of Chief Executive Officer and Chief Financial Officer pursuant to
                Item 601(b)(31) of Regulation S-K, as adopted pursuant to
                Section 302 of the Sarbanes-Oxley Act of 2002.32.1*
            
            Certifications
                of Chief Executive Officer pursuant to 18 U.S.C. Section 1350 as
                adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
                2002.


*  This
      exhibit shall not be deemed "filed" for purposes of Section 18 of the Securities
      Exchange Act of 1934 or otherwise subject to the liabilities of that section,
      nor shall it be deemed incorporated by reference in any filing under the
      Securities Act of 1933 or the Securities Exchange Act of 1934, whether made
      before or after the date hereof and irrespective of any general incorporation
      language in any filings.





61


**INDEX
      TO FINANCIAL STATEMENTS**





**ASIA
      TIME CORPORATION (FORMERLY SRKP 9, INC.)**





Report
                Of Independent Registered Public Accounting Firm
            F-2Balance
                Sheet
            F-3Income
                Statement
            F-4Statement
                of Stockholders’ Equity
            F-5Statement
                of Cash Flows
            F-6Notes
                to Financial Statements
            F-7





**TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED**




Report
                Of Independent Registered Public Accounting Firm
            F-16Balance
                Sheet
            F-17Income
                Statement
            F-19Statement
                of Stockholders’ Equity
            F-20Statement
                of Cash Flows
            F-21Notes
                to Financial Statements
            F-23





F-1




**REPORT
      OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**




To
      the
      Board of Directors and Stockholders of


Asia
      Time
      Corporation


(Formerly
      SRKP 9, Inc.)





We
      have
      audited the accompanying balance sheet of Asia Time Corporation (the “Company”)
      as of December 31, 2006, and the related income statement, stockholders’ equity
      and cash flows for the period from January 3, 2006 (Inception) through ended
      December 31, 2006. These financial statements are the responsibility of the
      Company’s management. Our responsibility is to express an opinion on these
      financial statements based on our audits.





We
      conducted our audits in accordance with the standards of the Public Company
      Accounting Oversight Board (United States). Those standards require that we
      plan
      and perform the audit to obtain reasonable assurance about whether the financial
      statements are free of material misstatement. An audit includes examining,
      on a
      test basis, evidence supporting the amounts and disclosures in the financial
      statements. An audit also includes assessing the accounting principles used
      and
      significant estimates made by management, as well as evaluating the overall
      financial statement presentation. We believe that our audits provide a
      reasonable basis for our opinion.





In
      our
      opinion, the financial statements referred to above present fairly, in all
      material respects, the financial position of the Company as of December 31,
      2006, and the results of its operations and its cash flows for the period from
      January 3, 2006 (Inception) through December 31, 2006, in conformity with
      accounting principles generally accepted in the United States of
      America.




Dominic
      K.F. Chan & Co


Certified
      Public Accountants


Hong
      Kong


April
      12,
      2007




F-2




ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





BALANCE
      SHEET


(Stated
      in US Dollars)





***At
                December 31,******2006******$*****ASSETS**Current
                Assets :Cash
                and cash equivalents
            
            
            3,193Prepaid
                expenses - Note 6
            
            
            25,000Total
                Current Assets
            
            
            28,193**TOTAL
                ASSETS**
            
            
            28,193**LIABILITIES
                AND STOCKHOLDERS’ EQUITY****LIABILITIES**Current
                Liabilities :Advance
                from related parties - Note 7
            
            
            33,000Total
                Current Liabilities
            
            
            33,000**TOTAL
                LIABILITIES**
            
            
            33,000**STOCKHOLDERS’
                EQUITY**Preferred
                stockPar
                value : US$0.0001Authorized:
                10,000,000 sharesIssued
                and outstanding: none issued
            
            
            -Common
                stockPar
                value : US$0.0001Authorized:
                100,000,000 sharesIssued
                and outstanding: 3,702,209 shares
            
            
            370Additional
                paid-in capital
            
            
            1,797Accumulated
                deficit
            
            
            (6,974
            )**TOTAL
                STOCKHOLDERS’ EQUITY**
            
            
            (4,807
            )**TOTAL
                LIABILITIES AND STOCKHOLDERS’ EQUITY**
            
            
            28,193




See
      notes
      to financial statements




F-3


ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





INCOME
      STATEMENT


(Stated
      in US Dollars)





***Period
                from January 3, 2006 (Inception) to December 31,
                2006******$***Net
                sales
            
            
            -Administrative
                expenses - Note 8
            
            
            (6,974
            )Loss
                before taxes
            
            
            (6,974
            )Income
                taxes - Note 4
            
            
            -Net
                loss
            
            
            (6,974
            )Loss
                per share of common stock - Note 5-
                Basic and diluted
            
            
            (0.00188
            )Weighted
                average number of common stock - Note 5-
                Basic and diluted
            
            
            3,702,209




See
      notes
      to financial statements




F-4


ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





STATEMENT
      OF STOCKHOLDERS’ EQUITY


(Stated
      in US Dollars)


***Common
                  stock***
              
              ***Additional***
                ***paid-in***
              
              ***Accumulated******Shares***
              
              ***Amount***
              
              ***capital***
              
              ***deficit***
              
              ***Total***$
              
              $
              
              $
              
              $Issuance
                  of common stock
              
              
              2,700,000
              
              
              270
              
              
              1,897
              
              
              -
              
              
              2,167Effect
                  of share split
              
              
              1,002,209
              
              
              100
              
              
              (100
              )
              
              -
              
              
              -Comprehensive
                  incomeNet
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              (6,974
              )
              
              (6,974
              )Total
                  comprehensive income
              
              
              -
              
              
              -
              
              
              -
              
              
              (6,974
              )
              
              (6,974
              )***Balance,
                  December 31, 2006***
              
              
              3,702,209
              
              
              370
              
              
              1,797
              
              
              (6,974
              )
              
              (4,807
              )




See
      notes
      to financial statements




F-5


ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





STATEMENT
      OF CASH FLOWS


(Stated
      in US Dollars)





***Period
                from January 3, 2006 (Inception) to December 31,
                2006******$*****Cash
                flows from operating activities**Net
                loss
            
            
            (6,974
            )Changes
                in operating assets:Prepaid
                expenses
            
            
            (25,000
            )Net
                cash flows used in operating activities
            
            
            (31,974
            )**Cash
                flows from financing activities**Proceeds
                from issuance of common stocks
            
            
            2,167Advance
                from related parties
            
            
            33,000Net
                cash flows provided by financing activities
            
            
            35,167Net
                increase in cash and cash equivalents and cash and cash equivalents
                - end
                of period
            
            
            3,193




See
      notes
      to financial statements




F-6


ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





NOTES
      TO
      FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**1.**
            **Change
                of company name**





Effect
      from January 23, 2007, the Company changed its name from SRKP 9, Inc. to Asia
      Time Corporation (the “Company”).





**2.**
            **Corporation
                information****and
                reorganization**





Asia
      Time
      Corporation (the “Company”) (formerly SRKP 9, Inc.) was incorporated in the
      State of Delaware on January 3, 2006.





Recapitalization





The
      Company entered into an Exchange Agreement dated December 15, 2006 (the
“Exchange Agreement”) with Times Manufacture & E-Commerce Corporation
      Limited, a British Virgin Islands corporation (“Times Manufacture”) and Mr.
      Kwong Kai Shun, the sole shareholder of the 100% of the capital shares of Times
      Manufacture, (“Original Shareholder”). The closing of the Exchange Agreement
      occurred on January 23, 2007.





The
      Company effectuated a 1.371188519-for-one stock reverse split in the course
      of
      the share exchange process such that there were 3,702,209 shares of common
      stock
      outstanding immediately prior to the closing of the Exchange Agreement. These
      financial statements give retroactive effect to this share split.





At
      the
      closing of the Exchange Agreement, the Company acquired all of Times
      Manufacture’s capital shares (the “Times Manufacture Shares”) from the Original
      Shareholder, and the Original Shareholder transferred and contributed all of
      his
      Times Manufacture Shares to the Company. In exchange, the Company issued
      19,454,420 shares of its Common Stock to the Original Shareholder.





**3.**
            **Summary
                of significant accounting
                policies**





Basis
      of presentation





The
      accompanying financial statements of the Company have been prepared in
      accordance with generally accepted accounting principles in the United States
      of
      America.





Use
      of
      estimates





In
      preparing financial statements in conformity with accounting principles
      generally accepted in the United States of America, management makes estimates
      and assumptions that affect the reported amounts of assets and liabilities
      and
      disclosures of contingent assets and liabilities at the dates of the financial
      statements, as well as the reported amounts of revenues and expenses during
      the
      reporting periods. Actual results could differ from those estimates.




Cash
      and cash equivalents





Cash
      and
      cash equivalents include all cash, deposits in banks and other highly liquid
      investments with initial maturities of three months or less.




F-7




ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





NOTES
      TO
      FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Income
      taxes





The
      Company uses the asset and liability method of accounting for income taxes
      pursuant to SFAS No. 109 “Accounting for Income Taxes”. Under the asset and
      liability method of SFAS 109, deferred tax assets and liabilities are recognized
      for the future tax consequences attributable to temporary differences between
      the financial statements carrying amounts of existing assets and liabilities
      and
      loss carry forwards and their respective tax bases. Deferred tax assets and
      liabilities are measured using enacted tax rates expected to apply to taxable
      income in the years in which those temporary differences are expected to be
      recovered or settled. Valuation allowances are established when necessary to
      reduce deferred tax assets to the amount expected to be realized.





Comprehensive
      income





The
      Company has adopted SFAS 130, “Reporting Comprehensive Income”, which
      establishes standards for reporting and display of comprehensive income, its
      components and accumulated balances.





Fair
      value of financial instruments





The
      carrying values of the Company’s financial instruments, including cash and cash
      equivalents, trade and other receivables, trade and other payables approximate
      their fair values due to the short-term maturity of such
      instruments.





Basic
      and diluted earnings per share





The
      Company reports basic earnings or loss per share in accordance with SFAS No.
      128, “Earnings Per Share”. Basic earnings per share is computed using the
      weighted average number of shares outstanding during the periods presented.
      The
      weighted average number of shares of the Company represents the common stock
      outstanding during the years.





Recent
      accounting pronouncements





In
      November 2004, the Financial Accounting Standards Board (“FASB”) issued SFAS No.
      151, “Inventory costs - an amendment of ARB No. 43, Chapter 4.” (“SFAS 151”).
      SFAS 151 amends ARB 43, Chapter 4 to clarify that “abnormal” amount of idle
      freight, handling costs and spoilage should be recognized as current period
      charges. SFAS 151 is effective for inventory costs incurred during fiscal years
      beginning after June 15, 2005. The adoption of SFAS No. 151 has no material
      effect on our financial statements.





