Exhibit 10.4

                            SHARE EXCHANGE AGREEMENT


This  Share  Exchange  Agreement  is  dated  the  2nd  day  of  August,  2001.

BETWEEN:
     MAGNUM  INDUSTRIES  INC.,  a Nevada incorporated company whose records
     office  is  located at Suite 777- 916 West Broadway, Vancouver, B.C. Canada
     V5Z1K7  (hereinafter  referred  to  as  the  "Parent  Company"),

AND:
     CHANGZHOU  BROADWAY  BUSINESS  DEVELOPMENT CO. LTD, with its address at
     5th  floor,  Tianan Industrial Village, New District, Changzhou, Jiangsu,
     China. (Hereinafter  referred  to  as  the  "Subsidiary  Company  ")
AND:
     All  of the Shareholders of CHANGZHOU BROADWAY BUSINESS DEVELOPMENT CO.
     LTD. specifically described in Schedule A which is attached hereto.
     (Hereinafter referred  to  as  the  "Shareholders  ")

WHEREAS:

The Shareholders are the beneficial and recorded owners of 100% of the
issued  and  outstanding shares of the Subsidiary Company, being 22,750,000
common  shares with a par value of $0.005. The Parent company has agreed to
purchase  from  the Shareholders, 22,750,000 common shares with a par value
of  $0.005 in the capital stock of the Subsidiary Company, in consideration
of  the allotment of 22,750,000 fully paid and non assessable common shares
with  a  par  value  of  $0.001 in the capital stock of the Parent Company.


NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of  the  respective  warranties,  representations,  covenants  and  agreements
contained  herein,  the  parties  agree  as  follows:

1.    DEFINITIONS

(a)  Allotted  Shares  means the shares in the Parent Company's capital stock to
     be  allotted  and  later  issued  to  the  Shareholders.

(b)  Words  importing the masculine gender include the feminine gender or neuter
     gender  and  words  in  singular  include  the  plural,  and  vice  versa.

(c)  All  monetary  amounts  refer  to  U.S.  currency.

(d)  Schedule  A  - Names of the Shareholders and their respective shareholdings
     in  the  Subsidiary  Company.

(e)  Purchased  Shares  means  the shares in the capital stock of the Subsidiary
     Company  to  be  acquired  by  the  Parent Company, being 22,750,000 common
     shares  of  the  Subsidiary  Company.

                                        1
<PAGE>


2.  REPRESENTATIONS,  WARRANTIES AND COVENANTS OF THE SUBSIDIARY COMPANY AND ITS
SHAREHOLDERS

(a)  The  Subsidiary  Company is duly incorporated, validly existing and in good
     standing  under  the  laws  of  the People's Republic of China, and has the
     necessary  corporate capacity to carry on business or holds assets to carry
     on  business  which  it  now carries on and to hold the assets which it now
     holds;

(b)  The  total  issued  capital  of the Subsidiary Company is 22,750,000 common
     shares  with  a  par  value  of  $0.005 and they are validly issued and are
     outstanding  as  fully  paid  and  non  assessable;

(c)  no  person,  other  than  the  Parent  Company, has any right, agreement or
     option,  present or future, contingent or absolute, or any right capable of
     becoming  a  right,  agreement  or  option:

     (i)  to  require  the Subsidiary Company to issue any shares in its capital
          or  to  convert  any securities of the Subsidiary Company or any other
          company  into  shares  in  its  capital;  or

     (ii) to  issue  or  allotment  of  any of the unissued common shares of the
          Subsidiary  Company;

     (iii)  to  require  the Subsidiary Company to purchase, redeem or otherwise
          acquire  any  of  its  issued  and  outstanding  shares;

(d)  Each of the Purchased Shares has been validly issued and is outstanding and
     fully  paid  and  non assessable; and no person has any right, agreement or
     option,  present or future, contingent or absolute, or any right capable of
     becoming  a right, agreement or option to purchase or otherwise acquire any
     of  the  Purchased  Shares;

(e)  The Directors and Senior officers of the Subsidiary Company are as follows:

Name                     Position  Held
-------------------------------------------------

Jiaping  Jiang           President and director
Weimin  Li               Director
Jingmin  Ye              Secretary
Daoyan  Zhou             Treasurer

