UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                   FORM 10-QSB

[X]  QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934

                FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2005

[ ] TRANSITION  REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
     ACT OF 1934

               FOR THE TRANSITION PERIOD FROM ________ TO ________

                         Commission file number: 0-30430


                              INTERMOST CORPORATION
        (Exact name of small business issuer as specified in its charter)


                Wyoming                                 87-0418721
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
   incorporation or organization)


             31st Floor, B31-23 Guomao Building, Renmin Rd. (South)
                   Shenzhen, People's Republic of China 518014
                    (Address of principal executive offices)

                               (86) 755-8221-0238
                         (Registrant's telephone number,
                              including area code)


                                 Not applicable
              (Former name, former address and former fiscal year,
                          if changed since last report)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 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 [ ]


     As of February 8, 2006, the issuer had 146,410,278 shares of common stock,
US$0.001 par value, issued and outstanding.


         Transitional Small Business Disclosure Format.  Yes [ ]    No [x]



<PAGE>





                     INTERMOST CORPORATION AND SUBSIDIARIES

This Quarterly Report on Form 10-QSB for the quarterly period ended December 31,
2005 contains  "forward-looking  statements",  including statements that include
the words "believes",  "expects",  "anticipates",  or similar expressions. These
forward-looking   statements  include,   but  are  not  limited  to,  statements
concerning   the   Company's   expectations   regarding   its  working   capital
requirements,  financing requirements,  business prospects, and other statements
of expectations,  beliefs,  future plans and strategies,  anticipated  events or
trends,  and similar  expressions  concerning  matters  that are not  historical
facts.  The  forward-looking  statements in this Quarterly Report on Form 10-QSB
for the  quarterly  period ended  December  31, 2005  involve  known and unknown
risks,  uncertainties  and other  factors  that could cause the actual  results,
performance  or  achievements  of the  Company to differ  materially  from those
expressed  in or implied by the  forward-looking  statements  contained  herein.
Except as required by law,  the Company  undertakes  no  obligation  to publicly
release the results of any revisions to these  forward-looking  statements  that
may be made to reflect any future events or circumstances.


                                      INDEX



                                                                        Page
                                                                       Number


PART I - FINANCIAL INFORMATION

       Item 1.  Financial Statements

       Condensed Consolidated Balance Sheets -
            June 30, 2005 and December 31, 2005 (Unaudited)               1

       Condensed Consolidated Statements of Operations (Unaudited)
            Three Months ended December 31, 2004 and 2005                 2

       Condensed Consolidated Statements of Cash Flows (Unaudited)
             Six Months ended December 31, 2004 and 2005                  3

       Notes to Condensed Consolidated Financial Statements
            Six Months Ended  December 31, 2004 and 2005                  4

    Item 2.  Management's Discussion and Analysis or Plan of
                    Operation                                             5

I   Item 3.  Controls and Procedures                                     30

PART II - OTHER INFORMATION

     Item 1.  Legal Proceedings                                          31

     Item 2  Unregistered Sales of Equity Securities and Use of
             Proceeds                                                    31

     Item 3  Defaults Upon Senior Securities                             31

     Item 4  Submission of Matters to a Vote of Security Holders         31

     Item 5  Other Information                                           31

    Item 6.  Exhibits                                                    32


SIGNATURES
                                       2

<PAGE>



                     INTERMOST CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
                                                                                     December 31, 2005
                                                         June 30, 2005                  (unaudited)
                                                         -------------                  -----------
                                                              RMB                  RMB                 US$
                                                            -----                 -----               -----
                                                            ASSETS
------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------
<S>                                                       <C>                    <C>                 <C>

Current Assets
     Cash and cash equivalents                              1,116,365             5,779,125             712,592
  Accounts receivable, including RMB73,428,714
    (US$9,054,095) from related companies at December
    31, 2005                                               65,447,719            73,853,142           9,106,429
  Inventories                                                  95,651               203,679              25,115
  Deposits, prepayments and other receivables               1,805,251             2,293,241             282,767
  Short-term loan                                                   -             4,867,200             600,148
  Short-term investment                                     1,560,000             2,064,000             254,501
                                                       -----------------  --------------------  ------------------
                                                       -----------------  --------------------  ------------------
  Total current assets                                     70,024,986            89,060,387          10,981,552
                                                       -----------------  --------------------  ------------------
                                                       -----------------  --------------------  ------------------

Other Assets
  Unlisted investment                                       4,817,270             4,817,270             593,991
  Investment in associated companies                       23,858,517            33,062,190           4,076,719
  Plant and equipment, net                                    224,711               191,281              23,586
  Goodwill, at cost                                        28,993,445            28,993,445           3,575,024

  Intangible assets, net                                                            256,694              31,652
                                    1,468,079
                                                       -----------------  --------------------  ------------------
                                                       -----------------  --------------------  ------------------
       Total assets                                       129,387,008           156,381,267          19,282,524
                                                       =================  ====================  ==================

                            LIABILITIES, MINORITY INTERESTS AND SHAREHOLDERS' EQUITY

Current Liabilities
  Accounts payable                                         10,659,994             7,375,511             909,434
  Accrued liabilities and other payables                    7,628,160             1,525,114             188,054
  Customer deposits                                           842,938               821,744             101,325
  Deferred revenue                                                                  297,482              36,681
                                     316,598

  Business taxes and government surcharges payable          6,227,208             8,649,733           1,066,552
  Due to related company                                    3,917,684                     -                   -
                                                       -----------------   -------------------  ------------------
                                                       -----------------   -------------------  ------------------
       Total current liabilities                           29,592,582            18,669,584           2,302,046
                                                       -----------------   -------------------  ------------------
                                                       -----------------   -------------------  ------------------

Minority Interests                                         23,877,573            30,648,579           3,779,110
                                                       -----------------   -------------------  ------------------
                                                       -----------------   -------------------  ------------------

Commitments and Contingencies

Shareholders' Equity
Preferred stock, par value US$0.001 per share
  Authorized - 5,000,000 shares
  Issued and outstanding - None                                     -                     -                   -
Common stock, par value US$0.001 per share
Authorized - 500,000,000 shares

  Issued and outstanding --- 87,949,472 shares at
  June 30, 2005 and 145,410,278 shares at December
  31, 2005                                                    728,259             1,179,281             145,411
Reserved and to be issued - 1,000,000 shares                   22,832               405,500              50,000
Less : Subscription receivable                                      -             (405,500)            (50,000)
Additional paid-in capital                                144,733,846           172,125,286          21,223,833
Accumulated deficit                                       (69,537,188)          (67,943,551)         (8,377,750)
Accumulated other comprehensive loss                          (30,896)            1,702,088             209,874
                                                       -----------------   -------------------  ------------------
                                                       -----------------   -------------------  ------------------
Total shareholders' equity                                 75,916,853           107,063,104          13,201,368
                                                       -----------------   -------------------  ------------------
                                                       -----------------   -------------------  ------------------
Total liabilities, minority interests and
        Shareholders' equity                              129,387,008           156,381,267          19,282,524
                                                       =================   ===================  ==================
</TABLE>

         The accompanying notes are an integral part of these condensed
                       consolidated financial statements.
                                       3
<PAGE>


                     INTERMOST CORPORATION AND SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

<TABLE>

                                                               Three Months Ended December 31,
                                                               2004                    2005
                                                               ----                    ----

                                                     RMB              RMB                US$
                                                     ---              ---                ---
<S>                                                  <C>             <C>                <C>

Net revenues, including RMB28,156,000
    (US$3,471,763) sold to related
    companies for the three months
    ended December 31, 2005                         38,512,583        30,415,061         3,750,316
Cost of revenues                                   (27,044,562)      (22,624,426)       (2,789,695)
                                                ---------------   ---------------   ---------------
                                                ---------------   ---------------   ---------------
Gross profit                                        11,468,021         7,790,635           960,621
                                                ---------------   ---------------   ---------------
                                                ---------------   ---------------   ---------------
Costs and expenses:
Selling, general and administrative expenses       (3,212,752)       (1,817,512)         (224,108)
Amortization of intangible assets                  (1,193,013)          (56,373)           (6,951)
                                                ---------------   ---------------   ---------------
                                                ---------------   ---------------   ---------------
Total costs and expenses                           (4,405,765)       (1,873,885)         (231,059)
                                                ---------------   ---------------   ---------------
                                                ---------------   ---------------   ---------------