F-8


ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





NOTES
      TO
      FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Recent
      accounting pronouncements (Cont’d)





In
      December 2004, the FASB issued SFAS No. 123R, “Share-Based Payment” (“SFAS
      123R”), which revises SFAS No. 123, “Accounting for Stock Based Compensation”,
      and supersedes APB 25. Among other items, SFAS 123R eliminates the use of APB
      25
      and the intrinsic value method of accounting, and requires companies to
      recognize in the financial statements the cost of employee services received
      in
      exchange for awards of equity instruments, based on the grant-date fair value
      of
      those awards. This cost is to be recognized over the period during which an
      employee is required to provide service in exchange for the award (typically
      the
      vesting period). SFAS 123R also requires that benefits associated with tax
      deductions in excess of recognized compensation cost be reported as a financing
      cash inflow, rather than as an operating cash flow as required under current
      literature.





SFAS
      123R
      permits companies to adopt its requirements using either a “modified
      prospective” method, or a “modified retrospective” method.





Under
      the
“modified prospective” method, compensation cost is recognized in the financial
      statements beginning with the effective date, based on the requirements of
      SFAS
      123R for all share-based awards granted or modified after that date, and based
      on the requirements of SFAS 123 for all unvested awards granted prior to the
      effective date of SFAS 123R. Under the “modified retrospective” method, the
      requirements are the same as under the “modified prospective” method, but this
      method also permits entities to restate financial statements of previous periods
      based on proforma disclosures made in accordance with SFAS 123. The Company
      is
      adopting SFAS 123R effective January 1, 2006 using the modified prospective
      method.





In
      May
      2005, the FASB issued SFAS No. 154, “Accounting Changes and Error Corrections”
(“SFAS 154”), which changes the requirements for the accounting for and
      reporting of a change in accounting principle. The statement requires
      retrospective application to prior period financial statements of changes in
      accounting principle, unless impracticable to do so. It also requires that
      a
      change in the depreciation, amortization, or depletion method for long-lived
      non-financial assets be accounted as a change in accounting estimate, effected
      by a change in accounting principle. Accounting for error corrections and
      accounting estimate changes will continue under the guidance in APB Opinion
      20,
“Accounting Changes”, as carried forward in this pronouncement. The statement is
      effective for fiscal years beginning after December 15, 2005. The adoption
      of
      SFAS No. 154 has no material effect on our financial statements.





F-9


ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





NOTES
      TO
      FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Recent
      accounting pronouncements (Cont’d)





In
      November 2005, the FASB issued FSP Nos. FAS 115-1 and 124-1, “The Meaning of
      Other-Than-Temporary Impairment and Its Application to Certain Investments.”
This FSP addresses the determination as to when an investment is considered
      impaired, whether the impairment is ‘other-than-temporary’, and the measurement
      of an impairment loss. The investment is impaired if the fair value is less
      than
      cost. The impairment is ‘other-than-temporary’ for equity securities and debt
      securities that can contractually be prepaid or otherwise settled in such a
      way
      that the investor would not recover substantially all of its cost. If
‘other-than-temporary’, an impairment loss shall be recognized in earnings equal
      to the difference between the investment’s cost and its fair value. The guidance
      in this FSP is effective in reporting periods beginning after December 15,
      2005.
      The adoption of FSP No. 115-1 and 124-1 has no material effect on our financial
      statements.





In
      February 2006, the FASB issued SFAS No. 155, Accounting for Certain Hybrid
      Financial Instruments, which amends SFAS No. 133, Accounting for Derivative
      Instruments and Hedging Activities (“SFAS No. 155”), and SFAS No. 140,
      Accounting for Transfers and Servicing of Financial Assets and Extinguishments
      of Liabilities. SFAS No. 155 simplifies the accounting for certain derivatives
      embedded in other financial instruments by allowing them to be accounted for
      as
      a whole if the holder elects to account for the whole instrument on a fair
      value
      basis. SFAS No. 155 also clarifies and amends certain other provisions of SFAS
      No. 133 and SFAS No. 140. SFAS No. 155 is effective for all financial
      instruments acquired, issued or subject to a remeasurement event occurring
      in
      fiscal years beginning after September 15, 2006. Earlier adoption is permitted,
      provided the Company has not yet issued financial statements, including for
      interim periods, for that fiscal year. The Company does not believe the adoption
      of SFAS No. 155 will have a material impact on the Company’s consolidated
      financial position or results of operations.





The
      FASB
      released SFAS No. 156, “Accounting for Servicing of Financial Assets,” to
      simplify accounting for separately recognized servicing assets and servicing
      liabilities. SFAS No. 156 amends SFAS No. 140, “Accounting for Transfers and
      Servicing of Financial Assets and Extinguishments of Liabilities.” SFAS No. 156
      permits an entity to choose either the amortization method or the fair value
      measurement method for measuring each class of separately recognized servicing
      assets and servicing liabilities after they have been initially measured at
      fair
      value. SFAS No. 156 applies to all separately recognized servicing assets and
      liabilities acquired or issued after the beginning of an entity’s fiscal year
      that begins after September 15, 2006. SFAS No. 156 will be effective for the
      Company as of December 31, 2006, the beginning of the Company’s 2007 fiscal
      year. The Company does not believe the adoption of SFAS No. 156 will have a
      material impact on the Company’s financial position or results of operations.




F-10


ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





NOTES
      TO
      FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Recent
      accounting pronouncements (Cont’d)





In
      July
      2006, the FASB issued FIN 48 “Accounting for Uncertainty in Income Taxes.” This
      interpretation requires that we recognize in our financial statements, the
      impact of a tax position, if that position is more likely than not of being
      sustained on audit, based on the technical merits of the position. The
      provisions of FIN 48 are effective as of the beginning of our 2007 fiscal year,
      with the cumulative effect of the change in accounting principle recorded as
      an
      adjustment to opening retained earnings if any. The Company is currently
      evaluating the effect of FIN 48 on its financial statements and does not believe
      the adoption of FIN No. 48 will have a material impact on the Company’s
      financial position or results of operations.





In
      September 2006, the FASB issued SFAS No. 157 “Fair Value Measurement” (“SFAS
      157”). SFAS 157 defines fair value, establishes a framework for measuring fair
      value, and expands disclosures about fair value measurements. This Statement
      shall be effective for financial statements issued for fiscal years beginning
      after November 15, 2007, and interim periods within those fiscal years. Earlier
      application is encouraged, provided that the reporting entity has not yet issued
      financial statements for that fiscal year, including any financial statements
      for an interim period within that fiscal year. The provisions of this statement
      should be applied prospectively as of the beginning of the fiscal year in which
      this Statement is initially applied, except in some circumstances where the
      statement shall be applied retrospectively. The Company is currently evaluating
      the effect, if any, of SFAS 157 on its financial statements. Although
      we will continue to evaluate the provisions of SFAS No. 157, management
      currently does not believe the adoption of SFAS No. 157 will have a
      material impact on our financial statements.





The
      FASB
      released SFAS No. 158, “Employers’ Accounting for Defined Benefit Pension and
      Other Postretirement Plans: an amendment of FASB Statements No. 87, 88, 106,
      and
      132(R),” which requires an employer to recognize the over funded or under funded
      status of defined benefit and other postretirement plans as an asset or
      liability in its statement of financial position and to recognize changes in
      that funded status in the year in which the changes occur through an adjustment
      to comprehensive income. This statement also requires an employer to measure
      the
      funded status of a plan as of the date of its year-end statement of financial
      position, with limited exceptions. The Company is required to initially
      recognize the funded status of its defined benefit and other postretirement
      plans as of December 31, 2006, and to provide the required disclosures in the
      Company’s 2006 annual report on Form 10-KSB. The Company is assessing the impact
      on the adoption of SFAS No. 158 will have on the Company’s financial
      position.




F-11


ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





NOTES
      TO
      FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Recent
      accounting pronouncements (Cont’d)





On
      February 15, 2007, the FASB issued SFAS No. 159, “The Fair Value Option for
      Financial Assets and Financial Liabilities - Including an Amendment of SFAS
      No.
      115.” The fair value option established by SFAS No. 159 permits all entities to
      choose to measure eligible items at fair value at specified election dates.
      A
      business entity will report unrealized gains and losses on items for which
      the
      fair value option has been elected in earnings (or another performance indicator
      if the business entity does not report earnings) at each subsequent reporting
      date. The fair value option: (a) may be applied instrument by instrument, with
      a
      few exceptions, such as investments otherwise accounted for by the equity
      method; (b) is irrevocable (unless a new election date occurs); and (c) is
      applied only to entire instruments and not to portions of instruments. SFAS
      No.
      159 is effective as of the beginning of an entity’s first fiscal year that
      begins after November 15, 2007. Early adoption is permitted as of the beginning
      of the previous fiscal year provided that the entity makes that choice in the
      first 120 days of that fiscal year and also elects to apply the provisions
      of
      SFAS. No.157. The Company does not early adopt this statement. Although
      we will continue to evaluate the provisions of SFAS No. 159, management
      currently does not believe the adoption of SFAS No. 159 will have a
      material impact on our financial statements.





**4.**
            **Income
                taxes**





The
      following table accounts for the differences between the actual tax provision
      and the amounts obtained by applying the applicable statutory income tax rate
      to
      loss before taxes for the period ended December 31, 2006.





***Period
                ended December 31,******2006******$***Loss
                before taxes
            
            
            (6,974
            )Provision
                for income taxes at statutory income
            
            
            (2,622
            )tax
                rateValuation
                allowance
            
            
            2,622-





The
      Company has a federal net operating loss carryforward of $6,974 available to
      offset taxable income through the year 2006. The Company recorded a deferred
      income tax asset for the tax effect of net operating loss carryforwards
      aggregating $6,974, against which the Company has recorded a full valuation
      allowance in recognition of the uncertainty regarding the ultimate amount of
      income tax benefits to be derived.




F-12


ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





NOTES
      TO
      FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**5.**
            **Earnings
                per share**





The
      calculation of the weighted average number of shares outstanding for 2006 is
      based on the number of outstanding shares of the Company during the
      period.





The
      Company has no dilutive instruments, such as options and warrants. Accordingly,
      the basic and diluted earnings per share are the same.





**6.**
            **Prepaid
                expenses**





***At
                December 31******2006******$***Prepayments
            
            
            25,000




**7.**
            **Advance
                from related****parties**





Advance
      from related parties for working capital are as follows:





***At
                December 31******2006******$***Advance
                from shareholders
            
            
            33,000





The
      above
      advances are interest-free, unsecured and have no fixed repayment
      terms.





**8.**
            **Administrative
                expenses**





***Period
                ended December 31******2006******$***Bank
                charges
            
            
            144Filing
                fee
            
            
            2,430Professional
                fee
            
            
            4,4006,974





F-13


ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





NOTES
      TO
      FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**9.**
            **Events
                after balance sheet date**





Private
      placement





The
      Company entered into two subscription agreements (the “Subscription Agreement”)
      with certain investors pursuant to which the Company sold an aggregate of
      2,250,348 shares of Series A Convertible Preferred Stock (“Series A Preferred
      Stock”) at $1.29 per share for an aggregate gross proceeds of $2,952,946





At
      the
      initial closing of the Subscription Agreement on January 23, 2007, the Company
      sold an aggregate of 1,749,028 shares of Series A Preferred Stock. At the second
      and final closing of the Subscription Agreement on February 9, 2007, the Company
      sold an aggregate of 501,320 shares of Series A Preferred Stock.