(f)  The  corporate records of the Subsidiary Company are accurate, complete and
     up  to  date  in all material respects and all material transactions of the
     Subsidiary Company have been promptly and properly recorded in its books or
     filed  in  its  records;

(g)  The  Subsidiary  Company has filed all necessary federal and provincial tax
     returns;

(h)  Except  as  disclosed  in  the  books  as at August 2, 2001, the Subsidiary
     Company  does  not  have  any  liabilities,  due or accruing, contingent or
     absolute,  and the Subsidiary Company is not directly or indirectly subject
     to any guarantee, indemnity or other contingent or indirect obligation with
     respect  to  the  obligation  of  any  person  or  company;

(i)  The  Subsidiary Company has good and marketable title or leasehold title to
     all  the  assets,  and  such  titles  and  rights are free and clear of any
     financial  encumbrances  except  as  otherwise  disclosed;

(j)  No  permits or licenses have been granted with respect to the assets except
     those  disclosed  in  writing  by  the  Parent  Company;

(k)  The  Subsidiary  Company  holds  all  permits,  licenses,  consents  and
     authorities  issued  by  the  respective  government  authorities which are
     necessary  in  connection  with  the  operation  of its business and of the
     ownership  of  its  properties  and  assets;

                                        2
<PAGE>

(l)  There  are  no  actions,  suits,  proceedings or investigations pending or,
     threatened  against  it or affecting .it, at law or in equity, before or by
     any  court,  administrative  agency  or  other tribunal or any governmental
     authority.

(m)  The  Subsidiary  Company  warrants  to  the  Parent Company that all of its
     shareholders have approved the exchange of shares, such approvals form part
     of  Schedule  B,  which  is  an  integral  part  of  this  Agreement.

(n)  The  Subsidiary Company warrants that it has passed the necessary corporate
     resolutions  to  effect  such  share transfers, a copy of which is attached
     under  Schedule  C.

3.   THE  PARENT  COMPANY'S  REPRESENTATIONS,  WARRANTIES  AND    COVENANTS

(a)  The  Parent  Company  is  duly  incorporated,  validly existing and in good
     standing  under  the  laws of the State of Nevada of the United States, and
     has  the  necessary corporate capacity to carry on business or holds assets
     to  carry  on  business;

(b)  As  of  the  date  of  this agreement, the authorized capital of the Parent
     Company  is  200,000,000 common shares with a par value of $0.001, of which
     22,750,000  fully  paid  and  non assessable common shares will be allotted
     immediately  and  will  be  issued  at  a  later  date.

(c)  The  directors  and  officers  of  the  Parent  Company  are  as  follows:

Name                         Position  Held
----                         --------------
Peter  Khean                 Director,  President,  Secretary  &  Treasurer


(d)  The corporate records are accurate, complete and up to date in all material
     respects;

(e)  The  Parent  Company  has  not  commenced  business  of  any  sort;

(f)  The  Parent  company  has  passed a corporate resolution approving me above
     share  transfer  and  this  Agreement,  a  copy  of which is attached under
     Schedule  D.

4.         CONSIDERATION  TO  BE  RECEIVED BY THE SHAREHOLDERS OF THE SUBSIDIARY
           COMPANY

(a)  As  full  and  complete consideration for the absolute sale and transfer of
     the  Purchased Shares by the Shareholders to the Parent Company, the Parent
     Company  hereby  agrees  to  allot  immediately  from  its  capital  stock,
     22,750,000  fully  paid  and  non  assessable  common shares, such allotted
     shares  to  be  issued to the Shareholders no later than December 31, 2002.
     The  allotted  shares  will be issued to the Shareholders in the same names
     unless  instructed otherwise by the Shareholders concerned, and in the same
     proportion  as  detailed  out  in  Schedule  A;

(b)  No  fractional  certificates  will  be  issued;

(c)  The Parent Company covenants that for so long as the allotted shares remain
     allotted and unissued, it shall not alter any of the rights or restrictions
     attached to such shares, except for the purposes of subdivision, redivision
     or  consolidation;

                                        3
<PAGE>

(d)  Nothing in this section shall be construed as preventing the Parent Company
     from  increasing  its  authorized  capital.

5.   MISCELLANEOUS

(a)  There  are  no  representations,  warranties,  collateral  agreements  or
     conditions  affecting  this transaction other than as expressed or referred
     to  herein  in  writing.

