FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported)   June 18, 2001
                                                  --------------



                            China Food & Beverage Co.
                            -------------------------
             (Exact Name of registrant as specified in its charter)


         Nevada                         000-11734                87-0548148
         ------                         ---------                ----------
(State or other jurisdiction     (Commission File Number)      (I.R.S. Employ
    of incorporation)                                        Identification No.)


          240 West Madison Avenue, 7th Floor, New York, New York 10016
          ------------------------------------------------------------
                    (Address of principal executive offices)


        Registrant's telephone number, including area code (877) 667-9377
                                                           --------------


                                 Non Applicable
                                 --------------

            8th West 38th Street, 9th Floor, New York, New York 10018
            ---------------------------------------------------------
         (Former name or former address, if changed since last report.)


<PAGE>


ITEM 5:   OTHER EVENTS:
          -------------

The company  announced that effective as of June 18, 2001, China Food & Beverage
Co.  entered  into a  cease-and-desist  Order  ("the  Order"),  along  with  its
principal  executive  officer,  with  the  Securities  and  Exchange  Commission
pursuant to section 21C of the  Securities  and Exchange Act of 1934.  The Order
instituting the  cease-and-desist  was entered by consent.  A copy of the actual
Order is attached.

EXHIBIT - Item 99:   SEC Cease-and-Desist Order.



                                    SIGNATURE

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


                            CHINA FOOD & BEVERAGE CO.



Date: June 29, 2001                     By: /s/ James A. Tilton
-------------------                     -----------------------
                                                James A. Tilton
                                                President





<PAGE>

EXHIBIT 99

                            UNITED STATES OF AMERICA
                                   Before the
                       SECURITIES AND EXCHANGE COMMISSION

SECURITES EXCHANGE ACT OF 1934
Release No. 44440 / June 18, 2001

ADMINISTRATIVE PROCEEDING
File No.3-10512


In the Matter of

CHINA FOOD AND BEVERAGE CO.
and
JAMES TILTON,

     Respondents

ORDER INSTITUTING  CEASE-AND-DESIST  PROCEEDINGS  PURSUANT TO SECTION 21C OF THE
SECURITIES AND EXCHANGE ACT OF 1934,  MAKING  FINDINGS AND IMPOSING A CEASE-AND-
DESIST ORDER

                                       I.

         The  Securities  and  Exchange  Commission   ("Commission")   deems  it
appropriate to institute public cease-and-desist  proceedings against China Food
and Beverage Co. ("China Food") and James Tilton ("Tilton")  pursuant to Section
21C of the Securities Exchange Act of 1934 ("Exchange Act").

         In anticipation of these proceedings, Respondents China Food and Tilton
submitted an Offer of Settlement,  which the Securities and Exchange  Commission
has determined to accept.  Solely for the purpose of these  proceedings  and any
other  proceedings  brought  by or on behalf of the  Commission  or in which the
Commission is a party, the Respondents  consent to the entry of the findings and
imposition of the  cease-and-desist  order  ("Order")  set forth below,  without
admitting  or denying the  findings  of this  Order,  except that they admit the
jurisdiction  of the Commission over each of them and over the subject matter of
these proceedings.

                                      II.

         On the basis of this Order and the Offers  submitted  by China Food and
Tilton, the Commission finds that:

         A. China  Food,  located in New York,  New York,  was  incorporated  in
Nevada in 1981. At all times  relevant,  China Food's common stock was quoted on

<PAGE>


the OTC Bulletin Board (a service of the NASDAQ Stock Market, Inc.). On November
19, 1997,  China Food filed a registration  statement with the Commission and is
required  to file  periodic  reports on Forms 10-Q and 10-K.  During  1999,  the
company purportedly owned a brewery in China's Anhui province.

         B. James Tilton,  age 39 and a resident of  Whitestone,  New York,  was
president,  a  director,  and chief  executive  officer of China Food during all
times relevant to these proceedings.

         C. In February 1999, China Food hired Anthony DiMarco ("DiMarco"), also
known as Bruce  Gorcyca,  and his  company,  The Globus  Group,  Inc.  of Miami,
Florida to promote the company.

         D. DiMarco  prepared  press  releases for China Food.  On May 10, 1999,
China Food and Tilton issued the first press release prepared by DiMarco stating
that  China  Food's  board  of  directors  had  voted  to  pursue  a $4  million
acquisition  of television  advertising  time.  This press release was false and
misleading because China Food and Tilton had not obtained even basic information
about who was selling the television  advertising  time or upon which television
stations the time was available.

         E. On May 17, 1999, China Food and Tilton issued a second press release
prepared by DiMarco stating that China Food had received a $60 million financing
offer from an east coast  investment  banking firm.  This press release was also
false and misleading because the financing offer was from DiMarco's company. The
Globus  Group,  which was not an  investment  banking  firm and did not have the
assets available to make such a loan.

         F. China Food and Tilton were reckless in issuing the two DiMarco press
releases  because  they took no action to confirm  the  accuracy  of these press
releases before issuing them to the public.

         G. Section  10(b) of the Exchange Act and Rule 10b-5  prohibit  persons
from,  directly  or  indirectly,  in  connection  with the  purchase  or sale of
securities by use of any means or instrumentality  of interstate  commerce or of
the mails,  employing  any device,  scheme or  artifice  to defraud;  making any
untrue  statement  of a  material  fact or  omitting  to  state  material  facts
necessary  in  order  to  make  the  statements   made,  in  the  light  of  the
circumstances  under which they were made,  not  misleading;  or engaging in any
act, practice,  or course of business which operates or would operate as a fraud
or deceit upon the sellers and purchasers of  securities.  China Food and Tilton
violated  Section  10(b) of the Exchange Act and Rule 10b-5 by issuing these two
press releases with false and  misleading  statements  about its  acquisition of
assets, and loan arrangements.

                                      III.

         In view of the foregoing,  the Commission  finds that it is appropriate
to accept the Offers of Settlement submitted by China Food and Tilton.

<PAGE>

         Accordingly,  IT IS ORDERED pursuant to Section 21C of the Exchange Act
that:  China Food and Tilton  cease and desist  from  committing  or causing any
violations  or any future  violations  of Section  10(b) of the Exchange Act and
Rule 10b-5

         By the Commission.

By: /s/ Jonathan G. Katz
------------------------
        Jonathan G. Katz
        Secretary