Each
      share of the Company’s Series A Preferred Stock is convertible into shares of
      common stock at a conversion price equal to the share purchase price, subject
      to
      adjustments.





However,
      if the Company at any time prior to the first trading day on which thecommon
      stock is quoted on the American Stock Exchange, the Nasdaq Capital Market,
      the
      Nasdaq Global Market or the New York Stock Exchange (each a “Trading Market”)
      sells or issues any shares of common stock in one or a series of transactions
      at
      an effective price less than such conversion price where the aggregate gross
      proceeds to the Company are at least $1.0 million, then the aforementioned
      conversion price shall be reduced to such effective price. Each share of
      Series A Convertible Preferred Stock shall automatically convert into
      shares of common stock if (i) the closing price of the common stock on the
      Trading Market for any 10 consecutive trading day period exceeds $3.00 per
      share, (ii) the shares of common stock underlying the Series A
      Convertible Preferred Stock are subject to an effective registration statement,
      and (iii) the daily trading volume of the common stock on a Trading Market
      exceeds 25,000 shares per day for 10 out of 20 prior trading days.





If
      the
      Company pays a stock dividend on the shares of common stock, subdivide
      outstanding shares of common stock into a larger number of shares, combine,
      through a reverse stock split, outstanding shares of the common stock into
      a
      smaller number of shares or issues, in the event of a reclassification of shares
      of the common stock, any shares of the capital stock, then the conversion price
      of the Series A Preferred Stock will be adjusted as follows: the conversion
      price will be multiplied by a fraction, of which (i) the numerator will be
      the
      number of shares of common stock outstanding immediately before one of the
      events described above and (ii) the denominator will be the number of shares
      of
      common stock outstanding immediately after such event.





Holder
      of
      the Series A Convertible Preferred Stock have the right to one vote per share
      of
      common stock issuable upon conversion of the shares underlying any shares of
      Preferred Stock outstanding as of the record date for purposes of determining
      which holders have the right to vote with respect to any matters brought to
      a
      vote before the Company’s holders of common stock.




F-14




ASIA
      TIME
      CORPORATION


(Formerly
      SRKP 9, Inc.)





NOTES
      TO
      FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**9.**
            **Events
                after balance sheet date
                (continued)**





In
      the
      event of any liquidation, dissolution or winding up of our company, the holders
      of the Series A Convertible Preferred Stock are entitled to receive in
      preference to the holders of common stock an amount per share of $1.29 plus
      any
      accrued but unpaid dividends. If the Company’s assets are insufficient to pay
      the above amounts in full, then all of the Company’s assets will be ratably
      distributed among the holders of the Series A Convertible Preferred Stock in
      accordance with the respective amounts that would be payable on such shares
      if
      all amounts payable were paid in full.





There
      are
      no additional specific dividend rights or redemption rights of holders of the
      Series A Convertible Preferred Stock.





If
      the
      Company redeems or acquired any shares of the Series A Convertible Preferred
      Stock are converted, those shares will resume the status of authorized but
      unissued shares of preferred stock and will no longer be designated as Series
      A
      Convertible Preferred Stock.





As
      long
      as any shares of Series A Convertible Preferred Stock are outstanding, the
      Company cannot alter or adversely change the powers, preference or rights given
      to the Series A Convertible Preferred Stock holders, without the affirmative
      vote of those holders.





F-15




**REPORT
      OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**





To
      the
      Board of Directors and Stockholders of


Times
      Manufacture & E-Commerce Corporation Limited





We
      have
      audited the accompanying consolidated balance sheets of Times Manufacture &
E-Commerce Corporation Limited (the “Company”) and its subsidiaries
      (collectively referred to as the “Group”) as of December 31, 2006, 2005 and
      2004, and the related consolidated income statement, stockholders’ equity and
      cash flows for the years ended December 31, 2006, 2005 and 2004. These
      consolidated financial statements are the responsibility of the Company’s
      management. Our responsibility is to express an opinion on these consolidated
      financial statements based on our audits.





We
      conducted our audits in accordance with the standards of the Public Company
      Accounting Oversight Board (United States). Those standards require that we
      plan
      and perform the audit to obtain reasonable assurance about whether the financial
      statements are free of material misstatement. An audit includes examining,
      on a
      test basis, evidence supporting the amounts and disclosures in the financial
      statements. An audit also includes assessing the accounting principles used
      and
      significant estimates made by management, as well as evaluating the overall
      financial statement presentation. We believe that our audits provide a
      reasonable basis for our opinion.





In
      our
      opinion, the consolidated financial statements referred to above present fairly,
      in all material respects, the consolidated financial position of the Company
      and
      its subsidiaries as of December 31, 2006, 2005 and 2004, and the consolidated
      results of their operations and their cash flows for the years ended December
      31, 2006, 2005 and 2004, in conformity with accounting principles generally
      accepted in the United States of America.




Dominic
      K.F. Chan & Co


Certified
      Public Accountants


Hong
      Kong


April
      12,
      2007


F-16


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





CONSOLIDATED
      BALANCE SHEET


(Stated
      in US Dollars)





***At
                December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$*****ASSETS**Current
                Assets :Cash
                and cash equivalents
            
            
            316,621
            
            
            780,090
            
            
            911,487Restricted
                cash
            
            
            4,523,679
            
            
            4,306,474
            
            
            3,551,304Accounts
                receivable
            
            
            8,188,985
            
            
            4,829,586
            
            
            3,369,326Prepaid
                expenses and other receivables - Note 8
            
            
            2,101,133
            
            
            394,236
            
            
            727,934Tax
                prepayment
            
            
            767
            
            
            16,367
            
            
            -Inventories,
                net - Note 9
            
            
            6,620,361
            
            
            6,584,792
            
            
            3,931,124Prepaid
                lease payments - Note 11
            
            
            22,958
            
            
            7,993
            
            
            -Total
                Current Assets
            
            
            21,774,504
            
            
            16,919,538
            
            
            12,491,175Deferred
                tax assets - Note 6
            
            
            14,042
            
            
            -
            
            
            -Plant
                and equipment, net - Note 10
            
            
            890,258
            
            
            682,901
            
            
            696,552Leasehold
                lands - Note 11
            
            
            895,322
            
            
            315,939
            
            
            -Held-to-maturity
                investments - Note 12
            
            
            301,196
            
            
            301,954
            
            
            -Intangible
                assets - Note 13
            
            
            337,836
            
            
            584,149
            
            
            736,934Restricted
                cash
            
            
            257,301
            
            
            -
            
            
            -**TOTAL
                ASSETS**
            
            
            24,470,459
            
            
            18,804,481
            
            
            13,924,661**LIABILITIES
                AND STOCKHOLDERS’ EQUITY****LIABILITIES**Current
                Liabilities :Accounts
                payable
            
            
            770,360
            
            
            1,236,418
            
            
            1,805,995Other
                payables and accrued liabilities - Note 14
            
            
            190,358
            
            
            145,249
            
            
            41,798Advance
                from a related party - Note 15
            
            
            -
            
            
            28,854
            
            
            89,296Income
                tax payable
            
            
            1,453,051
            
            
            864,205
            
            
            95,640Unearned
                income - Note 16
            
            
            -
            
            
            1,598,314
            
            
            3,197,160Bank
                borrowings - Note 17
            
            
            13,205,167
            
            
            10,064,129
            
            
            7,400,775Total
                Current Liabilities
            
            
            15,618,936
            
            
            13,937,169
            
            
            12,630,664Deferred
                tax liabilities - Note 6
            
            
            31,711
            
            
            -
            
            
            -**TOTAL
                LIABILITIES**
            
            
            15,650,647
            
            
            13,937,169
            
            
            12,630,664**COMMITMENTS
                AND CONTINGENCIES - Note 19**




F-17


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





CONSOLIDATED
      BALANCE SHEET (Cont’d)


(Stated
      in US Dollars)





***At
                December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$*****STOCKHOLDERS’
                EQUITY**Common
                stockPar
                value : 2006 - US$1 (2005 and 2004 - US$1 and $0.1286)Authorized:
                2006 - 50,000 shares (2005 and 2004 - 50,000 and
                5,130,000)Issued
                and outstanding: 2006 - 20,002 shares (2005 and 2004 - 20,002 and
                5,021,102)
            
            
            20,002
            
            
            20,002
            
            
            654,434Additional
                paid-in capital
            
            
            636,242
            
            
            636,242
            
            
            -Accumulated
                other comprehensive income
            
            
            7,470
            
            
            13,549
            
            
            412Retained
                earnings
            
            
            8,156,098
            
            
            4,197,519
            
            
            639,151**TOTAL
                STOCKHOLDERS’ EQUITY**
            
            
            8,819,812
            
            
            4,867,312
            
            
            1,293,997**TOTAL
                LIABILITIES AND STOCKHOLDERS’ EQUITY**
            
            
            24,470,459
            
            
            18,804,481
            
            
            13,924,661




See
      notes
      to consolidated financial statements




F-18


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





CONSOLIDATED
      INCOME STATEMENT


(Stated
      in US Dollars)


***Year
                  ended December 31,******2006***
              
              ***2005***
              
              ***2004******$***
              
              ***$***
              
              ***$***Net
                  sales
              
              
              81,134,275
              
              
              63,078,409
              
              
              36,553,084Cost
                  of sales - Note 22
              
              
              (71,393,755
              )
              
              (56,813,199
              )
              
              (34,584,844
              )Gross
                  profit
              
              
              9,740,520
              
              
              6,265,210
              
              
              1,968,240Other
                  income - Note 4
              
              
              424,016
              
              
              938,573
              
              
              -Depreciation
              
              
              (325,995
              )
              
              (259,127
              )
              
              (126,225
              )Administrative
                  and other operating expenses - Note 23
              
              
              (1,284,863
              )
              
              (1,436,069
              )
              
              (1,344,786
              )Income
                  from operations
              
              
              8,553,678
              
              
              5,508,587
              
              
              497,229Other
                  income - Note 4
              
              
              237,571
              
              
              156,199
              
              
              28,047Interest
                  expenses - Note 5
              
              
              (1,060,536
              )
              
              (514,637
              )
              
              (164,558
              )Income
                  before taxes
              
              
              7,730,713
              
              
              5,150,149
              
              
              360,718Income
                  taxes - Note 6
              
              
              (1,325,761
              )
              
              (948,933
              )
              
              (136,117
              )Net
                  income
              
              
              6,404,952
              
              
              4,201,216
              
              
              224,601Earnings
                  per share of common stock - Note 7-
                  Basic and diluted
              
              
              320.22
              
              
              210.04
              
              
              11.23Weighted
                  average number of common stock - Note 7-
                  Basic and diluted
              
              
              20,002
              
              
              20,002
              
              
              20,002




See
      notes
      to consolidated financial statements




F-19


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





CONSOLIDATED
      STATEMENT OF STOCKHOLDERS’ EQUITY


(Stated
      in US Dollars)





***Common
                stock***
            
            ***Additional***
              ***paid-in***
            
            ***Accumulated***
              ***other
                comprehensive***
            
            ***Retained******Shares***
            
            ***Amount***
            
            ***capital***
            
            ***income***
            
            ***earnings***
            
            ***Total******$***
            
            ***$***
            
            ***$***
            
            ***$***
            
            ***$******Balance,
                January 1, 2004***
            
            
            5,011,104
            
            
            644,436
            
            
            -
            
            
            (705
            )
            