(b)  This  Agreement  shall  be governed by and construed in accordance with the
     laws  of  the  State  of  Nevada  of  the  United  States.

(c)  Should  any provision or provisions or conditions of this Agreement be void
     or  not  enforceable,  it  or they shall be considered separate and several
     from  this  Agreement  and  its  remaining  provisions and conditions shall
     remain  in  force and be binding upon the parties hereto as though the said
     provision  or  provisions  or  conditions  had  never  been  included.

(d)  The  Schedules  attached to this agreement are incorporated by reference as
     fully  as  though  contained  in  the  body  thereof.  Wherever any term or
     condition,  expressed  or  implied,  of  such  Schedules conflicts or is at
     variance  with  any  term  or  condition  of  this  Agreement, such term or
     condition  of  this  Agreement  shall  prevail.

(e)  This Agreement and any certificate or other writing delivered in connection
     herewith may be executed in any number of counterparts and any party hereto
     may execute any counterpart, each of which when executed and delivered will
     be deemed to be an original and all of which counterparts of this Agreement
     or  such other writing as the case may be, taken together will be deemed to
     be  one  and  the  same  instrument. The execution of this Agreement or any
     other  writing  hereto  will  not  become  effective until all counterparts
     hereof  have  been  executed  by  all  the  parties  hereto.

IN  WITNESS  WHEREOF  the parties hereto have executed this Agreement on the day
and  year  first  set  forth above notwithstanding the actual date of execution.

CHANGZHOU  BROADWAY  BUSINESS  Development  CO.  LTD

Authorized  Signature

/s/  Jiaping  Jiang


MAGNUM  INDUSTRIES  INC.
/s/ Peter Khean

                                        4
<PAGE>
                                                                      Schedule A

(i)     Shareholder's  List: Changzhou Broadway Business Development Corporation

<TABLE>
<CAPTION>



No   Name of Shareholder                       Address              Share holding  Date issued

<C>  <S>                            <C>                             <C>                <C>
                                    28,Building ,Imperial
  1    Jiaping Jang                 Garden,Changzhou,Jiangsu,China        3750000    3/15/2000


                                    201,Unit B Building 7,Dongheng
                                    Street,
  2     Lu Jiang                    Changzhou,Jiangsu,China               2375000    3/15/2000


                                    Xiheng Street No.10 Changzhou
  3     Weiping Jiang               city,Jiangsu,China                     125000    3/15/2000


                                    203,Unit A,Building 1,Dongheng
                                    Street,Changzhou,
  4     Fengguan Pan                Jiangsu,China                         2137500    3/15/2000


                                    29,Building 124,Huagong Zhongcun
                                    Xuanwu
  5     Liping Jiang                District,Nanjing,Jiangsu,China          12500    3/15/2000


                                    29,Building 124,Huagong Zhongcun
                                    Xuanwu
  6     Yanfen Guo                  District,Nanjing,Jiangsu,China          12500    3/15/2000


                                    29,Building 124,Huagong Zhongcun
                                    Xuanwu
  7     Yuchao Jiang                District,Nanjing,Jiangsu,China          12500    3/15/2000


                                    203,Unit A,Building 1,Dongheng
                                    Street,Changzhou,
  8     Yiping Jiang                Jiangsu,China                           12500    3/15/2000


                                    Finance Department of Jiangdong
                                    University,Changzhou,
  9    Jianping Xie                 Jiangsu,China                           12500    3/15/2000



</TABLE>

                                       A1
<PAGE>

<TABLE>
<CAPTION>


No   Name of Shareholder                       Address              Share holding  Date issued

<C>  <S>                            <C>                             <C>                <C>

                                   201,Unit B Building 7,Dongheng
                                   Street,Changzhou,
 10    Yi Xie                      Jiangsu,China                           12500    3/15/2000

                                   201,Unit A Building 99,Qingtan
                                   Xincun,Changzhou,                       12500    3/15/2000
 11     Liqun Bu                   Jiangsu,China

                                   301,Unit A Building 5,Mudan
                                   Apartment Changzhou ,
 12     Xinyi Jiang                Jiangsu,China                           13775    3/15/2000

                                   Room 101,96,Building ,Imperial
                                   Garden,Changzhou,
 13    Zhida Yao                   Jiangsu,China                             500    3/15/2000

                                   Room 101,96,Building ,Imperial
                                   Garden,Changzhou,
 14     Yafen Chen                 Jiangsu,China                             500    3/15/2000

