Exhibit
10.1
  Contract
of Group 14 Mining Right Transfer
 Serial
number of the contract: Laizhou Territorial Resources
recover(2005),no.32
 Transferor:
Laizhou Territorial Resources Bureau
 Transferee
:Juan Chen
 The
contract sign spot: Laizhou Territorial Resources Bureau
 Signing
time: April, 26th,2005
 industry
and commerce administrative bureau
 Under the
supervision of Shandong
Territorial Resources Bureau
 
 The
Contrast for Mining Right Transfer
 Article
1. The two parties
 Transferor:
Laizhou Territorial Resources Bureau
 Transferee:
Juan Chen
 Article
2.
 According
to the <<Ore Resources Law of People’s Republic of China>>and
<<Contract Law of People’s Republic of China>>and some related laws
and regulations, this agreement is reached on the basis of consensus of both
parties.
 The items
reached in this contract is actually the fact that the territorial bureau on
behalf of the country to transfer the mining right.
 Article
3.
 Pursuant
to the <<Ore Resources Law of People’s Republic of
China>>,transferor sells the mining right of diggings 14# building stone
(granite), West Jiangjia Village, Zhacun Town, Laizhou (in the following part
,it will be abbreviated mining right) to transferee in the form of contract
transfer.
 Article
4.
 The
diggings sold to the transferee lies in the West Jiangjia Village, Zhacun Town,
whose total area covers 0.003 square kilometers with from 211.2m to 203.2m depth
of mining, and its boundary is marked by four fiducial marks. (the detail in
attachment 1)
 Attachment
1.
 Serial
      number of fiducial marks
              coordinateX
              Y(1)
              4097871
              40500948(2)
              4097832
              40500994(3)
              4097794
              40500962(4)
              4097832
              40500916Mining
      depth
              From
      211.2m to 203.2m
 
  
  Article
5.
 The
transferee takes over the mining right with the cost of capitalized RMB 96500
YUAN, (the ordinary form of a Chinese numeral: 96.5 thousand Yuan).
 Article
6.
 Fees for
assignment should be paid with cash by the transferee immediately the day when
the contract takes effect.
 Article
7.
 On the
very day when the fees for assignment are paid, it is legal and reasonable for
the transferee to consult about the relevant information and get certain
materials with the mining right transfer contract and assignment fee pay
order.
 Article
8.
 The
relevant materials which should be given to the transferee by the transferor can
be found in attachment 2.
 Article
9.
 On
getting the materials listed on the attachment 2, transferee can apply for the
territorial resources administrative office to authorize the mining
area.
 Article
10.
 The
transferee is allowed to manage the Mine construction project determination and
establishment within one week since the day when the contract is signed.
Besides, the relevant ore resources exploration and utilization plan ,the report
on impact on environment, comment report of mine geology on environment are
worked out by conforming to the law. After approval, the application from the
territorial bureau can be carried out and register.
 Article
11.
 The
transferor will give away the transferee the mining license within the
prescribed time.
 Attachment
2
 Serial
      number
                
                Material
                copies
                remark1
                
                Material
      on geologic general investigation
                12
                
                Chart
      for mining area
                4
 Article
12.
 It is
legal for the transferee to be entitled to mining after receiving the mining
license. And the mining activities can set about after paying the utilizing fee
of mining right.
 Article
13.
 The
mining exploration activities should be carried out within the boundary of laws
and regulations, and go mining in terms of the approved exploration and
utilization plan under the supervision of the territorial resources
administrative bureau.
 Article
14.
 The
transferee should pay the ore resources compensation, resource tax, etc in terms
of laws and regulations during the mining exploration process.
 Article
15.
 The
mining right won’t expire within __ years. The beginning and ending day is
subject the validity period of mining license.
 Article
16.
 The day
when the contract expires, the mining contract is no longer valid and the
transferor will take away the mining right unconditionally.
  
  Article
17.
 liabilities
for breach of contract
 Transferee
ought to pay assignment fee for mining right pursuant to the agreements of the
contract. If fees for assignment is not paid on time, the transferor is entitled
to dissolving the contract and taking back the mining right. Whatever loss
results from the breach of contract, it is the transferee that bears the
loss.
 If the
transferor does not give away the transferee mining license or delay it by 6
months so as to affect transferee’s mining right, the transferee has the right
to require the transferor to carry out or cancel the contract. Should the
contract be cancelled, the transferor ought to refund the assignment fee and
bears the direct economic loss.
 Article
18.
 Force
majeure
 If the
contract is blocked by the force majeure, one party should report to another
party about the conditions and situation in written form within ten days after
the ending of the force majeure. (holidays postponed). Should
the two parties of contract can not carry out the contract or part of it due to
force majeure, no one is to blame. Anyway, both parties should take necessary
measures to eliminate the loss. During
the postponed period, it is subject to the party in breach who bears all the
losses.
 Article
19.
 When the
party concerned changes his name, address, deposit bank and account number or
other important items, he should send the cause for changes and what the changes
bring to another party concerned in the written form within 15 days. If the
party who changes causes damage to another party due to delayed notice, the
changed party should bear full responsibility for all the consequences arise
there from.
 Article
20.
 If any
dispute during the operation of the contract, the two parties should try to
reach agreements on the basis of consultancy. If the agreement fails to reach,
resort to the 2nd items
in this article.
 1.
              refer
      to the Arbitration Commission
 2.
              institute
      legal proceedings in people’s court in terms of
  law.
 Article
21.
 The
contract takes effect from the day when it is signed and stamped.
 Article
22.
 This
contract is in quadruplicate. Three copies for transferor and one for
transferee.
 Article
23.
 This
contracts amount to five pages with attachment, and subject to Chinese
version.
 Article
24.
 The
number concerned in this contract should be recorded in capitalized numeral and
the ordinary form of Chinese numeral. If any disagreement, subject to the
capitalized numeral.
 Article
25.
 The
matters not related in this contract will be supplemented in the form of
attachment after discussion and consultancy. The attachment has equal legal
power as this contract.
 
 
  
  Transferor:
Laizhou Territorial Resources Bureau (Stamp)
 Address :
No.28, Jianxin East Street, Laizhou City
 Legal
representative:
 
 authorized
proxy(signature)
 phone:2211185
 fax
number: 2237415
 deposit
bank:
 accounting
number:
 postal
code:261400
 
 Transferee:
(Stamp)
 Address:
 Legal
representative:
 authorized
proxy(signature)
 phone:
2425618
 fax
number :2425866
 deposit
bank
 accounting
number
 postal
code
 
 
 
 signing
time: April,26th,2005