Income from operations                               7,062,256         5,916,750           729,562
Interest income                                          1,790             4,672               576
Loan interest income                                         -            41,374             5,101
Investment income                                            -           610,000            75,216
Other income net                                        46,353                 -                 -
                                                ---------------   ---------------   ---------------
                                                ---------------   ---------------   ---------------
Income before income taxes,
    minority interests and equity in
    earnings of associated companies                 7,110,399         6,572,796           810,455
Income taxes                                       (1,636,933)       (1,111,502)         (137,053)
                                                ---------------   ---------------   ---------------
                                                ---------------   ---------------   ---------------

Income before minority interests and equity in
  earnings of an associated companies                5,473,466         5,461,294           673,402
Minority interests                                 (4,615,468)       (3,191,497)         (393,526)
                                                ---------------   ---------------   ---------------
                                                ---------------   ---------------   ---------------
Income before equity in earnings of
    associated companies                               857,998         2,269,797           279,876
Equity in earnings of associated
    companies                                          611,559           484,226            59,707
                                                ---------------   ---------------   ---------------
                                                ---------------   ---------------   ---------------
Net income                                           1,469,557         2,754,023           339,583
                                                ===============   ===============   ===============
                                                ===============   ===============   ===============
Net income per common share -
    basic and diluted                                     0.02             0.019            0.0023
                                                ===============   ===============   ===============
                                                ===============   ===============   ===============
Weighted average number of common shares
  outstanding - basic and diluted                   79,217,406       145,507,052       145,507,052
                                                ===============   ===============   ===============

</TABLE>

         The accompanying notes are an integral part of these condensed
                       consolidated financial statements.


                                       4
<PAGE>



                     INTERMOST CORPORATION AND SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
<TABLE>

                                                               Six Months Ended December 31,
                                                           2004                             2005
                                                           ----                             ----
                                                            RMB                    RMB                 US$
                                                           -----                  -----              ------
<S>                                                       <C>                   <C>                <C>

Net revenues, including RMB55,647,000
    (US$6,861,529) sold to related
    companies for the six months
    ended September 30, 2005                              54,810,629            58,783,148           7,248,230
Cost of revenues                                         (38,356,614)          (42,458,538)         (5,235,331)
                                                    -----------------    ------------------  ------------------
                                                    -----------------    ------------------  ------------------
Gross profit                                              16,454,015            16,324,610           2,012,899
                                                    -----------------    ------------------  ------------------
Costs and expenses:
Selling, general and administrative expenses             (5,626,020)           (6,176,987)           (761,651)
Amortization of intangible assets                        (1,789,520)           (1,249,386)           (154,055)
                                                    -----------------    ------------------  ------------------
                                                    -----------------    ------------------  ------------------
Total costs and expenses                                 (7,415,540)           (7,426,373)           (915,706)
                                                    -----------------    ------------------  ------------------
                                                    -----------------    ------------------  ------------------

Income (loss) from operations                              9,038,475             8,898,237           1,097,193
Interest income                                                3,190                 7,073                 872
Loan interest income                                               -                41,427               5,107
Investment income                                                  -             1,365,680             168,395
Other income, net                                             32,455                25,000               3,082
                                                    -----------------    ------------------  ------------------
                                                    -----------------    ------------------  ------------------
Income (loss) before income taxes,
    minority interests and equity in
    earnings of associated companies                       9,074,120            10,337,417           1,274,649
Income taxes                                             (2,338,170)           (2,377,097)           (293,107)
                                                    -----------------    ------------------  ------------------
                                                    -----------------    ------------------  ------------------
Income (loss) before minority interests and equity
  in earnings of associated companies
                                                           6,735,950             7,960,320             981,542
Minority interests                                       (6,594,884)           (6,771,006)           (834,896)
                                                    -----------------    ------------------  ------------------
                                                    -----------------    ------------------  ------------------
Income (loss) before equity in earnings of
    associated companies                                     141,066             1,189,314             146,646
Equity in earnings of associated
    companies                                              2,040,351               404,323              49,855
                                                    -----------------    ------------------  ------------------
                                                    -----------------    ------------------  ------------------
Net income                                                 2,181,417             1,593,637             196,501
                                                    =================    ==================  ==================
                                                    =================    ==================  ==================

Net income per common share -
    basic and diluted                                           0.03                 0.013              0.0016
                                                    =================    ==================  ==================
                                                    =================    ==================  ==================

Weighted average number of common shares
  outstanding - basic and diluted                         76,678,276           120,142,684         120,142,684
                                                    =================    ==================  ==================
</TABLE>

              The accompanying notes are an integral part of these
                  condensed consolidated financial statements.



                                       5
<PAGE>


                     INTERMOST CORPORATION AND SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
<TABLE>

                                                               Six Months Ended December 31,
                                                                2004                       2005
                                                                ----                       ----

                                                              RMB               RMB                US$
                                                              -----            ------             ------
<S>                                                          <C>              <C>                <C>


Cash flows from operating activities:
Net income                                                  2,181,417              1,593,637                196,501
Adjustments to reconcile net income (loss) to net
cash used in
  operating activities:
  Common stock reserved and to be issued in
exchange
   for services                                                     -              5,377,209                663,036
 Amortization of intangible assets                          1,789,520              1,249,386                154,055
  Equity in earnings of associated companies              (2,040,351)              (404,323)               (49,855)
 Depreciation                                                 177,023                 65,263                  8,047
  Minority interests                                        6,594,884              6,771,006                834,896
  (Increase) decrease in operating assets -
  Accounts receivable                                    (44,620,343)           (12,323,107)            (1,519,495)
  Inventories                                                  85,787              (108,028)               (13,320)
  Deposits, prepayments and other receivables             (2,788,965)              (487,990)               (60,171)
  Increase (decrease) in operating liabilities -
  Accounts payable                                         28,729,773            (3,284,483)              (404,992)
  Accrued liabilities and other payables                    1,061,327            (6,185,999)              (762,762)
  Customer deposits                                         3,214,737               (21,194)                (2,613)
  Deferred revenue                                             41,223               (19,116)                (2,357)
  Business taxes and government surcharges payable          5,071,002              2,422,525                298,708
                                                     -----------------     ------------------     ------------------
                                                     -----------------     ------------------     ------------------
Net cash used in operating activities                       (502,966)            (5,355,214)              (660,322)
                                                     -----------------     ------------------     ------------------
                                                     -----------------     ------------------     ------------------
Cash flows from investing activities:
  Purchase of plant and equipment                            (86,648)               (32,169)                (3,967)
    Increase in amount due from related companies           (250,000)                      -                      -
    Increase in short-term investment                               -              (504,000)               (62,145)
    Purchase of intangible asset                                    -               (38,000)                (4,686)
    Increase in short-term loan                                     -            (4,867,200)              (600,148)
    Acquisition of investment in a subsidiary                 476,746                      -                      -
                                                     -----------------     ------------------     ------------------
                                                     -----------------     ------------------     ------------------
Net cash provided by (used in) investing activities           140,098            (5,441,369)              (670,946)
                                                     -----------------     ------------------     ------------------
                                                     -----------------     ------------------     ------------------
Cash flows from financing activities:
   Advances from (repayment to) a director                   (72,670)                      -                      -
   Net proceeds from issuance of common stock                       -             16,614,134              2,048,598
                                                     -----------------     ------------------     ------------------
                                                     -----------------     ------------------     ------------------
Net cash provided by (used in) financing activities          (72,670)             16,614,134              2,048,598
                                                     -----------------     ------------------     ------------------
                                                     -----------------     ------------------     ------------------
Accumulated other comprehensive loss                                -            (1,154,791)              (142,391)
Cash and cash equivalents:
Net increase (decrease)                                     (435,538)              4,662,760                574,939
Balance at beginning of period                              1,544,822              1,116,365                137,653
                                                     -----------------     ------------------     ------------------
                                                     -----------------     ------------------     ------------------
Balance at end of period                                    1,109,284              5,779,125                712,592
                                                     =================     ==================     ==================

Supplemental cash flow information:
     Cash paid for interest                                         -                     -                        -
     Cash paid for income taxes                                 2,012                 2,300                      284
Non-cash investing and financing activities:
   Receivable from issuance of common stock                         -               405,500                   50,000
      Issuance of reserved common stock                             -                22,832                    2,815
      Issuance of common stock for service                          -             5,377,209                  663,034
     Acquisition of subsidiary/associated company:
     Non-cash assets acquired                               9,110,394                     -                        -
     Liabilities assumed in acquisition                       280,256                     -                        -
     Issuance of common stock                              26,827,200             8,799,350                1,085,000
                                                     -----------------     -----------------     --------------------
</TABLE>


                   The accompanying notes are an integral part of these
condensed consolidated financial statements.