                                   15-1,Lame114,East Yanling                 500    3/15/2000
                                   Road,Changzhou,
 15     Ling Yao                   Jiangsu,China

                                   15-1,Lame114,East Yanling
                                   Road,Changzhou,                          1000    3/15/2000
 16     Yahui Chen                 Jiangsu,China

                                   201,Unit A Building 99,Qingtan
                                   Xincun,Changzhou,
 17    Yaping Chen                 Jiangsu,China                             500    3/15/2000

                                   28,Building ,Imperial
                                   Garden,Changzhou,
 18     Dongxing Ji                Jiangsu,China                             500    3/15/2000

                                   301,Unit A Building 5,Mudan
                                   Apartment Changzhou,
 19     Yongtiao Hua               Jiangsu,China                             120    3/15/2000

                                   22,North Huaide
 20    Hongsheng Li                Road,Changzhou,Jiangsu,China              110    3/15/2000

                                   20,North Huaide
 21     Jianming Li                Road,Changzhou,Jiangsu,China              110    3/15/2000

                                   20,North Huaide
 22     Jingjuan Wang              Road,Changzhou,Jiangsu,China              110    3/15/2000
</TABLE>

                                       A2
<PAGE>

<TABLE>
<CAPTION>



No   Name of Shareholder                      Address              Share holding  Date issued

<S>  <C>                            <C>                             <C>                <C>

                                   58,Building Imperial Garden,
                                   Changzhou,Jiangsu, China
 23    Jing Guo                                                           250000    3/15/2000

                                   102,Unit E Building 4,Qingtan
 24    Jingxian Ding               Xincun,Changzhou,Jiangsu,China            120    3/15/2000

                                   102,Unit E Building 4,Qingtan
 25    Mei Liu                     Xincun,Changzhou,Jiangsu,China            110    3/15/2000

                                   20,North Huaide
 26     Liyuan Guo                 Road,Changzhou,Jiangsu,China              110    3/15/2000

                                   102, Unit B,Building 124,Xixinqiao
                                   Ercun
 27    Jingmin Ye                  Changzhou,Jiangsu,China                 50000    3/15/2000

                                   401, Unit C,Building 158,Qingtan
 28    Aoda Ye                     Xincun,Changzhou,Jiangsu,China            110    3/15/2000

                                   102, Unit B,Building 124,Xixinqiao
                                   Ercun
 29     Qin Pan                    Changzhou,Jiangsu,China                   110    3/15/2000

                                   102, Unit A,Building 22,Xixinqiao
                                   Ercun
 30     Qimin Ye                   Changzhou,Jiangsu,China                   110    3/15/2000

                                   401, Unit C,Building 158,Qingtan
 31     Qian Wang                  Xincun,Changzhou,Jiangsu,China            110    3/15/2000

                                   58,Building ,Imperial
 32    Bixia Pan.                  Garden,Changzhou,Jiangsu,China            115    3/15/2000

                                   22,North Huaide
 33     Yong Ding                  Road,Changzhou,Jiangsu,China              110    3/15/2000

                                   102,Unit E Building 4,Qingtan
 34      Meihua Fang               Xincun,Changzhou,Jiangsu,China            120    3/15/2000

                                   9F,No.354,Nan Hsian Rd.Lu
                                   Chu,Taoyuan
 35    Han Tse,Shih                City,Taiwan R.OC                          120    3/15/2000

                                   98-1,No 8,Cao Cenzi Laen,Xicheng
 36     Sheng Wu.                  District(100034),Beijing, China           105    3/15/2000

                                   Room 502,No 1,Loan 180,Yuqing
 37     Shanshan Ni                Rd.(200030),Shanghai,China                110    3/15/2000

                                   Room 502,No1,Loan 180,Yuqing
 38     Huilin Mao                 Rd.(200030),Shanghai,China                105    3/15/2000

                                   Room 1509,No 6,Loan 30,Nujing
 39     Wenpei Zheng               Rd.(200062),Shanghai,China                110    3/15/2000

                                   Room 701,No 25,Loan 235,Beishi
 40     Zhixin Wang                Rd.(200333),Shanghai,China                105    3/15/2000

                                   Room 701,No25,Loan 235,Beishi
 41     Jilin Mao                  Rd.(200333),Shanghai China                110    3/15/2000