            414,550
            
            
            1,058,281Issuance
                of shares - Note 20
            
            
            9,998
            
            
            9,998
            
            
            -
            
            
            -
            
            
            -
            
            
            9,998Comprehensive
                incomeNet
                income
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            224,601
            
            
            224,601Foreign
                currency translation adjustments
            
            
            -
            
            
            -
            
            
            -
            
            
            1,117
            
            
            -
            
            
            1,117Total
                comprehensive income
            
            
            -
            
            
            -
            
            
            -
            
            
            1,117
            
            
            224,601
            
            
            225,718***Balance,
                December 31, 2004***
            
            
            5,021,102
            
            
            654,434
            
            
            -
            
            
            412
            
            
            639,151
            
            
            1,293,997Issuance
                of shares - Note 20
            
            
            30,000
            
            
            30,000
            
            
            -
            
            
            -
            
            
            -
            
            
            30,000Restructuring
                - Note 1
            
            
            (5,031,100
            )
            
            (664,432
            )
            
            636,242
            
            
            -
            
            
            -
            
            
            (28,190
            )Comprehensive
                incomeNet
                income
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            4,201,216
            
            
            4,201,216Foreign
                currency translation adjustments
            
            
            -
            
            
            -
            
            
            -
            
            
            13,137
            
            
            -
            
            
            13,137Total
                comprehensive income
            
            
            -
            
            
            -
            
            
            -
            
            
            13,137
            
            
            4,201,216
            
            
            4,214,353Dividends
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (642,848
            )
            
            (642,848
            )***Balance,
                December 31, 2005***
            
            
            20,002
            
            
            20,002
            
            
            636,242
            
            
            13,549
            
            
            4,197,519
            
            
            4,867,312Comprehensive
                incomeNet
                income
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            6,404,952
            
            
            6,404,952Foreign
                currency translation adjustments
            
            
            -
            
            
            -
            
            
            -
            
            
            (6,079
            )
            
            -
            
            
            (6,079
            )Total
                comprehensive income
            
            
            -
            
            
            -
            
            
            -
            
            
            (6,079
            )
            
            6,404,952
            
            
            6,398,873Dividends
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (2,446,373
            )
            
            (2,446,373
            )*Balance,
                December 31, 2006*
            
            
            20,002
            
            
            20,002
            
            
            636,242
            
            
            7,470
            
            
            8,156,098
            
            
            8,819,812




See
      notes
      to consolidated financial statements




F-20


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





CONSOLIDATED
      STATEMENT OF CASH FLOWS


(Stated
      in US Dollars)





***Year
                ended December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$*****Cash
                flows from operating activities**Net
                income
            
            
            6,404,952
            
            
            4,201,216
            
            
            224,601Adjustments
                to reconcile net income to net cash flowsprovided
                by operating activities :Amortization
                of intangible assets
            
            
            154,436
            
            
            154,438
            
            
            35,382Amortization
                of leasehold lands
            
            
            23,247
            
            
            7,968
            
            
            -Depreciation
            
            
            325,995
            
            
            259,127
            
            
            126,225Loss
                on disposal of plant and equipment
            
            
            7,715
            
            
            -
            
            
            -Gain
                on disposal of intangible assets
            
            
            (210,594
            )
            
            -
            
            
            -Income
                taxes
            
            
            1,325,761
            
            
            948,933
            
            
            136,117Changes
                in operating assets and liabilities :Accounts
                receivable
            
            
            (3,369,347
            )
            
            (1,445,937
            )
            
            (1,997,310
            )Prepaid
                expenses and other receivables
            
            
            (1,706,789
            )
            
            334,759
            
            
            310Inventories
            
            
            (52,056
            )
            
            (2,633,977
            )
            
            (2,601,377
            )Accounts
                payable
            
            
            (462,658
            )
            
            (573,017
            )
            
            538,433Other
                payables and accrued liabilities
            
            
            45,445
            
            
            103,007
            
            
            370Income
                tax payable
            
            
            (701,921
            )
            
            (199,079
            )
            
            (76,747
            )Unearned
                income
            
            
            (1,593,280
            )
            
            (1,603,082
            )
            
            3,191,721Net
                cash flows provided by / (used in) operating activities
            
            
            190,906
            
            
            (445,644
            )
            
            (422,275
            )**Cash
                flows from investing activities**Acquisition
                of leasehold lands
            
            
            (618,025
            )
            
            (330,884
            )
            
            -Acquisition
                of held-to-maturity investments
            
            
            -
            
            
            (301,007
            )
            
            -Acquisition
                of intangible assets
            
            
            -
            
            
            -
            
            
            (771,063
            )Acquisition
                of plant and equipment
            
            
            (544,678
            )
            
            (243,504
            )
            
            (781,095
            )Proceeds
                from disposal of plant and equipment
            
            
            2,031
            
            
            -
            
            
            -Proceeds
                from disposal of intangible assets
            
            
            300,849
            
            
            -
            
            
            -Net
                cash flows used in investing activities
            
            
            (859,823
            )
            
            (875,395
            )
            
            (1,552,158
            )**Cash
                flows from financing activities**Proceeds
                from new short-term bank loans
            
            
            1,700,622
            
            
            346,622
            
            
            140,937Repayment
                of short-term bank loans
            
            
            (525,535
            )
            
            (408,211
            )
            
            (11,527
            )Repayment
                of a capital lease
            
            
            -
            
            
            -
            
            
            (6,975
            )Net
                advancement of other bank borrowings
            
            
            1,789,269
            
            
            2,946,182
            
            
            4,176,477Increase
                in restricted cash
            
            
            (484,997
            )
            
            (755,170
            )
            
            (2,255,598
            )Increase/(decrease)
                in bank overdrafts
            
            
            199,893
            
            
            (250,997
            )
            
            599,814Advance
                from a related party
            
            
            (28,763
            )
            
            (60,511
            )
            
            122,571Dividends
                paid
            
            
            (2,446,373
            )
            
            (642,848
            )
            
            -Net
                cash flows provided by financing activities
            
            
            204,116
            
            
            1,175,067
            
            
            2,765,699Net
                (decrease) / increase in cash and cash equivalents
            
            
            (464,801
            )
            
            (145,972
            )
            
            791,266Effect
                of foreign currency translation on cash and cash
                equivalents
            
            
            1,332
            
            
            14,575
            
            
            7,242Cash
                and cash equivalents - beginning of year
            
            
            780,090
            
            
            911,487
            
            
            112,979Cash
                and cash equivalents - end of year
            
            
            316,621
            
            
            780,090
            
            
            911,487





F-21


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





CONSOLIDATED
      STATEMENT OF CASH FLOWS (Cont’d)





(Stated
      in US Dollars)





***Year
                ended December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***Supplemental
                disclosures for cash flow information :Cash
                paid for :Interest
            
            
            1,060,536
            
            
            514,637
            
            
            164,558Income
                taxes
            
            
            701,921
            
            
            199,079
            
            
            76,747




See
      notes
      to consolidated financial statements




F-22


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**1.**
            **Corporation
                information****and
                reorganization**





Times
      Manufacture & E-Commerce Corporation Limited (the “Company”) was
      incorporated in the British Virgin Islands on March 21, 2002.





Recapitalization





The
      Company entered into an Exchange Agreement dated December 15, 2006 (the
“Exchange Agreement”) with Asia Time Corporation (formerly SRKP 9, Inc.),
      incorporated in the State of Delaware (“Asia Time”) and Mr. Kwong Kai Shun, the
      sole shareholder of the 100% of the capital shares of the Company, (“Original
      Shareholder”). The closing of the Exchange Agreement occurred on January 23,
      2007.





At
      the
      closing of the Exchange Agreement, Asia Time acquired all of the Company’s
      capital shares (the “Company Shares”) from the Original Shareholder, and the
      Original Shareholder transferred and contributed all of his Company Shares
      to
      Asia Time. In exchange, Asia Time issued 19,454,420 shares of its Common Stock
      to the Original Shareholder.





As
      a
      result of the closing of the Exchange Agreement, the Company became the wholly
      owned subsidiary of Asia Time.





F-23


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**1.**
            **Corporation
                information****and
                reorganization (Cont’d)**





Restructuring





For
      the
      purpose of reverse takeover transaction (“RTO”), the companies comprising the
      group underwent the restructuring on December, 2005 (the “Re-structuring”), the
      Company acquired all of the outstanding and issued shares of common stock of
      its
      subsidiaries (including Times Manufacturing & E-Commerce Corporation Limited
      (“TMEHK”), Billion Win International Enterprise Limited (“BW”), Citibond
      Industrial Limited (“CI”), Goldcome Industrial Limited (“GI”) and Megamooch
      International Limited (“MI”)) from their then existing stockholders in
      consideration for the issuance of 20,000 shares of $1 each of the company’s
      voting common stock, representing 99.99% of the voting power in the
      Company.





Before
      acquisition of TME HK group, TME HK acquired all of the outstanding and issued
      shares of common stock of its subsidiaries (including BW, CI, GI and MI) from
      their then existing stockholders in consideration for the issuance of 10,000
      shares of $1 each of the TME HK’s voting common stock.





Corporate
      Structure - Before Restructuring











F-24




TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**1.**
            **Corporation
                information****and
                reorganization (Cont’d)**





Corporate
      Structure - After Restructuring









**2.**
            **Description
                of business**





The
      Company and its subsidiaries is engaged in trading of completed watches and
      watch components.


**Name
                  of company**
              
              **Place
                  and date of incorporation**
              
              **Issued
                  and fully paid capital**
              
              **Principal
                  activities**Times
                  Manufacture & E-Commerce Corporation Ltd
              
              British
                  Virgin Islands
                March
                  21, 2002
              
              US$20,002
                Ordinary
              
              Investment
                  holdingTimes
                  Manufacturing & E-Commerce Corporation Ltd (“TME HK”)
              
              British
                  Virgin Islands
                January
                  2, 2002
              
              US$20,000
                Ordinary
              
              Investment
                  holdingBillion
                  Win International Enterprise Ltd (“BW”)
              
              Hong
                  Kong
                March
                  5, 2001
              
              HK$5,000,000
                Ordinary
              
              Trading
                  of watch componentsGoldcome
                  Industrial Ltd (“GI”)
              
              Hong
                  Kong
                March
                  2, 2001
              
              HK$10,000
                Ordinary
              
              Trading
                  of watch componentsCitibond
                  Industrial Ltd (“CI”)
              
              Hong
                  Kong
                February
                  28, 2003
              
              HK$1,000
                Ordinary
              
              Trading
                  of watch componentsMegamooch
                  International Ltd (“MI”)
              
              Hong
                  Kong
                April
                  2, 2001
              
              HK$100
                Ordinary
              
              Trading
                  of watches and watch componentsTME
                  Enterprise Ltd
              
              British
                  Virgin Islands
                November
                  28, 2003
              
              US$2
                Ordinary
              
              Investment
                  holdingCitibond
                  Design Ltd
              
              British
                  Virgin Islands
                August
                  1, 2003
              
              US$2
                Ordinary
              
              InactiveMegamooch
                  Online Ltd
              
              British
                  Virgin Islands
                June
                  6, 2003
              
              US$2
                Ordinary
              
              Trading
                  of watches and watch
                  components




F-25




TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting
                policies**





Basis
      of presentation and consolidation





On
      December, 2005, the Restructuring was completed and accordingly, accounting
      for
      recapitalization is adopted for the preparation of the comparative figures
      of
      the consolidated financial statements. It means that the consolidated financial
      statements for the year ended December 31, 2005 and 2004 are issued under the
      name of the legal parent, the Company, but includes the consolidated financial
      statements of TME Enterprise Limited, Citibond Design Limited and Megamooch
      Online Limited and the combined financial statements of TMEHK, BW, CI, GI and
      MI.