                                       6
<PAGE>




        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
                 THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2005


1. ORGANIZATION AND BASIS OF PRESENTATION

The condensed consolidated financial statements include the accounts of the
Intermost Corporation (the "Company") and its majority-owned subsidiaries, of
which the Company has the ability to exercise control and direct operations and
the minority interests do not possess participatory rights. All material
intercompany balances and transactions have been eliminated on consolidation.

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

The condensed consolidated financial statements are unaudited, but in the
opinion of management of the Company, contain all adjustments, which include
normal recurring adjustments, necessary to present fairly the financial position
at December 31, 2005, the results of operations for the six months ended
December 31, 2005 and 2004, and the cash flows for the six months ended December
31, 2005 and 2004. The balance sheet as of June 30, 2005 is derived from the
Company's audited financial statements included in the Company's Annual Report
on Form 10-KSB for the fiscal year ended June 30, 2005.

Certain information and footnote disclosures normally included in financial
statements that have been prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to the rules and
regulations of the Securities and Exchange Commission, although management of
the Company believes that the disclosures contained in these financial
statements are adequate to make the information presented therein not
misleading. For further information, refer to the financial statements and the
notes thereto included in the Company's Annual Report on Form 10-KSB for the
fiscal year ended June 30, 2005, as filed with the Securities and Exchange
Commission.

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities, disclosure of contingent
assets and liabilities at the date of the financial statements, and the reported
amounts of revenues and expenses during the reporting period. Actual results
could differ from those estimates.

The results of operations for the six months ended December 31, 2005 are not
necessarily indicative of the results of operations to be expected for the full
fiscal year ending June 30, 2006.


2. NET INCOME (LOSS) PER COMMON SHARE

Statement of Financial Accounting Standards No. 128, "Earnings Per Share",
requires presentation of basic earnings per share ("Basic EPS") and diluted
earnings per share ("Diluted EPS"). Basic earnings (loss) per share is computed
by dividing earnings (loss) available to common stockholders by the weighted
average number of common shares outstanding (including shares reserved for
issuance) during the period. Diluted earnings per share gives effect to all
dilutive potential common shares outstanding during the period. The Company did
not have any potentially dilutive securities outstanding during the six months
ended December 31, 2004 and 2005. Accordingly, basic and diluted earnings per
share are the same for all periods presented.

3. FOREIGN CURRENCY TRANSLATION

The Company maintains its books and records in Renminbi ("Rmb"), the currency of
the People's Republic of China (the "PRC"). The Rmb is the Company's functional
currency, as the Company's business activities are located in the PRC and
denominated in Rmb. Translation of amounts into United States dollars ("US$")
has been made at the rate of Rmb8.11 to US$1.00. The translation of the
financial statements of subsidiaries whose functional currencies are other than
Rmb into Rmb is performed for balance sheet accounts using closing exchange
rates in effect at the balance sheet date and for revenue and expense accounts
using an average exchange rate during each reporting period. The gains or losses
resulting from translation are included in stockholders' equity separately as
accumulated other comprehensive loss.

Transactions in currencies other than functional currencies during the period
are translated into the respective functional currencies at the applicable rates
of exchange prevailing at the time of the transactions. Monetary assets and
liabilities denominated in currencies other than functional currencies are
translated into the respective functional currencies at the applicable rates of
exchange in effect at the balance sheet date. Exchange gains and losses are
included in the statement of operations. On July 21, 2005, Rmb was revalued from
Rmb 8.28 to Rmb8.11 for US$1 following the removal of the peg to the US dollar
and pressure for the United States, therefore, exchange gains and losses were
significant for the six months ended December 31, 2005 and no significant effect
for period ended December 31, 2004.

The Rmb is not readily convertible into US$ or other foreign currencies.
Translation of amounts from Rmb into US$ is for the convenience of readers and
has been made at US$1.00 = Rmb8.11. No representation is made that the Rmb
amounts could have been, or could be, converted into US$ at that rate or at any
other rate.

                                        7
<PAGE>


4. STOCK-BASED COMPENSATION

The Company may periodically issue shares of common stock for services rendered
or for financing costs. The Company may also periodically issue shares of common
stock in conjunction with the acquisition of an all or a portion of the equity
interest in a business. The shares of common stock vest immediately on issuance
and are not subject to any redemption rights.

The value of the shares of common stock issued for accounting purposes is based
on the market price of the shares at the date of the transaction or on the fair
value of the services rendered or net assets acquired, whichever is more
determinable, based on the specific facts and circumstances of each transaction.

The Company may periodically issue stock options to employees and stock options
or warrants to non-employees in non-capital raising transactions for services
and for financing costs.

The Company has adopted Statement of Financial Accounting Standards No. 123,
"Accounting for Stock-Based Compensation" ("SFAS No. 123"), which establishes a
fair value method of accounting for stock-based compensation plans.

The provisions of SFAS No. 123 allow companies to either record an expense in
the financial statements to reflect the estimated fair value of stock options to
employees, or to continue to follow the intrinsic value method set forth in
Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to
Employees", but to disclose on an annual basis the pro forma effect on net
income (loss) and net income (loss) per share had the fair value of the stock
options been recorded in the financial statements. SFAS No. 123 was amended by
SFAS No. 148, which now requires companies to disclose in interim financial
statements the pro forma effect on net income (loss) and net income (loss) per
common share of the estimated fair market value of stock options issued to
employees. The Company has elected to continue to account for stock-based
compensation plans utilizing the intrinsic value method. Accordingly,
compensation cost for stock options will be measured as the excess, if any, of
the fair market price of the Company's common stock at the date of grant above
the amount an employee must pay to acquire the common stock.

In accordance with SFAS No. 123, the cost of stock options and warrants issued
to non-employees is measured at the grant date based on the fair value of the
award. The fair value of the stock-based award is determined using the
Black-Scholes option-pricing model. The resulting amount is charged to expense
on the straight-line basis over the period in which the Company expects to
receive benefit, which is generally the vesting period.

In accordance with SFAS No. 123, the Company will provide footnote disclosure
with respect to stock-based employee compensation. The value of a stock-based
award will be determined using the Black-Scholes option-pricing model, whereby
compensation cost is the fair value of the award as determined by the pricing
model at the grant date or other measurement date. The resulting amount will be
charged to expense on the straight-line basis over the period in which the
Company expects to receive benefit, which is generally the vesting period. Stock
options issued to non-employee directors at fair market value will be accounted
for under the intrinsic value method.

The Company did not have any stock options outstanding during the period ended
December 31, 2004 and 2005. Accordingly, no pro forma financial disclosure is
provided herein.


5. RECENT ACCOUNTING PRONOUNCEMENTS

Fair Value of Financial Instruments - The estimated fair values for financial
instruments under SFAS No. 107, "Disclosures about Fair Value of Financial
Instruments", are determined at discrete points in time based on relevant market
information. These estimates involve uncertainties and cannot be determined with
precision. The estimated fair values of the Company's financial instruments,
which includes cash and cash equivalents, accounts receivable and accounts
payable, approximates their carrying value in the financial statements due to
the short-term nature of these financial instruments. In November 2004, the FASB
issued SFAS No. 151, entitled Inventory Costs - An Amendment of ARB No. 43,
Chapter 4. SFAS No. 151 amends the guidance in ARB No. 43, Chapter 4, entitled
Inventory Pricing [June 1953], to clarify the accounting for "abnormal amounts"
of idle facility expense, freight, handling costs, and wasted material
[spoilage]. Before revision by SFAS No. 151, the guidance that existed in ARB
No. 43 stipulated that these type items may be "so abnormal" that the
appropriate accounting treatment would be to expense these costs as incurred
[i.e., these costs would be current-period charges]. SFAS No. 151 requires that
these type items be recognized as current-period charges without regard to
whether the "so abnormal" criterion has been met. Additionally, SFAS No. 151
requires that allocation of fixed production overheads to the costs of
conversion be based on the normal capacity of the production facilities. The
adoption of SFAS 151 did not impact the financial statements.