                                   Room 401,No33,the 2nd Changfeng
 42     Li Yu                      Village(200062),Shanghai,China            105    3/15/2000

                                   Room 401,No33,the2nd Changfeng
 43     Xialin  Mao                Village(200062),Shanghai,China            100    3/15/2000

                                   3F,No3,Lane18,Gaoan
 44     Guoqin Zhang.              Rd.(200030),Shanghai,China                120    3/15/2000

                                   Room 602,No2588,Xietu
 45     Zuozhou Wang.              Rd.,Shanghai,China                        110    3/15/2000

                                   Room 302,No21,Lane111,Qinzhou
                                   Nan
 46     Huiping Song               Rd.,Shanghai,China                        125    3/15/2000
</TABLE>

                                       A3
<PAGE>

<TABLE>
<CAPTION>



No   Name of Shareholder                      Address              Share holding  Date issued

<S>  <C>                            <C>                             <C>                <C>

                                    Room705,No5,Lane179,Tianping
 47    Jiachen Gu                   Rd.(200030),Shanghai,China               105    3/15/2000

                                    Room 604,No50,Lane50,Jianchuan
 48     Huiping Qiao                Rd.,Shanghai,China                       105    3/15/2000

                                    Room207,No52,Kangjian
                                    Rd.,Shanghai,China
 49     Chen Cao                                                             100    3/15/2000

                                    Room104,No59,Lane100,Jianchuan
 50     Wenye Wang                  Rd,Shanghai,China                        100    3/15/2000

                                    No86,Xinqiao Village,Hongqiao
 51     Hong Wang                   County,Shanghai,China                    105    3/15/2000

                                    Room602,Lane2455,Xietu
 52     Binda Wang                  Rd.,Shanghai,China                       120    3/15/2000

                                    Room1809,No5,Lane179,Tianpin
 53     Qingyu Meng                 Rd.(200030),Shanghai,China               110    3/15/2000

                                    3F,No37,Lane170,the Lst Dunhua
 54     Shu cheng                   Nan Rd.,Taipei,Taiwan,R.O.C              110    3/15/2000

                                    4F,No12,Lane10,Aiiey483,Zhonggang
                                    Rd.,Xinzhuang
 55     Songyao Xiong               City,Taipei,Taiwan,R.O.C                 100    3/15/2000

                                    5F,No1,Lane229,Dexing Dong
 56     Meizhi Wang                 Rd.,Taipei,Taiwan,R.O.C                  130    3/15/2000

                                    4F,No5,Lane46,Shidong
 57     Qiaowen Li                  Rd.,Taipei,Taiwan,R.O.C                  105    3/15/2000

                                    7F,No150,the 3rd Xinyi
 58     Guimei Liu.                 Rd.,Taipei,Taiwan,R.O.C                  105    3/15/2000

                                    5F,No12,the 8th Hongchang
 59     Yihui Zhou.                 Rd.,Taoyuan,Taiwan,R.O.C                 130    3/15/2000

                                    8F,No124,the 8th Hongchang
 60    Jiali Yu                     Rd.,Taoyuan,Taiwan,R.O.C                 100    3/15/2000

                                    Room 201,Lane93,Nantang Bang
 61     Qi Jiang.                   Rd.,Shanghai,China                       100    3/15/2000

                                    Room602,No.13Building,Lane179
                                    ,Changningzhi
 62    Ying Yang.                   Road,200000,Shanghai,China               105    3/15/2000

                                    Giant Company,No.988,Dongsanliqiao
                                    Road,Pudong
 63     Weijia Lu                   New Area,200125,Shanghai,China           100    3/15/2000

                                    No.120,Rong Jiang Road,Songjiang
                                    Export Processing
 64     Yixi Mei                    Zone,201613,Shanghai,China               105    3/15/2000

                                    Southeast
                                    University,#0301,210096,Nanjing,
 65    Xudong Jin                   China                                    110    3/15/2000

                                    Room602,No.13Building,Lane179,
                                    Changningzhi
 66    Yunfang Chen                 Road,200000,Shanghai,China               100    3/15/2000

                                    Room303,No.6Building,Lane8,Shiziwan
 67     Shan Lan                    Road,200030,Shanghai,China               120    3/15/2000

                                    East China Normal
                                    University,#9932,200062,Shanghai,
 68     Ning He                     China                                    105    3/15/2000