The
      accompanying consolidated financial statements of the Company have been prepared
      in accordance with generally accepted accounting principles in the United States
      of America.





The
      consolidated financial statements include the accounts of the Company and its
      subsidiaries. All significant inter-company accounts and transactions have
      been
      eliminated in consolidation.





The
      results of subsidiaries acquired or disposed of during the years are included
      in
      the consolidated income statement from the effective date of acquisition or
      up
      to the effective date of disposal.





The
      Company also evaluates consolidation of entities under Financial Accounting
      Standards Board (FASB) Interpretation No.46, “Consolidation of Variable Interest
      Entities” (FIN 46). FIN 46 requires management to evaluate whether an entity or
      interest is a variable interest entity and whether the Company is the primary
      beneficiary. Consolidation is required if both of these criteria are met. The
      Company does not have any variable interest entities requiring consolidation.





Use
      of
      estimates





In
      preparing financial statements in conformity with accounting principles
      generally accepted in the United States of America, management makes estimates
      and assumptions that affect the reported amounts of assets and liabilities
      and
      disclosures of contingent assets and liabilities at the dates of the financial
      statements, as well as the reported amounts of revenues and expenses during
      the
      reporting periods. These accounts and estimates include, but are not limited
      to,
      the valuation of accounts receivable, inventories, deferred income taxes and
      the
      estimation on useful lives of property, plant and equipment and intangible
      assets. Actual results could differ from those estimates.





F-26


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Concentrations
      of credit risk





Financial
      instruments that potentially subject the Group to significant concentrations
      of
      credit risk consist principally of accounts receivable. The Group extends credit
      based on an evaluation of the customer’s financial condition, generally without
      requiring collateral or other security. In
      order
      to minimize the credit risk, the management of the Group has delegated a team
      responsibility for determination of credit limits, credit approvals and other
      monitoring procedures to ensure that follow-up action is taken to recover
      overdue debts. Further, the
      Group
      reviews the recoverable amount of each individual trade debt at each balance
      sheet date to ensure that adequate impairment losses are made for irrecoverable
      amounts. In this regard, the directors of the Group consider that the Group’s
      credit risk is significantly reduced. Other
      than set forth below, no customers represented 10% or more of the Group’s net
      sales and accounts receivable.





At
      December 31, 2006, 2005 and 2004, customers represented 10% or more of the
      Group’s net sales and their related accounts receivable are:





***Year
                ended December 31******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***1stlargest customer
            
            
            9,587,395
            
            
            15,112,655
            
            
            4,482,1102nd
                largest customer
            
            
            8,935,246
            
            
            7,047,980
            
            
            -Net
                sales
            
            
            18,522,641
            
            
            22,160,635
            
            
            4,482,110Accounts
                receivable
            
            
            1,463,565
            
            
            -
            
            
            417,954




Cash
      and cash equivalents





Cash
      and
      cash equivalents include all cash, deposits in banks and other highly liquid
      investments with initial maturities of three months or less.





Restricted
      cash





Deposits
      in banks for securities of bank overdrafts and borrowings that are restricted
      in
      use are classified as restricted cash.





F-27


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Accounts
      receivable





Accounts
      receivable are stated at original amount less allowance made for doubtful
      receivables, if any, based on a review of all outstanding amounts at the year
      end. An allowance is also made when there is objective evidence that the Group
      will not be able to collect all amounts due according to original terms of
      receivables. Bad debts are written off when identified. The Group extends
      unsecured credit to customers in the normal course of business and believes
      all
      accounts receivable in excess of the allowances for doubtful receivables to
      be
      fully collectible. The Group does not accrue interest on trade accounts
      receivable.





During
      the reporting years, the Group had no bad debt experienced and, accordingly,
      did
      not make any allowance for doubtful debts.





Inventories





Inventories
      are stated at the lower of cost or market. Cost is determined on a first-in,
      first-out basis and includes only purchase costs. There are no significant
      freight charges, inspection costs and warehousing costs incurred for any of
      the
      periods presented. In assessing the ultimate realization of inventories, the
      management makes judgments as to future demand requirements compared to current
      or committed inventory levels. The Group’s reserve requirements generally
      increase as the management projected demand requirements; decrease due to market
      conditions, product life cycle changes. During the reporting years, the Company
      did not make any allowance for slow-moving or defective
      inventories.





Leasehold
      land





Leasehold
      lands, representing upfront payment for land use rights, are capitalized at
      their acquisition cost and amortized using the straight-line method over the
      lease terms.




Intangible
      assets





Intangible
      assets with limited useful lives are stated at cost less accumulated
      amortization and accumulated impairment losses.





Amortization
      of intangible assets is provided using the straight-line method over their
      estimated useful lives at the following annual rates :-





Trademarks
            
            
            20
            %Websites
            
            
            20
            %





F-28


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Held-to-maturity
      investments





The
      company’s policies for investments in debt and equity securities are as
      follows:





Non-derivative
      financial assets with fixed or determinable payments and fixed maturities that
      the company has the positive ability and intention to hold to maturity are
      classified as held-to-maturity securities. Held-to-maturity securities are
      initially recognized in the balance sheet at fair value plus transaction costs.
      Subsequently, they are stated in the balance sheet at amortized cost using
      the
      effective interest method less any identified impairment losses.





Investments
      are recognized / derecognized on the date the company commits to  purchase
      / sell the investments or they expire.





Plant
      and equipment





Plant
      and
      equipment are stated at cost less accumulated depreciation. Cost represents
      the
      purchase price of the asset and other costs incurred to bring the asset into
      its
      existing use. Maintenance, repairs and betterments, including replacement of
      minor items, are charged to expense; major additions to physical properties
      are
      capitalized.





Depreciation
      of plant and equipment is provided using the straight-line method over their
      estimated useful lives at the following annual rates :-





Buildings
            over
                the unexpired lease termFurniture
                and fixtures
            20
                - 25%Office
                equipment
            25
                - 33%Machinery
                and equipment
            25
                - 33%Moulds
            33%Motor
                vehicles
            25
                - 33%





Upon
      sale
      or disposition, the applicable amounts of asset cost and accumulated
      depreciation are removed from the accounts and the net amount less proceeds
      from
      disposal is charged or credited to income.





Impairment
      of long-lived assets





Long-lived
      assets are reviewed for impairment whenever events or changes in circumstances
      indicate that the carrying amount of the assets may not be recoverable. The
      Group recognizes impairment of long-lived assets in the event that the net
      book
      values of such assets exceed the future undiscounted cashflows attributable
      to
      such assets.





No
      impairment of long-lived assets was recognized for any of the years
      presented.





F-29


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Revenue
      recognition





Revenue
      from sales of the Group’s products is recognized when the significant risks and
      rewards of ownership have been transferred to the buyer at the time of delivery
      and the sales price is fixed or determinable and collection is reasonably
      assured.





During
      the reporting years, the amounts of provisions and reserves for sales allowances
      are:





***Year
                ended December 31******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***Sales
                allowances
            
            
            481,389
            
            
            996,898
            
            
            646,365





During
      the reporting years, the Group experienced no sales return and, accordingly,
      no
      allowance for returns has been provided.





Unearned
      income





Unearned
      income is revenue received from customers for the goods sold or services
      rendered that the earning process has not been completed as the significant
      risks and rewards for the performance of services or goods being sold has not
      transferred from the Group to the customers taking into account the conditions
      as stipulated in SFAS No. 48 have not all been satisfied and it is impracticable
      to ascertain a reasonable estimate of loss or provision without sufficient
      objective evidence in quantified amount.




Advertising
      and promotion expenses





Advertising
      and promotion expenses are charged to expense as incurred.





Advertising
      and promotion expenses amounted to $2,502, $19,718 and $66,914 during 2006,
      2005
      and 2004 respectively are included in administrative and other operating
      expenses.





Income
      taxes





The
      Group
      uses the asset and liability method of accounting for income taxes pursuant
      to
      SFAS No. 109 “Accounting for Income Taxes”. Under the asset and liability method
      of SFAS 109, deferred tax assets and liabilities are recognized for the future
      tax consequences attributable to temporary differences between the financial
      statements carrying amounts of existing assets and liabilities and loss carry
      forwards and their respective tax bases. Deferred tax assets and liabilities
      are
      measured using enacted tax rates expected to apply to taxable income in the
      years in which those temporary differences are expected to be recovered or
      settled. Valuation allowances are established when necessary to reduce deferred
      tax assets to the amount expected to be realized.





F-30




TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Comprehensive
      income





The
      Group
      has adopted SFAS 130, “Reporting Comprehensive Income”, which establishes
      standards for reporting and display of comprehensive income, its components
      and
      accumulated balances. Accumulated other comprehensive income represents the
      accumulated balance of foreign currency translation adjustments of the Group.




Foreign
      currency translation





The
      functional currency of the Group is Hong Kong dollars (“HK$”). The Group
      maintains its financial statements in the functional currency. Monetary assets
      and liabilities denominated in currencies other than the functional currency
      are
      translated into the functional currency at rates of exchange prevailing at
      the
      balance sheet dates. Transactions denominated in currencies other than the
      functional currency are translated into the functional currency at the exchanges
      rates prevailing at the dates of the transaction. Exchange gains or losses
      arising from foreign currency transactions are included in the determination
      of
      net income for the respective periods.





For
      financial reporting purposes, the financial statements of the Group which are
      prepared using the functional currency have been translated into United States
      dollars. Assets and liabilities are translated at the exchange rates at the
      balance sheet dates and revenue and expenses are translated at the average
      exchange rates and stockholders’ equity is translated at historical exchange
      rates. Any translation adjustments resulting are not included in determining
      net
      income but are included in foreign exchange adjustment to other comprehensive
      income, a component of stockholders’ equity.





2006
            
            2005
            
            2004Year
                end HK$ : US$ exchange rate
            
            
            7.7730
            
            
            7.7535
            
            
            7.7760Average
                yearly HK$ : US$ exchange rate
            
            
            7.7783
            
            
            7.7778
            
            
            7.7893




Fair
      value of financial instruments





The
      carrying values of the Group’s financial instruments, including cash and cash
      equivalents, restricted cash, trade and other receivables, deposits, trade
      and
      other payables approximate their fair values due to the short-term maturity
      of
      such instruments. The
      carrying amounts of borrowings approximate their fair values because the
      applicable interest rates approximate current market rates.