In December 2004, the FASB issued SFAS No. 152, entitled Accounting for Real
Estate Time-Sharing Transactions -- An Amendment of FASB Statements No. 66 and
67. SFAS No. 152 amends SFAS No. 66 to reference the financial accounting and
reporting guidance for real estate time-sharing transactions that is provided in
AICPA Statement of Position 04-2. SFAS No. 152 also amends SFAS No. 67 to state
that the guidance for (a) incidental operations and (b) costs incurred to sell
real estate projects does not apply to real estate time-sharing transactions.
The accounting for those operations and costs is subject to the guidance of SOP
04-2. This statement is effective for financial statements for fiscal years
beginning after June 15, 2005. The adoption of SFAS 152 did not impact the
financial statements.

                                       8
<PAGE>

In December 2004, the FASB issued SFAS No. 153, entitled Exchanges of Non
monetary Assets -- An Amendment of APB Opinion No.29. SFAS No. 153 amends
Opinion 29 to eliminate the exception for non monetary exchanges of non monetary
assets that do not have commercial substance. A non monetary exchange has
commercial substance if the future cash flows of the entity are expected to
change significantly as a result of the exchange. The adoption of SFAS 153 did
not impact the financial statements.

In December 2004, the FASB issued SFAS No. 123 (Revised), entitled Share-Based
Payment. This revised Statement eliminates the alternative to use APB Opinion
No. 25's intrinsic value method of accounting that was provided in SFAS No. 123
as originally issued. Under Opinion 25, issuing stock options to employees
generally resulted in recognition of no compensation cost. This Statement
requires entities to recognize the cost of employee services received in
exchange for awards of equity instruments based on the grant-date fair value of
those awards. For public companies that file as a small business issuer, this
Statement is effective as of the beginning of the first interim or annual
reporting period that begins after December 15, 2005. The adoption of SFAS 123
(Revised) will not impact the financial statements as the Company has not
granted any equity instruments to employees.

In May 2005, the FASB issued SFAS No. 154, entitled Accounting Changes and Error
Corrections--a replacement of APB Opinion No. 20 and FASB Statement No. 3. This
Statement replaces APB Opinion No. 20, Accounting Changes, and FASB Statement
No. 3, Reporting Accounting Changes in Interim Financial Statements, and changes
the requirements for the accounting for and reporting of a change in accounting
principle. This Statement applies to all voluntary changes in accounting
principle. It also applies to changes required by an accounting pronouncement in
the unusual instance that the pronouncement does not include specific transition
provisions. Opinion 20 previously required that most voluntary changes in
accounting principle be recognized by including in net income of the period of
the change the cumulative effect of changing to the new accounting principle.
This Statement requires retrospective application to prior periods' financial
statements of changes in accounting principle, unless it is impracticable to
determine either the period-specific effects or the cumulative effect of the
change. This Statement defines retrospective application as the application of a
different accounting principle to prior accounting periods as if that principle
had always been used or as the adjustment of previously issued financial
statements to reflect a change in the reporting entity. This Statement also
redefines restatement as the revising of previously issued financial statements
to reflect the correction of an error. The adoption of SFAS 154 did not impact
the financial statements.

6. CERTAIN SIGNIFICANT RISKS AND UNCERTAINTIES

Country Risk - The Company is subject to the consideration and risks of
operating in the People's Republic of China (the "PRC"). These include risks
associated with the political and economic environment, foreign currency
exchange and the legal system in the PRC. The economy of PRC differs
significantly from the economies of the "western" industrialized nations in such
respects as structure, level of development, gross national product, growth
rate, capital reinvestment, resource allocation, self-sufficiency, rate of
inflation and balance of payments position, among others. Only recently has the
PRC government encouraged substantial private economic activities. The Chinese
economy has experienced significant growth in the past several years, but such
growth has been uneven among various sectors of the economy and geographic
regions. Actions by the PRC government to control inflation have significantly
restrained economic expansion in the recent past. Similar actions by the PRC
government in the future could have a significant adverse effect on economic
conditions in PRC.

Many laws and regulations dealing with economic matters in general and foreign
investment in particular have been enacted in the PRC. However, the PRC still
does not have a comprehensive system of laws, and enforcement of existing laws
may be uncertain and sporadic.

The Company's primary sources of revenues and cash flows are derived from its
business operations in the PRC. The Company's business activity is with
customers in the PRC. The PRC economy has, for many years, been a
centrally-planned economy, operating on the basis of annual, five-year and
ten-year state plans adopted by central PRC governmental authorities, which set
out national production and development targets. The PRC government has been
pursuing economic reforms since it first adopted its "open-door" policy in 1978.
There is no assurance that the PRC government will continue to pursue economic
reforms or that there will not be any significant change in its economic or
other policies, particularly in the event of any change in the political
leadership of, or the political, economic or social conditions in, the PRC.
There is also no assurance that the Company will not be adversely affected by
any such change in governmental policies or any unfavorable change in the
political, economic or social conditions, the laws or regulations, or the rate
or method of taxation in the PRC.

As many of the economic reforms that have been or are being implemented by the
PRC government are unprecedented or experimental, they may be subject to
adjustment or refinement, which may have adverse effects on the Company.
Further, through state plans and other economic and fiscal measures such as the
leverage of exchange rate, it remains possible for the PRC government to exert
significant influence on the PRC economy.

The Company's financial instruments that are exposed to concentration of credit
risk consist primarily of cash and cash equivalents. Cash and cash equivalents
are maintained with government-owned banks in the PRC with high credit ratings.
Accordingly, the Company believes that no significant credit risk exists.

On January 1, 1994, the PRC government introduced a single rate of exchange of
Renminbi ("Rmb") against United States Dollar ("US$") as quoted daily by the
People's Bank of China (the "Unified Exchange Rate"). On July 21, 2005, Rmb was
revalued from Rmb 8.28 to Rmb8.11 for US$1 following the removal of the peg to
the US dollar and pressure for the United States. The Peoples Bank of China also
announced that the Renminbi would be pegged to a basket of foreign currencies,
rather then being strictly tied to the US dollar and would trade within a narrow
0.3% band against this basket of currencies, which is dominated by the US
dollar, Euro, Japanese Yen and South Korean Won, with a smaller proportion made
up of the British pound, Thai Baht and Russian Ruble. No representation is made
that the Rmb amounts have been, or could be, converted into US$ at that rate.
This quotation of exchange rates does not imply free convertibility of Rmb to
other foreign currencies. All foreign exchange transactions continue to take
place either through the Bank of China or other banks authorized to buy and sell
foreign currencies at the exchange rate quoted by the People's Bank of China.
Approval of foreign currency payments by the People's Bank of China or other
institutions requires submitting a payment application form together with
suppliers' invoices, shipping documents and signed contracts.

                                       9
<PAGE>

Restrictions on the Payment of Dividends - PRC law requires net profits after
taxes to be used to set-off any losses carried forward before any distribution
of profits may be made. Furthermore, PRC law imposes a Mandatory Provident
Reserve on all businesses. Under this law, a business must set aside 10% of its
distributable profits as a mandatory reserve before a distribution of profits
may occur. Once the business accumulates a mandatory reserve equal to 50% of its
capitalization, no further accumulation of the reserve is required.

Industry Risk - The Company operates in business segments which are
characterized by rapid technological advances, changes in customer requirements,
and evolving regulatory requirements and industry standards. Any failure by the
Company to anticipate or to respond adequately to technological changes in its
industry segments, changes in customer requirements or changes in regulatory
requirements or industry standards, could have a material adverse effect on the
Company's business and operating results.


7. INCOME TAXES

The Company and its subsidiaries are subject to income taxes on an entity basis
on income arising in, or derived from, the tax jurisdiction in which they
operate.

The Company is subject to the United States federal tax at a rate of 35%.

Intermost Limited, the Company's subsidiary incorporated under the International
Business Companies Act of the British Virgin Islands, is exempted from payment
of the British Virgin Islands income taxes.

Intermost (H.K.) Limited, the Company's subsidiary incorporated in Hong Kong, is
subject to Hong Kong profits tax at a rate of 17.5%.

