**EXHIBIT 10.611**
Promissory Note for Stock Purchase Agreement with Mr. Yuanhao  Li
**PROMISSORY NOTE**
This Promissory Note is made this December 27, 2000*,*by andbetween American Champion Entertainment, Inc. (hereinafter referred to as"ACEI"), a Delaware corporation located at 22320 Foothill Blvd., Suite 260,Hayward, California 94541, U.S.A. and Mr. Yuanhao Li, an individual located at31 Ashglen Way, Markham, Ontario, L3R 3A6, Canada (hereinafter referred to as"Debtor").
**Recitals**
WHEREAS, on December 27, 2000*,* Debtor entered into a StockPurchase Agreement (hereinafter referred to as "SPA") for the purchase of6,250,000 shares of the ACEI common stock $.0001 par value per share.

WHEREAS, pursuant to the SPA, Debtor agreed to execute this PromissoryNote.

NOW THEREFORE IN CONSIDERATION of the foregoing and following promises,covenants, conditions, and premises, and for other good and valuableconsideration, the adequacy, sufficiency, and receipt of which is herebyacknowledged, the parties hereby agree as follows:
**Agreement**
1. **Recitals Part of Agreement.**The recitals are a material part ofthis Agreement.

2. **Payment.**Debtor hereby promises to pay, in lawful money of theUnited States, to the order of ACEI, the principal of $1,000,000.00 on or beforeMarch 31, 2001*.*
3. **Collection Costs.**Debtor agrees to pay the actual expendituresmade in any attempt to collect the amount due pursuant to the PromissoryNote.

4. **Waiver or Presentment, Notice of Dishonor and Protest.**Debtorwaives presentment, demand, and protest, and the right to assert any statute oflimitations.

5. **Debtor's Obligations by this Agreement.**The obligations of Debtorby this Agreement are as follows:
- to pay the obligation to ACEI when due,
- to pay all expenses, including attorney's fees and court costs, incurred byACEI in the perfection, preservation, realization, enforcement, and exercise ofits rights under this agreement,
- to indemnify ACEI against loss of any kind, including reasonable attorney'sfees and costs,
- not to use the common stock for any unlawful purpose or in any wayand will not sale, transfer or dispose of any share of such common stock untilpayment to ACEI is made in full,
- in the event that payment to ACEI is not made by April 1, 2001, all of the6,250,000 shares of common stock will be returned to ACEI.

	

 

6. **Termination.**This Promissory Note and Agreement will continue ineffect and will terminate when Debtor completes performance of obligations toACEI.

7. **Miscellaneous.**No waiver by ACEI of any breach or default will be awaiver of any breach or default occurring later. A waiver will be valid only ifit is in writing and signed by ACEI. This Promissory Note and Agreement willbind and benefit the successors and assignees of the parties, but Debtor may notassign its rights under the Promissory Note and Agreement without ACEI's priorwritten consent. This contract will be governed by the laws of State ofCalifornia, as amended from time to time. This Promissory Note and SecurityAgreement is the entire agreement, and supersedes any prior agreement orunderstandings, between ACEI and Debtor.

 

 
**Signed this 27th day of December, 2000,**
 

at 22320 Foothill Blvd., Suite 260, Hayward, CA 94541

 

By Debtor: /s/ Yuanhao Li					
	Yuanhao Li

 

 

Accepted:

 

By:		/s/ Anthony K. Chan					
		Anthony K. Chan

		President & CEO

		American Champion Entertainment, Inc.