F-31


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Basic
      and diluted earnings per share





The
      Company reports basic earnings or loss per share in accordance with SFAS No.
      128, “Earnings Per Share”. Basic earnings per share is computed using the
      weighted average number of shares outstanding during the periods presented.
      The
      weighted average number of shares of the Company represents the common stock
      outstanding during the years.





Recent
      accounting pronouncements





In
      November 2004, the Financial Accounting Standards Board (“FASB”) issued SFAS No.
      151, “Inventory costs - an amendment of ARB No. 43, Chapter 4.” (“SFAS 151”).
      SFAS 151 amends ARB 43, Chapter 4 to clarify that “abnormal” amount of idle
      freight, handling costs and spoilage should be recognized as current period
      charges. SFAS 151 is effective for inventory costs incurred during fiscal years
      beginning after June 15, 2005. The adoption of SFAS No. 151 has no material
      effect on our financial statements.





In
      December 2004, the FASB issued SFAS No. 123R, “Share-Based Payment” (“SFAS
      123R”), which revises SFAS No. 123, “Accounting for Stock Based Compensation”,
      and supersedes APB 25. Among other items, SFAS 123R eliminates the use of APB
      25
      and the intrinsic value method of accounting, and requires companies to
      recognize in the financial statements the cost of employee services received
      in
      exchange for awards of equity instruments, based on the grant-date fair value
      of
      those awards. This cost is to be recognized over the period during which an
      employee is required to provide service in exchange for the award (typically
      the
      vesting period). SFAS 123R also requires that benefits associated with tax
      deductions in excess of recognized compensation cost be reported as a financing
      cash inflow, rather than as an operating cash flow as required under current
      literature.





SFAS
      123R
      permits companies to adopt its requirements using either a “modified
      prospective” method, or a “modified retrospective” method.





Under
      the
“modified prospective” method, compensation cost is recognized in the financial
      statements beginning with the effective date, based on the requirements of
      SFAS
      123R for all share-based awards granted or modified after that date, and based
      on the requirements of SFAS 123 for all unvested awards granted prior to the
      effective date of SFAS 123R. Under the “modified retrospective” method, the
      requirements are the same as under the “modified prospective” method, but this
      method also permits entities to restate financial statements of previous periods
      based on proforma disclosures made in accordance with SFAS 123. The Company
      is
      adopting SFAS 123R effective January 1, 2006 using the modified prospective
      method.




F-32


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Recent
      accounting pronouncements (Cont’d)





In
      May
      2005, the FASB issued SFAS No. 154, “Accounting Changes and Error Corrections”
(“SFAS 154”), which changes the requirements for the accounting for and
      reporting of a change in accounting principle. The statement requires
      retrospective application to prior period financial statements of changes in
      accounting principle, unless impracticable to do so. It also requires that
      a
      change in the depreciation, amortization, or depletion method for long-lived
      non-financial assets be accounted as a change in accounting estimate, effected
      by a change in accounting principle. Accounting for error corrections and
      accounting estimate changes will continue under the guidance in APB Opinion
      20,
“Accounting Changes”, as carried forward in this pronouncement. The statement is
      effective for fiscal years beginning after December 15, 2005. The adoption
      of
      SFAS No. 154 has no material effect on our financial statements.





In
      November 2005, the FASB issued FSP Nos. FAS 115-1 and 124-1, “The Meaning of
      Other-Than-Temporary Impairment and Its Application to Certain Investments.”
This FSP addresses the determination as to when an investment is considered
      impaired, whether the impairment is ‘other-than-temporary’, and the measurement
      of an impairment loss. The investment is impaired if the fair value is less
      than
      cost. The impairment is ‘other-than-temporary’ for equity securities and debt
      securities that can contractually be prepaid or otherwise settled in such a
      way
      that the investor would not recover substantially all of its cost. If
‘other-than-temporary’, an impairment loss shall be recognized in earnings equal
      to the difference between the investment’s cost and its fair value. The guidance
      in this FSP is effective in reporting periods beginning after December 15,
      2005.
      The adoption of FSP No. 115-1 and 124-1 has no material effect on our financial
      statements.





In
      February 2006, the FASB issued SFAS No. 155, Accounting for Certain Hybrid
      Financial Instruments, which amends SFAS No. 133, Accounting for Derivative
      Instruments and Hedging Activities (“SFAS No. 155”), and SFAS No. 140,
      Accounting for Transfers and Servicing of Financial Assets and Extinguishments
      of Liabilities. SFAS No. 155 simplifies the accounting for certain derivatives
      embedded in other financial instruments by allowing them to be accounted for
      as
      a whole if the holder elects to account for the whole instrument on a fair
      value
      basis. SFAS No. 155 also clarifies and amends certain other provisions of SFAS
      No. 133 and SFAS No. 140. SFAS No. 155 is effective for all financial
      instruments acquired, issued or subject to a remeasurement event occurring
      in
      fiscal years beginning after September 15, 2006. Earlier adoption is permitted,
      provided the Company has not yet issued financial statements, including for
      interim periods, for that fiscal year. The Company does not believe the adoption
      of SFAS No. 155 will have a material impact on the Company’s consolidated
      financial position or results of operations.





F-33


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Recent
      accounting pronouncements (Cont’d)





The
      FASB
      released SFAS No. 156, “Accounting for Servicing of Financial Assets,” to
      simplify accounting for separately recognized servicing assets and servicing
      liabilities. SFAS No. 156 amends SFAS No. 140, “Accounting for Transfers and
      Servicing of Financial Assets and Extinguishments of Liabilities.” SFAS No. 156
      permits an entity to choose either the amortization method or the fair value
      measurement method for measuring each class of separately recognized servicing
      assets and servicing liabilities after they have been initially measured at
      fair
      value. SFAS No. 156 applies to all separately recognized servicing assets and
      liabilities acquired or issued after the beginning of an entity’s fiscal year
      that begins after September 15, 2006. SFAS No. 156 will be effective for the
      Company as of December 31, 2006, the beginning of the Company’s 2007 fiscal
      year. The Company does not believe the adoption of SFAS No. 156 will have a
      material impact on the Company’s consolidated financial position or results of
      operations.





In
      July
      2006, the FASB issued FIN 48 “Accounting for Uncertainty in Income Taxes.” This
      interpretation requires that we recognize in our financial statements, the
      impact of a tax position, if that position is more likely than not of being
      sustained on audit, based on the technical merits of the position. The
      provisions of FIN 48 are effective as of the beginning of our 2007 fiscal year,
      with the cumulative effect of the change in accounting principle recorded as
      an
      adjustment to opening retained earnings if any. The Company is currently
      evaluating the effect of FIN 48 on its financial statements and does not believe
      the adoption of FIN No. 48 will have a material impact on the Company’s
      consolidated financial position or results of operations.





In
      September 2006, the FASB issued SFAS No. 157 “Fair Value Measurement” (“SFAS
      157”). SFAS 157 defines fair value, establishes a framework for measuring fair
      value, and expands disclosures about fair value measurements. This Statement
      shall be effective for financial statements issued for fiscal years beginning
      after November 15, 2007, and interim periods within those fiscal years. Earlier
      application is encouraged, provided that the reporting entity has not yet issued
      financial statements for that fiscal year, including any financial statements
      for an interim period within that fiscal year. The provisions of this statement
      should be applied prospectively as of the beginning of the fiscal year in which
      this Statement is initially applied, except in some circumstances where the
      statement shall be applied retrospectively. The Company is currently evaluating
      the effect, if any, of SFAS 157 on its financial statements. Although
      we will continue to evaluate the provisions of SFAS No. 157, management
      currently does not believe the adoption of SFAS No. 157 will have a
      material impact on our consolidated financial statements.





F-34


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**3.**
            **Summary
                of significant accounting policies
                (Cont’d)**





Recent
      accounting pronouncements (Cont’d)





The
      FASB
      released SFAS No. 158, “Employers’ Accounting for Defined Benefit Pension and
      Other Postretirement Plans: an amendment of FASB Statements No. 87, 88, 106,
      and
      132(R),” which requires an employer to recognize the over funded or under funded
      status of defined benefit and other postretirement plans as an asset or
      liability in its statement of financial position and to recognize changes in
      that funded status in the year in which the changes occur through an adjustment
      to comprehensive income. This statement also requires an employer to measure
      the
      funded status of a plan as of the date of its year-end statement of financial
      position, with limited exceptions. The Company is required to initially
      recognize the funded status of its defined benefit and other postretirement
      plans as of December 31, 2006. The Company is assessing the impact on the
      adoption of SFAS No. 158 will have on the Company’s consolidated financial
      position.





On
      February 15, 2007, the FASB issued SFAS No. 159, “ The Fair Value Option for
      Financial Assets and Financial Liabilities - Including an Amendment of SFAS
      No.
      115.” The fair value option established by SFAS No. 159 permits all entities to
      choose to measure eligible items at fair value at specified election dates.
      A
      business entity will report unrealized gains and losses on items for which
      the
      fair value option has been elected in earnings (or another performance indicator
      if the business entity does not report earnings) at each subsequent reporting
      date. The fair value option: (a) may be applied instrument by instrument, with
      a
      few exceptions, such as investments otherwise accounted for by the equity
      method; (b) is irrevocable (unless a new election date occurs); and (c) is
      applied only to entire instruments and not to portions of instruments. SFAS
      No.
      159 is effective as of the beginning of an entity’s first fiscal year that
      begins after November 15, 2007. Early adoption is permitted as of the beginning
      of the previous fiscal year provided that the entity makes that choice in the
      first 120 days of that fiscal year and also elects to apply the provisions
      of
      SFAS. No.157. The Company does not early adopt this statement. Although
      we will continue to evaluate the provisions of SFAS No. 159, management
      currently does not believe the adoption of SFAS No. 159 will have a
      material impact on our consolidated financial statements.





F-35


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**4.**
            **Other
                income**




**Year
                ended December 31,*****2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$****Operating
                income*Commission
                income
            
            
            -
            
            
            771,432
            
            
            -Gain
                on disposal of intangible assets
            
            
            210,594
            
            
            -
            
            
            -License
                fee of intangible assets
            
            
            167,138
            
            
            167,141
            
            
            -Rental
                income
            
            
            46,284
            
            
            -
            
            
            -424,016
            
            
            938,573
            
            
            -*Non-operating
                income*Bank
                interest income
            
            
            208,854
            
            
            76,358
            
            
            15,720Dividend
                income
            
            
            8,977
            
            
            4,481
            
            
            -Insurance
                compensation
            
            
            -
            
            
            8,325
            
            
            -Net
                exchange gains
            
            
            1,078
            
            
            1,302
            
            
            170Other
                interest income
            
            
            18,635
            
            
            49,440
            
            
            -Sundry
                income
            
            
            27
            
            
            16,293
            
            
            12,157237,571
            
            
            156,199
            
            
            28,047661,587
            
            
            1,094,772
            
            
            28,047





**5.**
            **Interest
                expenses**


***Year
                  ended December 31,******2006***
              
              ***2005***
              
              ***2004******$***
              
              ***$***
              
              ***$***Interest
                  on bank trust receipts
              
              
              981,184
              
              
              457,983
              
              
              139,209Interest
                  on short-term bank loans
              
              
              25,322
              
              
              6,254
              
              
              14,505Interest
                  on bank overdrafts
              
              
              54,030
              
              
              45,302
              
              
              6,648Interest
                  on a capital lease
              
              
              -
              
              
              -
              
              
              1,947Interest
                  on other loans
              
              
              -
              
              
              5,098
              
              
              2,2491,060,536
              
              
              514,637
              
              
              164,558




**6.**
            **Income
                taxes**




***Year
                  ended December 31,******2006***
              
              ***2005***
              
              ***2004******$***
              
              ***$***
              
              ***$***Hong
                  Kong profits taxCurrent
                  year
              
              
              1,311,479
              
              
              948,933
              
              
              136,117Over
                  provision in prior year
              
              
              (3,375
              )
              
              -
              
              
              -1,308,104
              
              
              948,933
              
              
              136,117Deferred
                  taxes
              
              
              17,657
              
              
              -
              
              
              -1,325,761
              
              
              948,933
              
              
              136,117





F-36


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)




**6.**
            **Income
                taxes (Cont’d)**





The
      following table accounts for the differences between the actual tax provision
      and the amounts obtained by applying the applicable statutory income tax rate
      of
      17.5% to income before taxes for the years ended December 31, 2006, 2005 and
      2004 respectively.