The  Company's  consolidated  subsidiaries  organized  in the PRC  (China  E.com
Information  Technology  Ltd.,  IMOT  Information  Technology  (Shenzhen)  Ltd.,
ChinaE.com  Technology  Ltd.,  Shenzhen Bank Union & Jiayin  E-commerce  Company
Ltd.,  Intermost Focus Advertising  Company Ltd.,  Shanghai Newray  Photographic
Equipment Co., Ltd.,  Shenzhen  Golden Anke  Technology  Ltd. and Hainan Concord
Financial  Products  Development Co., Ltd.) are subject to PRC enterprise income
taxes at a rate of 15%, except for Shanghai Newray  Photographic  Equipment Co.,
Ltd., which is subject to a special PRC enterprise  income tax at a rate of 0.5%
of turnover.

For the six months ended December 31, 2005 and 2004, Shenzhen Golden Anke
Technology Ltd. generated approximately 98% of the Company's consolidated
taxable income. Since the losses from one subsidiary cannot be offset against
the income from another subsidiary in determining the provision for income
taxes, the Company's provision for income taxes for the six months ended
December 31, 2005 and 2004 reflected an effective rate of approximately 23% and
26%, respectively.

8.       CONCENTRATION

On August 10, 2004, the Company, through its wholly-owned subsidiary, IMOT
information Technology (Shenzhen) Ltd. ("IMOT Technology"), completed a
transaction to acquire a 51% equity interest in Shenzhen Golden Anke Technology
Ltd., a limited liability company established in China ("Shenzhen Golden Anke"),
as a result of receiving all required government approvals to complete the
transaction on such date. The Company acquired the 51% equity interest in
Shenzhen Golden Anke from two of Shenzhen Golden Anke's shareholders, Tu Guoshen
and Li Zhiquan, pursuant to a Share Transfer Agreement. Shenzhen Golden Anke
provides digital security imaging systems in China, offering video surveillance,
digital image processing and compressing, Internet image transfer and imaging
security systems, and is being operated as a part of the Company's digital
security imaging system business segment.

Jiuding Group is a company controlled by the owners of the 49% minority interest
in Shenzhen Golden Anke Technology Ltd.

During the six months ended December 31, 2005, the Company had sales to
  subsidiaries of Jiuding Group of RMB55,647,000 (US$6,861,529) representing 95%
  of net revenues for such periods.

At December 31, 2005, accounts receivable from subsidiaries of Jiuding Group
aggregated RMB73,428,714 (US$9,054,095) or 99% of total accounts receivable at
such date.

                                       10
<PAGE>

9. SEGMENT INFORMATION

The Company adopted SFAS No. 131, "Disclosures About Segments of an Enterprise
and Related Information", in respect of its operating segments. The Company
currently operates in four principle business segments, which are E-Commerce
solutions, Digital security imaging system, Consultancy fee, and Photographic
business. E-Commerce Solutions comprises revenue from web-site development
contracts and maintenance contracts. Digital security imaging system consists of
sales of surveillance system and maintenance, consultancy fee comprises services
rendered for provision of information on property exchange right, and the
Photographic Business consists of sales of photographic equipment.


Each segment is managed separately because each business requires different
technology and marketing strategies. The Company evaluates performance based on
operating earnings of the respective business units. The accounting policies of
the segments are the same as those described in the summary of significant
accounting policies. The corporate assets include primarily cash and cash
equivalents and deposits and other receivables. There were no significant
intercompany transactions during any of the reported periods. In determining
operating income (loss) by reportable segment, general corporate expenses and
other income and expense items of a non-operating nature are not considered, as
such items are not allocated to the Company's segments. Management believes that
the following table presents the useful information to the chief operation
decision makers for measuring business performance and financing needs etc. As
all of the company's customers are located in PRC, and the company revenues are
generated in PRC, no geographical Segment information is presented. Segment
information for the six months period ended December 31, 2005 is as follows:


  (a) Net revenues:

                                             Six Months Ended December 31, 2005
                                            Rmb                US$
                                          -----              ------

       E-commerce solutions                     995,846           122,792
       Consultancy fee                            7,500               925
       Photographic business                    460,000            56,720
       Digital security imaging system       57,319,802         7,067,793
                                         ---------------   ---------------
                                         ---------------   ---------------
                                               58,783,148       7,248,230
                                           =============== ===============


                                       11
<PAGE>


          (b) Net Profit / (Loss):
<TABLE>

                                                   Six Months Ended December 31, 2005
                                                   ----------------------------------
                                                        Rmb                    US$
                                                       ----                    ----
              <S>                                     <C>                     <C>


                E-commerce solutions                    (777,831)              (95,910)
                Consultancy fee                           970,065               119,613
                Photographic business                    (65,001)               (8,015)
                Digital security imaging system         5,511,523               679,595
                Corporate expenses                    (4,045,119)             (498,782)
                                                 -------------------     -----------------
                                                 -------------------     -----------------
                                                        1,593,637               196,501
                                                 ===================     =================


(c) Assets:

                                                         As at December 31, 2005

                                                        Rmb                    US$
                                                      ------                  -----

                E-commerce solutions                      516,922                63,739
                Digital security imaging system        91,073,079            11,229,726
                Photographic business                   7,010,329               864,406
                Consultancy fee                        10,987,779             1,354,843
                Corporate expenses                     46,793,158             5,769,810
                                                 -------------------     -----------------
                                                 -------------------     -----------------
                                                      156,381,267            19,282,524
                                                 ===================     =================
</TABLE>

               Substantially all of the Company's identifiable assets are
located in the PRC.


         (d) Other items:


                                              Six Months Ended December 31, 2005
                                              ----------------------------------
                                                      Rmb              US$
                                                     -----            ------
                Depreciation:
                    E-commerce solutions           51,230           6,317
                    Photographic business           1,685             208
                    Consultancy fee                 5,360             661
                    Corporate expenses              6,988             861
                                               -------------     -----------
                                               -------------     -----------
                                                   65,263           8,047
                                               =============     ===========


                Expenditures for fixed assets:
                    E-commerce solutions           32,169           3,967
                    Corporate assets                    -               -
                                               -------------     -----------
                                               -------------     -----------

                                                   32,169           3,967
                                               =============     ===========

                                       12
<PAGE>


10. SHANGHAI FORTUNE VENTURE LTD.

On April 12, 2004, the Company completed the acquisition of a 25% interest in
Shanghai Fortune Venture Ltd. ("SFVL"), a company incorporated in Shanghai, PRC.

The total purchase price of Rmb20,472,000 consisted of Rmb19,872,000 in the form
of 10,000,000 shares of the Company's common stock and Rmb600,000 of cash
consideration. The value of the common stock issued was based on the market
value of the common stock at the completion date. The acquisition agreement
contains a provision that for the five years subsequent to the completion of
this transaction, the profit to be distributed to the Company shall not be less
than US$420,000 per annum. If SFVL cannot achieve this target in the first year,
the Company will be entitled to demand that SFVL to return a portion of
10,000,000 shares to the Company.

The Company's investment in SFVL at December 31, 2005 was as follows:
<TABLE>


                                                                 Rmb               US$
                                                                -----             ------
<S>                                                        <C>                     <C>


Cash consideration paid                                         600,000             73,983
10,000,000 shares of the Company's common stock valued
at $0.24 per Share                                           19,872,000          2,450,308
                                                         ---------------      -------------
                                                         ---------------      -------------

Total consideration paid                                     20,472,000          2,524,291

Commissions paid                                                596,160             73,509
25% of net income of SFVL for the period from April 13,
  2004 to December 31, 2005                                   3,194,680            393,919
                                                         ---------------      -------------
                                                         ---------------      -------------

        Total                                                24,262,840          2,991,719
                                                         ===============      =============
</TABLE>



Since December 6, 2002, SFVL has been an official registered member of the
Shanghai Technology Exchange (the "STE") and was entitled to conduct exchange
business with the STE. The STE was the major entity in the Shanghai Equity
Exchange Market. SFVL had the exclusive right to manage and operate the North
Shanghai Branch (the "NSB") of the STE. The NSB had the right to conduct the
same exchange business as STE and share 80% of the profits with the STE.