                                    Fudan
                                    University,#0118,200433,Shanghai,
                                    China
 69    Sheng Yang                                                            110    3/15/2000

                                    Taitaile's Marketing
                                    department,No969,Caoan
                                    Road,no13Bridge,Nanxinghua
 70     Lingyan Zhou                Road,201812,Shanghai,China               110    3/15/2000

                                    Suzhou
                                    University,#27,215006,Suzhou,China
 71     Ming Xu                                                              105    3/15/2000

                                    Room601,No4
                                    Building,Lane447,Dongbaoxing
 72     Haizhen Jiang               Road,200081,Shanghai,China               130    3/15/2000

                                    Room601,No4
                                    Building,Lane447,Dongbaoxing
 73     Ranfei Chen                 Road,200081,Shanghai,China               110    3/15/2000

                                    No58,Lane57,Shanyin
 74    Ouyang Zhi                   Road,200081,Shanghai,China               110    3/15/2000

                                    No62,Lane57,Shanyin
 75     Yuzhu Gu                    Road,200081,Shanghai,China               100    3/15/2000

                                    Room201,No22,Shuangliao
                                    Yicun,Liaoyuandong
 76    Hui Wang                     Road,200093,Shanghai,China               100    3/15/2000

                                    No7,Lane69,Baochang
 77     Ying Xu                     Road,200000,Shanghai,China               105    3/15/2000
</TABLE>

                                       A4
<PAGE>

<TABLE>
<CAPTION>



No   Name of Shareholder                      Address              Share holding  Date issued

<S>  <C>                            <C>                             <C>                <C>
                                     Room206,No91,Guangqi
 78    Jiayun Xu                     Road,200010,Shanghai,China              130    3/15/2000

                                     Room12,No.21Building,Lane378,
                                     Ouyang
 79    Peishen Jiang                 Road,200081,Shanghai,China              110    3/15/2000

                                     No.105,Building 35,Tongji
 80     Hua Mei                      Xincun,200000,Shanghai,China            110    3/15/2000

                                     Room601,No16,Lane649,Tongxin
 81     Jianyuan Zhao.               Road,200083,Shanghai,China              100    3/15/2000

                                     Room603,No22Building,Shuangliao
 82    Zheng Yang                    Xincun,200093,Shanghai,China            105    3/15/2000

                                     Room501,No166,Tonghe
 83     Jialei Xiong                 Yicun,200000,Shanghai,China             110    3/15/2000

                                     Room301,No30,Lane770,Cangyuan
                                     Road,Minhang
 84     Jian Zhao                    District,Shanghai,China                 130    3/15/2000

                                     No58,Lane57,Shanyin
 85     Jianlei Chen                 Road,200081,Shanghai,China              105    3/15/2000

                                     Room302,No24,Lane80,Xietu
 86    Lei Jin                       Road,Shanghai,China                     110    3/15/2000

                                     Room1403,No2,Lane118,Xietu
 87     Kaichen Jin                  Road,Shanghai,China                     120    3/15/2000

                                     9F,No.354,Nan Hsian Rd.Lu
                                     Chu,Taoyuan
 88    Hsin I,Wu                     City,Taiwan R.O.C                        110    3/15/2000

                                     5F,No.11,Alley7,Lane205,Sec.4,Chung
                                     Hsiao
 89    Yi Tsun,Cheng                 E.Rd,Taipei,Taiwan R.O.C                 120    3/15/2000

                                     5F,No.11,Alley7,Lane205,Sec.4,
                                     Chung Hsiao
 90    Hui Ming,Cheng                E.Rd,Taipei,Taiwan R.O.C                 115    3/15/2000

                                     The Fifth Floor,Tianan Industrial
                                     Village,Changzhou
 91    Broadway Group                New District                         2625000     4/2/2001

                                     58, Building,Imperial
 92    Li Weimin                     Garden,Changzhou,Jiangsu,China       2450000     4/2/2001

                                     201,Unit A Building 99, Qingtan
                                     Xincun, Changzhou,
 93    Chen Yafang                   Jiangsu, China                       2450000     4/2/2001

                                     Room 101, 96, Building,Imperial
 94    Jiang Fang                    Garden,Changzhou,Jiangsu,China       2125000     4/2/2001