***Year
                ended December 31,******2006***
            
            ***2005***
            
            ***2004***$
            
            $
            
            $Income
                before taxes
            
            
            7,730,713
            
            
            5,150,149
            
            
            360,718Provision
                for income taxes at Hong Kong incometax
                rate
            
            
            1,352,875
            
            
            901,276
            
            
            63,126Recognition
                of temporary differences not recognized previously
            
            
            24,659
            
            
            -
            
            
            -Temporary
                differences notrecognized
            
            
            (12,377
            )
            
            45,927
            
            
            (44,228
            )Income
                not subject to tax
            
            
            (43,870
            )
            
            (14,147
            )
            
            (1
            )Non-deductible
                expenses for income tax purposes
            
            
            7,363
            
            
            27
            
            
            418Over
                provision in prior year
            
            
            (3,375
            )
            
            -
            
            
            -Utilization
                of tax losses not recognized previously
            
            
            -
            
            
            (35,068
            )
            
            (1,327
            )Unused
                tax losses notrecognized
            
            
            486
            
            
            50,918
            
            
            118,1291,325,761
            
            
            948,933
            
            
            136,117





The
      major
      components of deferred tax recognized in the consolidated balance sheets as
      of
      December 31, 2006, 2005 and 2004 are as follows :





***At
                December 31******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***Temporary
                difference on accelerated taxdepreciation
                on plant and equipment
            
            
            17,669
            
            
            -
            
            
            -Deferred
                tax liabilities, net
            
            
            17,669
            
            
            -
            
            
            -Recognized
                in the balance sheet:Net
                deferred tax assets
            
            
            (14,042
            )
            
            -
            
            
            -Net
                deferred tax liabilities
            
            
            31,711
            
            
            -
            
            
            -17,669
            
            
            -
            
            
            -




There
      was
      no significant unprovided deferred taxation for 2005 and 2004.




F-37




TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**7.**
            **Earnings
                per share**





Earnings
      per share have been calculated giving retroactive effect to the shares issued
      as
      part of the Restructuring. That is, the 20,002 shares issued during that
      transaction have been calculated as being outstanding for all three years.





The
      Company has no dilutive instruments, such as options and warrants. Accordingly,
      the basic and diluted earnings per share are the same.




**8.**
            **Prepaid
                expenses and other
                receivables**





***At
                December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***Rental
                receivable
            
            
            46,314
            
            
            -
            
            
            -Interest
                receivable
            
            
            20,218
            
            
            -
            
            
            -Purchase
                deposits paid
            
            
            1,530,372
            
            
            361,221
            
            
            727,725Sales
                proceeds of intangible assets receivable
            
            
            301,042
            
            
            -
            
            
            -Other
                deposits and prepayments
            
            
            203,187
            
            
            33,015
            
            
            2092,101,133
            
            
            394,236
            
            
            727,934




**9.**
            **Inventories**





***At
                December 31******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***Merchandises,
                at cost - completed watches
            
            
            1,745,648
            
            
            3,630,754
            
            
            2,446,048Merchandises,
                at cost - watch movements
            
            
            4,874,713
            
            
            2,954,038
            
            
            1,485,0766,620,361
            
            
            6,584,792
            
            
            3,931,124




F-38


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**10.**
            **Plant
                and equipment**





***At
                December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$****Cost*Buildings
            
            
            242,350
            
            
            104,008
            
            
            -Furniture
                and fixtures
            
            
            492,866
            
            
            478,811
            
            
            350,425Office
                equipment
            
            
            145,911
            
            
            137,410
            
            
            124,157Machinery
                and equipment
            
            
            321,626
            
            
            128,974
            
            
            128,601Moulds
            
            
            384,665
            
            
            230,863
            
            
            230,195Motor
                vehicles
            
            
            45,928
            
            
            26,375
            
            
            26,2991,633,346
            
            
            1,106,441
            
            
            859,677*Accumulated
                depreciation*Buildings
            
            
            8,441
            
            
            2,542
            
            
            -Furniture
                and fixtures
            
            
            237,508
            
            
            140,271
            
            
            21,049Office
                equipment
            
            
            100,612
            
            
            68,766
            
            
            35,020Machinery
                and equipment
            
            
            93,475
            
            
            32,447
            
            
            6,633Moulds
            
            
            276,936
            
            
            153,139
            
            
            76,732Motor
                vehicles
            
            
            26,116
            
            
            26,375
            
            
            23,691743,088
            
            
            423,540
            
            
            163,125*Net*Buildings
            
            
            233,909
            
            
            101,466
            
            
            -Furniture
                and fixtures
            
            
            255,358
            
            
            338,540
            
            
            329,376Office
                equipment
            
            
            45,299
            
            
            68,644
            
            
            89,137Machinery
                and equipment
            
            
            228,151
            
            
            96,527
            
            
            121,968Moulds
            
            
            107,729
            
            
            77,724
            
            
            153,463Motor
                vehicles
            
            
            19,812
            
            
            -
            
            
            2,608890,258
            
            
            682,901
            
            
            696,552





Depreciation
      expenses included in administrative and other operating expenses for the years
      ended 2006, 2005 and 2004 are $325,995, $259,127 and $126,225
      respectively.





As
      at
      December, 2006, 2005 and 2004, the carrying amount of buildings pledged as
      security for the Group’s banking facilities amounted to $233,909, $101,466 and
      $Nil respectively.





F-39


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**11.**
            **Leasehold
                lands**





***At
                December 31******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$****Cost*
            
            
            949,514
            
            
            331,924
            
            
            -*Accumulated
                amortization*
            
            
            31,234
            
            
            7,992
            
            
            -*Net*
            
            
            918,280
            
            
            323,932
            
            
            -Analyzed
                for reporting purposes as:Current
                asset
            
            
            22,958
            
            
            7,993
            
            
            -Non-current
                asset
            
            
            895,322
            
            
            315,939
            
            
            -918,280
            
            
            323,932
            
            
            -




Amortization
      expenses included in administrative and other operating expenses for the years
      ended 2006, 2005 and 2004 are $23,247, $7,968 and $Nil
      respectively.





As
      at
      December, 2006, 2005 and 2004 the carrying amount of leasehold lands pledged
      as
      security for the Group’s banking facilities amounted to $918,280, $323,932 and
      $Nil respectively.





**12.**
            **Held-to-maturity
                investments**





***At
                December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***Hang
                Seng Capital Guarantee Investment Fund-
                30,000 units at $10 each, interest rate at 10.5% in 3.75
                years*Cost*
            
            
            301,196
            
            
            301,954
            
            
            -*Fair
                value*
            
            
            294,410
            
            
            275,100
            
            
            -





As
      at
      December, 2006, 2005 and 2004 the carrying amount of held-to-maturity
      investments pledged as security for the Group’s banking facilities amounted to
      $301,196, $301,954 and $Nil respectively.




F-40


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**13.**
            **Intangible
                assets**





***At
                December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$****Cost*Trademarks
            
            
            200,695
            
            
            201,199
            
            
            200,617Websites
            
            
            421,459
            
            
            573,418
            
            
            571,759622,154
            
            
            774,617
            
            
            772,376*Accumulated*amortiz*ation*Trademarks
            
            
            112,389
            
            
            72,431
            
            
            32,099Websites
            
            
            171,929
            
            
            118,037
            
            
            3,343284,318
            
            
            190,468
            
            
            35,442*Net*Trademarks
            
            
            88,306
            
            
            128,768
            
            
            168,518Websites
            
            
            249,530
            
            
            455,381
            
            
            568,416337,836
            
            
            584,149
            
            
            736,934





Amortization
      expenses included in administrative and other operating expenses for the years
      ended 2006, 2005 and 2004 are $ 154,436 ,
      $154,438 and $35,382 respectively.





Estimated
      aggregate future amortization expenses for the succeeding three years as of
      December 31, 2006 were as follows:





***$***2007
            
            
            124,4302008
            
            
            124,4302009
            
            
            88,976337,836




F-41


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**14.**
            **Other
                payables and accrued
                liabilities**





***At
                December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***Accrued
                expenses
            
            
            181,352
            
            
            145,249
            
            
            41,798Sales
                deposits received
            
            
            9,006
            
            
            -
            
            
            -190,358
            
            
            145,249
            
            
            41,798




**15.**
            **Advance
                from a related party**





Advance
      from a related party for working capital is as follows:





***At
                December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***Advance
                from a director
            
            
            -
            
            
            28,854
            
            
            89,296





The
      above
      advance is interest-free, unsecured and has no fixed repayment
      terms.




**16.**
            **Unearned
                income**





Unearned
      income is the amount received from a customer, which is an unrelated party,
      for
      the goods sold that were given nine months credit period (2005 and 2004: one
      year) and were only required to pay the Group after the expiration of the credit
      period from the day such goods were supplied and delivered. Since there is
      a
      possibility that the customer may return the goods, revenue is not recognized
      until the time stipulated in the contract for rejection has expired and no
      goods
      is returned in due course to substantiate the risk and reward for such trading
      activities carried out by the Group are matched and recognized under the U.S.
      GAAP.


F-42


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**17.**
            **Bank
                borrowings**





***At
                December 31******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***Secured:Bank
                overdrafts repayable on demand
            
            
            551,714
            
            
            352,577
            
            
            602,614Repayable
                within one yearNon-recurring
                bank loans
            
            
            1,469,866
            
            
            294,764
            
            
            129,631Other
                bank borrowings
            
            
            11,183,587
            
            
            9,416,788
            
            
            6,668,53013,205,167
            
            
            10,064,129
            
            
            7,400,775





As
      of
      December 31, 2006, the Company’s banking facilities are composed of the
      following:





**Amount****Facilities
                granted**
            
            **Granted**
            
            **Utilized**
            
            **Unused*****$***
            
            ***$***
            
            ***$***Bank
                overdrafts
            
            
            643,252
            
            
            551,714
            
            
            91,538Non-recurring
                bank loans
            
            
            1,469,866
            
            
            1,469,866
            
            
            -Other
                facilities including:-
                Outstanding letter of credit-
                Letter of credit under trust receipt-
                Invoice /account payable financing
            
            
            11,578,541
            
            
            11,183,587
            
            
            394,95413,691,659
            
            
            13,205,167
            
            
            486,492





As
      of
      December 31, 2006, the above banking borrowings were secured by the
      following:





(a)
            first
                fixed legal charge over leasehold land and buildings with carrying
                amounts
                of $1,152,189 (note 10 and 11);





(b)
            charge
                over bank deposits of $4,780,980;





(c)
            charge
                over held-to-maturity investments of $301,196 (note
                12);and





(d)
            personal
                guarantee executed by a director of the
                Company;





One
      of
      the subsidiaries, Billion Win International Enterprise Limited, should maintain
      a minimum net worth of $1,286,504.