SFVL was also a founder and major participant in the Yangtze River Delta Equity
Exchange Market Place (the "YRDE"). The YRDE included more than 14 major
exchanges in Shanghai and the surrounding cities and was the largest equity
exchange market place in China.

However, in December 2003, the STE and another exchange were merged into the
Shanghai United Assets and Equity Exchange (the "SUAEE"). The SUAEE is a
non-profit government-sponsored organization.

As a result of the merger of the STE, although SFVL continues to maintain its
membership, it is currently unclear how the NSB and the YRDE will conduct
business going forward, and how SFVL will participate in the equity exchange
markets, as a result of the pending issuance of final regulations by the local
PRC government.

                                       13
<PAGE>


Summarized financial information for SFVL is presented below.

                  Shanghai Fortune Venture Ltd. and Subsidiary
                           Consolidated Balance Sheet

                                                          December 31, 2005
                                                     ---------------------------
                                                          Rmb         US$
                                                         -----        ------

     Assets

     Current assets                                   19,361,283      2,387,334
     Equipment, net                                      208,582         25,719
     Intangible assets, net                              140,000         17,263
     Investments                                       2,247,926        277,180
                                                   -------------- --------------
     Total assets                                     21,957,791      2,707,496
                                                   ============== ==============

     Liabilities and Stockholders' Equity

     Current liabilities                                  33,659          4,150
     Minority interest                                         -              -
     Stockholders' equity                             21,924,132      2,703,346
                                                   -------------- --------------
     Total liabilities and stockholders' equity       21,957,791      2,707,496
                                                   ============== ==============


                  Shanghai Fortune Venture Ltd. and Subsidiary
                      Consolidated Statement of Operations


                                       Period From July 1, 2005 to
                                           December 31, 2005
                                     ---------------------------
                                           Rmb             US$
                                         ------           -----

      Net revenues                        365,000         45,006
      Cost of sales                      (20,256)        (2,498)
      Operating costs and expenses      (498,326)       (61,445)
      Minority interest                         -              -
       Dividends from Subsidiary        1,853,347        228,526
                                      ------------    -----------
                                      ------------    -----------
      Net profit                        1,699,765        209,589
                                      ============    ===========



Shanghai Fortune Venture Ltd's operating subsidiary was liquidated on December
31, 2005. All assets were disposed off and the liabilities were repaid. Shanghai
Fortune received dividend from the subsidiary of Rmb1,853,347 (US$228,526).


11. HAINAN SPECIAL ECONOMIC ZONE PROPERTY RIGHTS EXCHANGE CENTRE

On December 16, 2003, the Company's wholly-owned subsidiary, IMOT Information
Technology (Shenzhen) Ltd. ("IMOT Technology"), entered into an agreement (the
"Stock Exchange Agreement"), subject to approval from the governments of
Shenzhen and Hainan, China, to acquire 21% of the issued and outstanding shares
of Hainan Special Economic Zone Property Rights Exchange Center (the "Exchange
Center") from Hainan Concord Investment Holding Co., Ltd. and Guangzhou
Keensheng Science and Technology Development Co., Ltd., the owners of 100% of
the issued and outstanding capital stock of the Exchange Center (collectively,
the "Exchange Stockholders"). Pursuant to the Stock Exchange Agreement, IMOT
Technology will issue to the Exchange Stockholders 5,000,000 shares of the
Company's common stock having a value of RMB8,980,000 (approximately
US$1,085,000). The consideration for the transaction was agreed to after
arm's-length negotiations between the parties, which are unrelated to each
other. The Stock Exchange Agreement was approved by the Hainan government on
October 19, 2005, the transfer of the issued and outstanding shares of the
Exchange Centre to IMOT Technology was completed on the same date and the
company delivered the 5,000,000 shares of the Company's common stock to
designated parties of Hainan Concord Investment Holding Co., Ltd. and Guangzhou
Keensheng Science and Technology Development Co., Ltd..

                                       14
<PAGE>




12. PENDING TRANSACTIONS

On December 23, 2005, the Company entered into an agreement (the "Subscription
Agreement") with an independent third party for acquisition of the Company's
common stock of 1,000,000 shares at $0.05 per share or $50,000. On December 23,
2005, the Company authorized the issuance of 1,000,000 shares of common stock.
The subscription money was received and the share was delivered on January 19,
2006.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Overview

The Company believes that the People's Republic of China represents a dynamic
emerging world market whose role in the global economy is increasing steadily.
China's economic growth rate, measured by its gross domestic product, has
consistently been higher than 7% over the past 10 years. This economic growth is
attributable to many factors, including investment in the country's
infrastructure, increased privatization of businesses and an abundant source of
labor.

Currently, the Company offers products and services to businesses and consumers
located primarily in China. The Company's plan is to take advantage of China's
economic growth to expand its existing businesses and, possibly, in the future,
to sell its products and services outside of China. The Company also has begun
to acquire diverse businesses that are not dependent on, or directly related to,
each other. During the past two years, the Company has acquired a digital
imaging system business, a property rights exchange business, a security system
business and a business that provides "smart cards", which are credit card sized
cards that are able to be programmed to perform tasks and store information. The
Company has used its technological expertise to enhance the products and
services provided by these businesses. The diversification of the Company's
business has resulted in an overall improvement in the Company's financial
condition. Currently, over 90% of the Company's revenues are generated by its
subsidiaries, Shenzhen Golden Anke Technology Ltd. ("Shenzhen Golden Anke"),
which sells digital security imaging systems, and Shanghai Newray Photographic
Equipment Co., Ltd. ("Shanghai Newray"), which sells digital photographic
equipment. The balance of the Company's revenues are generated primarily by
other subsidiaries, China E.com Information Technology Ltd. ("China E.com"),
which distributes licenses for Chinese language translation software and offers
web design and hosting services, and Hainan Concord Financial Products
Development Co. Ltd., ("Hainan Development"), which provide financial
institutions with research and development services for their financial products
and instruments.

We will further develop our business in property rights exchange industry by
using our technical expertise to develop an electronic platform for trading of
private property rights exchange in China. Through our acquisition in the
business in Shanghai, Xi'an, Hainan and Shenzhen, we have enhanced our market
presence in various major property rights exchange centre in PRC, and after the
electronic trading platform is in operation, we will then have another major
stream of revenue from the property rights exchange industry.


Risks Associated with Doing Business in China

     There are significant  risks in operating in the Peoples' Republic of China
(the "PRC").  These  include  risks  associated  with the political and economic
environment,  foreign  currency  exchange  and the legal  system in the PRC. The
economy of PRC differs  significantly  from the economies of the  industrialized
nations of the west in such respects as  infra-structure,  level of development,
gross national product, growth rate, capital reinvestment,  resource allocation,
self-sufficiency,  rate of  inflation  and balance of payments  position,  among
others.  Only recently has the PRC  government  encouraged  substantial  private
economic activities.  The Chinese economy has experienced  significant growth in
the past several years, but such growth has been uneven among various sectors of
the economy and  geographic  regions.  Actions by the PRC  government to control
inflation have significantly  restrained  economic expansion in the recent past.
Similar  actions by the PRC  government  in the future could have a  significant
adverse effect on economic conditions there.

Many laws and regulations dealing with economic matters in general and foreign
investment in particular have been enacted in the PRC. However, the PRC still
does not have a comprehensive system of laws, and enforcement of existing laws
may be uncertain and sporadic. Our primary sources of revenues and cash flows
are derived from our business operations in the PRC. The PRC economy has, for
many years, been a centrally-planned economy, operating on the basis of annual,
five-year and ten-year state plans adopted by central PRC governmental
authorities, which set out national production and development targets. The PRC
government has been pursuing economic reforms since it first adopted its
"open-door" policy in 1978. There is no assurance that the PRC government will
continue to pursue economic reforms or that there will not be any significant
change in its economic or other policies, particularly in the event of any
change in the political leadership of, or the political, economic or social
conditions in, the PRC. There is also no assurance that the Company will not be
adversely affected by any such change in governmental policies or any
unfavorable change in the political, economic or social conditions, the laws or
regulations, or the rate or method of taxation in the PRC.

As many of the economic reforms that have been or are being implemented by the
PRC government are unprecedented or experimental, they may be subject to
adjustment or refinement, which may have adverse effects on the Company.
Further, through state plans and other economic and fiscal measures such as the
leverage of exchange rate, it remains possible for the PRC government to exert
significant influence on the PRC economy. The Company's financial instruments
that are exposed to concentration of credit risk consist primarily of cash and
cash equivalents. Cash and cash equivalents are maintained with government-owned
banks in the PRC with high credit ratings.