                                     15-1, Lane 114, East Yanling
 95    Yan Aihua                     Road,Changzhou,Jiangsu,China         2050000     4/2/2001

                                     22, North Huaide Road,Changzhou,
                                     Jiangsu,China
 96     Meixiu Xu                                                         2250000     4/2/2001
                                                                          ---------
     Total                                                               22750000
</TABLE>

                                       A5
<PAGE>

                                                                      Schedule B

96 shareholders of Changzhou Broadway Business Development Co. Ltd approving the
transfer  of  their  shares  to Magnum Industries Inc. in the following standard
letter:

Example:


                                LETTER OF CONSENT
This  is  certify  that  I Jiaping Jiang, am a shareholder of Changzhou Broadway
Business  Development  Co. Ltd, (the Company) and I have 3,750,000 common shares
of  the  Company.

I  hereby give my consent to the Broad of Directors of the Company to cancel all
my  shares, and issue the same number of common shares of MAGNUM INDUSTRIES INC.
that  will  be the parent company of Changzhou Broadway Business development Co.
Ltd.

Dated  this  30th  day  of  July,  2001

/s/  Jiaping  Jiang
Authorized  signature


NOTE:  ALL  96  SHAREHOLDERS  CONSENTED  IN  WRITING  TO  CANCEL THEIR
SHAREHOLDINGS IN CHANGZHOU  BROADWAY  BUSINESS  DEVELOPMENT  CORPORATION
IN EXCHANGE FOR THE SAME NUMBER  OF  SHARES  OF  MAGNUM  INDUSTRIES  INC.


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                                                                     SCHEDULE  C

CORPORATE  RESOLUTION  OF  CHANGZHOU  BROADWAY  BUSINESS  DEVELOPMENT  CO.  LTD
APPROVING THE TRANSFER OF ALL ITS ISSUED COMMON SHARES TO MAGNUM INDUSTRIES INC.

                 CHANGZHOU BROADWAY BUSINESS DEVELOPMENT CO. LTD
________________________________________________________________________________
Pursuant  to  the  provisions  of  the  by-  laws  of the Company, the following
resolutions are passed as resolutions of the sole director, duly consented to in
writing.

BE  IT  RESOLVED:

1.   The  Share  Exchange  Agreement  dated  August  2,  2001 signed between the
     Company  and  Magnum  Industries  Inc.  is  hereby  approved.

2.   Attached  to  this  resolution are the approvals of all the shareholders in
     support  of  the  above  share  exchange  arrangement  made by the Company.

Dated:  this  2nd  day  of  August,  2001.

/s/  Jiaping  Jiang
Director


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                                                                    SCHEDULE   D



CORPORATE  RESOLUTION OF MAGNUM INDUSTRIES INC. APPROVING THE EXCHANGE OF SHARES
AND  APPROVING THE AGREEMENT SIGNED BETWEEN MAGNUM INDUSTRIES INC. AND CHANGZHOU
BROADWAY  BUSINESS  DEVELOPMENT  CO.  LTD,  DATED  AUGUST  2,  2001

                             MAGNUM INDUSTRIES INC.
     ______________________________________________________________________
Pursuant  to  the  provisions  of the Articles and By - Laws of the Company, the
following  resolutions  are  passed  as  resolutions  of the sole director, duly
consented  to  in  writing.
BE  IT  RESOLVED  THAT:

1.   The  Consultation  Agreement  signed  between  the  Company  and  McLaren
     Consultations  Ltd,  dated July 31, 2001, is hereby ratified. In accordance
     with  the  agreement,  625,000  common  shares  of  the  Company are hereby
     allotted  and  will  be  issued  at  a  later  date.

2.   The  Share  Exchange  Agreement  signed  between  the Company and Changzhou
     Broadway  Business  Development  Co.  Ltd,  dated August 2, 2001, is hereby
     ratified.  In accordance with the terms of the agreement, 22,750,000 common
     shares  of  the  Company  are hereby allotted and will be issued at a later
     date.

3.   The  Finder's Fee and Marketing Agreement signed between the Company and En
     Marine  International Group Inc., dated August 2, 2001, is hereby ratified.
     In  accordance  with the terms of the agreement, 1,625,000 common shares of
     the  Company  are  hereby  allotted  and  will  be  issued at a later date.

Dated  this  2nd  day  of  August,  2001



/s/  Peter  Khean
Director

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