The
      interest rates of short-terms notes payable were at 7.5% to 8.375% per annum
      with various maturity rates.





The
      interest rates of non-recurring bank loans were at Hong Kong Prime Rate minus
      0.75% to 2% per annum.




F-43


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**18.**
            **Pension
                plans**





The
      Group
      participates in a defined contribution pension scheme under the Mandatory
      Provident Fund Schemes Ordinance “MPF Scheme” for all its eligible employees in
      Hong Kong.





The
      MPF
      Scheme is available to all employees aged 18 to 64 with at least 60 days of
      service in the employment in Hong Kong. Contributions are made by the Group’s
      subsidiary operating in Hong Kong at 5% of the participants’ relevant income
      with a ceiling of HK$20,000. The participants are entitled to 100% of the
      Group’s contributions together with accrued returns irrespective of their length
      of service with the Group, but the benefits are required by law to be preserved
      until the retirement age of 65. The only obligation of the Group with respect
      to
      MPF Scheme is to make the required contributions under the plan.





The
      assets of the schemes are controlled by trustees and held separately from those
      of the Group. Total pension cost was $18,749, $18,802 and $15,346 during 2006,
      2005 and 2004 respectively.




**19.**
            **Commitments
                and contingencies**





Operating
      leases commitments





The
      Group
      leases office premises under various non-cancelable operating lease agreements
      that expire at various dates through years 2007 to 2008,  with
      an
      option to renew the lease. All leases are on a fixed repayment basis. None
      of
      the leases includes contingent rentals. Minimum future commitments under these
      agreements payable as of December 31, 2006 are as follows :-





Year
                ending December 31
            
            ***$***2007
            
            
            89,0112008
            
            
            70,272159,283





Rental
      expenses for the years ended 2006, 2005 and 2004 were $103,624, $138,262 and
      $47,466 respectively.





F-44




TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**20.**
            **Common
                stock**





***At
                December 31******Number
                of shares***
            
            ***Amount******2006***
            
            ***2005***
            
            ***2004***
            
            ***2006***
            
            ***2005***
            
            ***2004***Authorized:The
                Company of $1 each
            
            
            50,000
            
            
            50,000
            
            
            50,000
            
            
            50,000
            
            
            50,000
            
            
            50,000TMEHK
                of $1 each
            
            
            -
            
            
            -
            
            
            50,000
            
            
            -
            
            
            -
            
            
            50,000BW
                of $0.1286
            
            
            -
            
            
            -
            
            
            5,000,000
            
            
            -
            
            
            -
            
            
            643,004GI
                of $0.1286
            
            
            -
            
            
            -
            
            
            10,000
            
            
            -
            
            
            -
            
            
            1,286CI
                of $0.1286
            
            
            -
            
            
            -
            
            
            10,000
            
            
            -
            
            
            -
            
            
            1,286MI
                of $0.1286
            
            
            -
            
            
            -
            
            
            10,000
            
            
            -
            
            
            -
            
            
            1,28650,000
            
            
            50,000
            
            
            5,130,000
            
            
            50,000
            
            
            50,000
            
            
            746,862Issued
                and outstanding:The
                Company of $1 each
            
            
            20,002
            
            
            20,002
            
            
            2
            
            
            20,002
            
            
            20,002
            
            
            2TMEHK
                of $1 each
            
            
            -
            
            
            -
            
            
            10,000
            
            
            -
            
            
            -
            
            
            10,000BW
                of $0.1286
            
            
            -
            
            
            -
            
            
            5,000,000
            
            
            -
            
            
            -
            
            
            643,004GI
                of $0.1286
            
            
            -
            
            
            -
            
            
            10,000
            
            
            -
            
            
            -
            
            
            1,286CI
                of $0.1286
            
            
            -
            
            
            -
            
            
            1,000
            
            
            -
            
            
            -
            
            
            129MI
                of $0.1286
            
            
            -
            
            
            -
            
            
            100
            
            
            -
            
            
            -
            
            
            1320,002
            
            
            20,002
            
            
            5,021,102
            
            
            20,002
            
            
            20,002
            
            
            654,434





**21.**
            **Segment
                Information**





For
      management purposes, the Group is currently organized into two major principal
      activities - trading of watch movements (components) and trading of completed
      watches. These principal activities are the basis on which the Group reports
      its
      primary segment information.





**2006**
            
            **Watch
                movements**
            
            **Completed
                watches**
            
            **Total*****$***
            
            ***$***
            
            ***$***Sales
            
            
            73,047,632
            
            
            8,086,643
            
            
            81,134,275Cost
                of sales
            
            
            (67,125,406
            )
            
            (4,268,349
            )
            
            (71,393,755
            )Segment
                result
            
            
            5,922,226
            
            
            3,818,294
            
            
            9,740,520Acquisition
                of leasehold lands
            
            
            618,025
            
            
            -
            
            
            618,025Acquisition
                of plant and equipment
            
            
            158,227
            
            
            386,451
            
            
            544,678Depreciation
            
            
            159,003
            
            
            166,992
            
            
            325,995Amortization
                of intangible assets
            
            
            -
            
            
            154,436
            
            
            154,436Amortization
                of leasehold lands
            
            
            23,247
            
            
            -
            
            
            23,247




F-45


TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**21.**
            **Segment
                Information (Cont’d)**





**2005**
            
            **Watch
                movements**
            
            **Completed
                watches**
            
            **Total*****$***
            
            ***$***
            
            ***$***Sales
            
            
            58,843,209
            
            
            4,235,200
            
            
            63,078,409Cost
                of sales
            
            
            (54,856,836
            )
            
            (1,956,363
            )
            
            (56,813,199
            )Segment
                result
            
            
            3,986,373
            
            
            2,278,837
            
            
            6,265,210Acquisition
                of leasehold lands
            
            
            330,884
            
            
            -
            
            
            330,884Acquisition
                of plant and equipment
            
            
            243,504
            
            
            -
            
            
            243,504Depreciation
            
            
            183,180
            
            
            75,947
            
            
            259,127Amortization
                of intangible assets
            
            
            -
            
            
            154,438
            
            
            154,438Amortization
                of leasehold lands
            
            
            7,968
            
            
            -
            
            
            7,968





**2004**
            
            **Watch
                movements**
            
            **Completed
                watches**
            
            **Total*****$***
            
            ***$***
            
            ***$***Sales
            
            
            36,533,084
            
            
            -
            
            
            36,553,084Cost
                of sales
            
            
            (34,584,844
            )
            
            -
            
            
            (34,584,844
            )Segment
                result
            
            
            1,968,240
            
            
            -
            
            
            1,968,240Acquisition
                of plant and equipment
            
            
            551,293
            
            
            229,802
            
            
            781,095Acquisition
                of intangible assets
            
            
            -
            
            
            771,063
            
            
            771,063Depreciation
            
            
            49,654
            
            
            76,571
            
            
            126,225Amortization
                of intangible assets
            
            
            -
            
            
            35,382
            
            
            35,382





The
      Group’s operations are primarily in Hong Kong and China and the Group’s sales,
      gross profit and total assets attributable to other geographical areas are
      less
      than **** 10%
      of
      the Group’s corresponding consolidated totals for the years ended December,
      2006, 2005 and 2004. Consequently, no segment information by geographical areas
      is presented.





F-46




TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**22.**
            **Cost
                of sales**





***Year
                ended December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$***Opening
                inventories
            
            
            6,584,792
            
            
            3,931,124
            
            
            1,327,533Purchase
            
            
            71,429,324
            
            
            59,466,867
            
            
            37,188,435Less
                : closing inventories
            
            
            (6,620,361
            )
            
            (6,584,792
            )
            
            (3,931,124
            )71,393,755
            
            
            56,813,199
            
            
            34,584,844





**23.**
            **Administrative
                and other operating
                expenses**





***Year
                ended December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$*****Administrative
                expenses**Accounting
                fee
            
            
            -
            
            
            20,121
            
            
            16,459Advertising
                and promotion
            
            
            2,502
            
            
            19,718
            
            
            66,914Auditor’s
                remuneration
            
            
            62,695
            
            
            131,141
            
            
            22,030Director’s
                remuneration
            
            
            61,713
            
            
            61,713
            
            
            61,623Legal
                and professional fees
            
            
            29,263
            
            
            255,758
            
            
            479,095Mandatory
                provident fund contributions
            
            
            18,749
            
            
            18,802
            
            
            15,346Staff
                salaries
            
            
            444,903
            
            
            410,542
            
            
            321,771Other
                administrative expenses
            
            
            11,187
            
            
            9,150
            
            
            8,320631,012
            
            
            926,945
            
            
            991,558




F-47




TIMES
      MANUFACTURE & E-COMMERCE CORPORATION LIMITED





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


(Stated
      in US Dollars)





**23.**
            **Administrative
                and other operating expenses
                (cont’d)**




***Year
                ended December 31,******2006***
            
            ***2005***
            
            ***2004******$***
            
            ***$***
            
            ***$*****Other
                operating expenses**Amortization
                of intangible assets
            
            
            154,436
            
            
            154,438
            
            
            35,382Amortization
                of leasehold lands
            
            
            23,247
            
            
            7,968
            
            
            -Bank
                charges
            
            
            132,670
            
            
            60,735
            
            
            22,565Building
                management fee
            
            
            10,830
            
            
            14,512
            
            
            6,846Consultancy
                fee
            
            
            109,701
            
            
            50,770
            
            
            1,284Electricity
                and water
            
            
            12,936
            
            
            12,255
            
            
            8,402Loss
                on disposal of plant and equipment
            
            
            7,715
            
            
            -
            
            
            -Motor
                vehicle expenses
            
            
            11,361
            
            
            13,937
            
            
            23,910Rent
                and rates
            
            
            108,312
            
            
            138,992
            
            
            49,865Telephone
            
            
            10,465
            
            
            10,849
            
            
            9,868Other
                operating expenses
            
            
            72,178
            
            
            44,668
            
            
            195,106653,851
            
            
            509,124
            
            
            353,2281,284,863
            
            
            1,436,069
            
            
            1,344,786




**24.**
            **Comparative
                amounts**





Certain
      amounts included in prior years’ consolidated financial statements have been
      reclassified to conform to the current year’s presentation on the basis of
      recapitalization accounting. These reclassifications had no effect on reported
      total assets, liabilities, shareholders’ equity, or net income.





F-48