                                       15
<PAGE>

On January 1, 1994, the PRC  government  introduced a single rate of exchange of
Renminbi  ("Rmb")  against  United States Dollar  ("US$") as quoted daily by the
People's Bank of China (the "Unified  Exchange Rate"). On July 21, 2005, Rmb was
revalued  from Rmb 8.28 to Rmb8.11 for US$1  following the removal of the peg to
the US dollar and  pressure  from the United  States.  The Peoples Bank of China
also  announced  that the  Renminbi  would be  pegged  to a  basket  of  foreign
currencies,  rather  then being  strictly  tied to the US dollar and would trade
within a narrow 0.3% band against this basket of currencies,  which is dominated
by the US  dollar,  Euro,  Japanese  Yen and South  Korean  Won,  with a smaller
proportion  made up of the  British  pound,  Thai  Baht and  Russian  Ruble.  No
representation  is made that the Rmb amounts have been,  or could be,  converted
into US$ at that rate.  This  quotation  of  exchange  rates does not imply free
convertibility  of  Rmb  to  other  foreign  currencies.  All  foreign  exchange
transactions  continue to take place  either  through the Bank of China or other
banks authorized to buy and sell foreign  currencies at the exchange rate quoted
by the  People's  Bank of China.  Approval of foreign  currency  payments by the
People's  Bank of China or other  institutions  requires  submitting  a  payment
application  form  together with  suppliers'  invoices,  shipping  documents and
signed contracts.

Restriction on the Payment of Dividends - PRC law requires net profits after
taxes to be used to set-off any losses carried forward before any distribution
of profits may be made. Furthermore, PRC law imposes a Mandatory Provident
Reserve on all businesses. Under this law, a business must set aside 10% of its
distributable profits as a mandatory reserve before a distribution of profits
may occur. Once the business accumulates a mandatory reserve equal to 50% of its
capitalization, no further accumulation of the reserve is required.


Certain Factors Affecting Future Operating Results

The Company's operating results have been, and will continue to be, affected by
a wide variety of factors that could have a material adverse effect on revenues
and profitability during any particular period. Some of these factors include:

o   the Company's ability to successfully implement its current business plan;

o   whether the Company will be able to obtain additional capital, if necessary,
    to support its operations;

o   whether the Company will be able to find joint venture prospects or
    acquisition prospects with which to enhance its business;

o   whether the Company can successfully integrate acquisitions that it makes
    into its business;

o   the level and rate of acceptance of the Company's products and services by
    consumers in China;

o   continued economic growth in China;

o   entry of new competition (including established companies from outside China
    and companies with substantially greater resources) into the Company's
    market;

o   fluctuations in the level of demand for services or products;

o   rescheduling or cancellation of orders by customers;

o   competitive pressures on selling prices;

o   rapid changes in technology, which could result in the Company's technology
    becoming obsolete;

o   dependence upon key employees, in particular the Company's President, Andy
    Lin;

o   availability and cost of computer technicians;

o   loss of any of the Company's major customers, including the Jiuding Group;

o   the Company's ability to introduce new products and services on a timely
    basis;

o   new product and service introductions by the Company's competitors;

o   fluctuations in exchange rates; and

o   adverse changes in the general economic, social or political conditions in
    the PRC.

                                       16
<PAGE>

Critical Accounting Policies

The Company prepares its consolidated financial statements in accordance with
accounting principles generally accepted in the United States of America. The
preparation of these financial statements requires the use of estimates and
assumptions that affect the reported amounts of assets and liabilities and the
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amount of revenues and expenses during the reporting
period. Management periodically evaluates the estimates and judgments made.
Management bases its estimates and judgments on historical experience and on
various factors that are believed to be reasonable under the circumstances.
Actual results may differ from these estimates as a result of different
assumptions or conditions.

The following critical accounting policies affect the more significant judgments
and estimates used in the preparation of the Company's consolidated financial
statements.

Revenue Recognition

The Company recognizes revenue in accordance with SEC Staff Accounting Bulletin
No. 101, "Revenue Recognition in Financial Statements". The Company recognizes
revenue when the significant risks and rewards of ownership have been
transferred to the customer pursuant to PRC law, including factors such as when
persuasive evidence of an arrangement exists, delivery has occurred, the sales
price is fixed or determinable, sales and value-added tax laws have been
complied with, and collectibility is probable.

Accounts Receivable

The Company typically extends credit to its customers. In order to determine the
value of the Company's accounts receivable, the Company records a provision for
doubtful accounts to cover estimated credit losses. Management reviews and
adjusts this allowance periodically based on historical experience and its
evaluation of the collectibility of outstanding accounts receivable. The Company
evaluates the credit risk of its customers by analyzing its aged accounts
receivable, utilizing historical data, the customer's financial condition,
general economic conditions and estimates of future performance.

Long-Lived Assets and Goodwill

The Company periodically evaluates the carrying value of long-lived assets held
or used whenever events and circumstances indicate that the carrying value of
the asset may no longer be recoverable. An impairment loss, measured on the fair
value of the asset, is recognized if expected future undiscounted cash flows are
less than the carrying value of the assets.

The Company evaluates the carrying value of investments in associated companies,
at a minimum, on an annual basis and whenever events and circumstances indicate
that the carrying value of the asset may no longer be recoverable. An impairment
loss, measured on the fair value of the asset, is recognized if expected future
undiscounted cash flows are less than the carrying value of the assets.

The Company evaluates goodwill, at a minimum, on an annual basis and whenever
events and changes in circumstances suggest that the carrying amount may not be
recoverable in accordance with SFAS No. 142 "Goodwill and Other Intangible
Assets". Impairment of goodwill is tested at the reporting unit level by
comparing the reporting unit's carrying amount, including goodwill, to the fair
value of the reporting unit. The fair values of the reporting units are
estimated using discounted cash flows approach. If the carrying amount of the
reporting unit exceeds its fair value, goodwill is considered impaired and a
second step is performed to measure the amount of impairment loss, if any.

Income Taxes

The Company records a valuation allowance to reduce its deferred tax assets to
the amount that is more likely than not to be realized. In the event the Company
was to determine that it would be able to realize its deferred tax assets in the
future in excess of its recorded amount, an adjustment to the deferred tax
assets would be credited to operations in the period such determination was
made. Likewise, should the Company determine that it would not be able to
realize all or part of its deferred tax assets in the future, an adjustment to
the deferred tax assets would be charged to operations in the period such
determination was made.

Results of  Operations - Three Months Ended  December 31, 2005 and 2004 Compared
to the Three Months Ended December 31, 2004

All amounts shown below are presented in US$. As used below, the letter "K"
appearing immediately after a dollar amount denotes that it has been rounded to
the nearest $1,000.

Net Revenues

Net revenues for the three months ended December 31, 2005 consisted primarily of
the sales of digital security imaging systems and photographic equipment by the
Company's subsidiaries, Shenzhen Golden Anke and Shanghai Newary. The balance of
the Company's revenues was derived from other subsidiaries, China E.com and
ChinaE.com Tech, which provide e-commerce solutions, and Hainan Development,
which provide services rendered for provision of information on property right
exchange. Net revenues for the three months ended December 31, 2004 consisted
primarily of the sales of photographic equipment, sales of digital security
imaging systems and e-commerce solutions. The term "e-commerce solutions"
includes web-site design and development and web-hosting.

                                       17
<PAGE>

The following table reflects the total net revenues and percentage of net
revenues by major category for the periods indicated:
<TABLE>

                                      Net Revenues                    Percent of Net Revenues
                             Three Months Ended December 31,     Three Months Ended December 31,
                                 2004              2005            2004               2005
                                 ----              ----            ----               ----
<S>                           <C>              <C>              <C>             <C>

                                 US$                US$

E-commerce solutions              46,291           53,229          1.0%                 1.4%
Sales of photographic
  Equipment                      234,567           56,720          5.0%                 1.5%
Sales of digital security
  imaging system               4,370,420        3,639,903         94.0%                97.1%
Consultancy fee                        -              464          0.0%                 0.0%
                           --------------   --------------   -----------    -----------------
                           --------------   --------------   -----------    -----------------
Total                          4,651,278        3,750,316        100.0%               100.0%
                           ==============   ==============   ===========    =================
</TABLE>


Total net revenues decreased by 19% to $3,750K during the three months ended
December 31, 2005, as compared to $4,651K during the three months ended December
31, 2004. The decrease in total net revenues was primarily attributable to
decrease in sales of digital security imaging systems made through the Company's
subsidiary, Shenzhen Golden Anke, and sales of photographic equipment made
through the Company's subsidiary, Shanghai Newray. Revenues attributable to
e-commerce solutions increased by $7K or 15%, to $53K during the three months
ended December 30, 2005, as compared to $46K earned during the three months
ended December 31,2004. During the three months ended December 31, 2005, the
Company provide consultancy services rendered for provision of information on
property right exchange through its subsidiary, Hainan Concord which the Company
acquired in January 2005.

Approximately 97% of the Company's net revenues for the three months ended
December 31, 2005 aggregating $3,640K were attributable to the sales of digital
security imaging systems made through Shenzhen Golden Anke. The purchasers of
these systems are the subsidiaries of Jiuding Group, which sell the systems to
third parties. The major shareholders of Jiuding Group are also the 49%
shareholders of Shenzhen Golden Anke.

The sale of the Company's products to a small number of customers may cause net
sales and operating results to fluctuate from quarter to quarter based on the
customers' requirements and the timing of their orders and shipments. The
Company does not have long-term sales contracts with its customers, although the
Company believes that its relationships with its customers are satisfactory. The
loss of any of the Company's significant customers, in particular the Jiuding
Group, would have a material adverse effect on the Company's business, results
of operations and financial condition. If the Company were unable to replace its
significant customers, either with other major customers or with a significant
increase in the orders placed by smaller customers, the Company could be forced
to severely curtail, or possibly even cease, its operations.

Cost of Revenues

The following table reflects the principal components of cost of revenues and
the percentage of net revenues represented by each component for the periods
indicated:

                                       18
<PAGE>


<TABLE>

                         Cost of Revenues Percent of Net Revenues
                              Three Months Ended December 31,         Three Months Ended December 31,
                              -------------------------------         -------------------------------
                                       2004             2005            2004               2005
                                       ----             ----            ----               ----
                                       US$              US$
<S>                                  <C>              <C>             <C>                <C>


Engineering/technician
  Salaries                           15,743           22,982             0.3%               0.6%
Cost of photographic
  Equipment                         207,855           51,423             4.4%               1.4%
Cost of digital security
  imaging system                  3,028,687        2,702,824            65.1%              72.1%
Depreciation                          1,233              922             0.1%               0.0%
Other                                12,733           11,544             0.3%               0.3%
                               -------------   --------------   --------------   ----------------
                               -------------   --------------   --------------   ----------------
Total                             3,266,251        2,789,695            70.2%              74.4%
                               =============   ==============   ==============   ================
</TABLE>


Cost of revenues  decreased by 15% to $2,790K and were 74.4% of net revenues for
the three months ended December 31, 2005, as compared to $3,266K or 70.2% of net
revenues for the three months ended December 31, 2004.

The principal components of cost of revenues during the three months ended
December 31, 2005 were engineer and technician salaries, costs of digital
security imaging systems hardware, other costs associated with engineering and
technical staff support and depreciation of equipment utilized in connection
with the Company's operations.

The decrease in costs of revenues in 2005 as compared to 2004 was principally
attributable to the decrease in sales of the Company's digital security imaging
systems.

Selling, General and Administrative Expense

Selling, general and administrative ("SG&A") expense consists principally of
sales commissions, advertising, other marketing expense, rental expense,
salaries for administrative and sales staff, and corporate overhead.

The following table reflects the principal components of SG&A expense and the
percentage of net sales represented by each component for the periods indicated:
<TABLE>


                                             SG&A Expense                  Percent of Net Revenue
                                   Three Months Ended September 30,   Three Months Ended September 30,
                                       2004                2005           2004               2005
                                       ----                ----           ----               ----
                                       US$                  US$
<S>                                  <C>                 <C>            <C>                 <C>


Sales and marketing salaries
  and commissions                      11,219             28,710            0.2%              0.8%
Advertising and other sales
  and marketing expenses               46,271             32,699            1.0%              0.9%
Rentals                                17,461             17,650            0.4%              0.5%
Administrative salaries                35,235             35,164            0.8%              0.9%
Corporate overhead                    277,828            109,885            6.0%              2.9%
                                  ------------   ----------------   -------------     -------------
                                  ------------   ----------------   -------------     -------------
Total                                 388,014            224,108            8.4%              6.0%
                                  ============   ================   =============     =============

</TABLE>


For the three months ended December 31, 2005, SG&A expense decreased 42% to
$224K, as compared to $388K for the three months ended December 31, 2004.

The decrease in SG&A expense in 2005 as compared to 2004 was principally
attributable to an decrease in corporate overhead, which included decrease in
audit fee of $80K, investor relation activities of $30K and professional fees of
$60K. The increase in sales and marketing salaries was due to the recruitment of
additional sales and marketing team executives for the newly formed private
equity and property rights exchange division.

Income Taxes

Income taxes for the three months ended December 31, 2005 were $137K and $198K
for the three months ended December 31, 2004.

Other Items

                                       19
<PAGE>

Minority interests reflect the minority shareholders' proportionate interests in
the net income (loss) of Intermost Focus Advertising, Shanghai Newray, Shenzhen
Golden Anke and Hainan Development. Minority interests were $393K for the three
months ended December 31, 2005, as compared to minority interests of $557K for
the three months ended December 31, 2004.

Equity in earnings of associated companies were $60K and $74K for the three
months ended December 31, 2005 and 2004 respectively, representing the Company's
proportionate share of the earnings (loss) of Shanghai Fortune and Exchange
Centre.

Net Income

As a result of the aforementioned factors, the Company had net income of $340K
during the three months ended December 31, 2005, as compared to a net income of
$177K during the three months ended December 31, 2004.

Results of  Operations - Six Months Ended  December 31, 2005 Compared to the Six
Months Ended December 31, 2004

Net Revenues

Net revenues for the six months ended December 31, 2005 consisted primarily of
the sales of digital security imaging systems and photographic equipment by the
Company's subsidiaries, Shenzhen Golden Anke and Shanghai Newray. The balance of
the Company's revenues was derived from another subsidiaries, China.E.com, which
provides e-commerce solutions and Hainan Development, which provide services
rendered for provision of information on property right exchange. Net revenues
for the six months ended December 31, 2004 consisted primarily of the sales of
photographic equipment, sales of digital security imaging a systems and
e-commerce solutions. The term "e-commerce solutions" includes web-site design
and development and web-hosting.

The following table reflects the total net revenues and percentage of net
revenues by major category for the periods indicated:
<TABLE>

                                             Net Revenues                     Percent of Net Revenues
                                 -------------------------------------  -------------------------------------
                                 -------------------------------------  -------------------------------------
                                    Six Months Ended December 31,          Six Months Ended December 31,
                                 -------------------------------------  -------------------------------------
                                 -------------------------------------  -------------------------------------
                                        2004                2005              2004                2005
                                        ----                ----              ----                ----
                                        US$                 US$
<S>                                  <C>               <C>                  <C>                 <C>


E-commerce solutions                    105,078           122,792                1.6%               1.7%
Sales of photographic equipment
                                        402,357            56,720                6.1%               0.8%
Sales of digital security
  imaging system                      6,112,206         7,067,793               92.3%              97.5%
Consultancy fee                               -               925                0.0%               0.0%
                                 ---------------   ---------------  ------------------  -----------------
                                 ---------------   ---------------  ------------------  -----------------
Total                                 6,619,641         7,248,230              100.0%             100.0%
                                 ===============   ===============  ==================  =================
</TABLE>

Total net revenues increased by 10% to $7,248K during the six months ended
December 31, 2005, as compared to $6,620K during the six months ended December
31, 2004. The increase in total net revenues was attributable to the sales of
digital security imaging systems made through the Company's subsidiary, Shenzhen
Golden Anke. Revenues from the sales of photographic equipment made by the
Company's subsidiary, Shanghai Newray, decreased by $346K or 86% during the six
months ended December 31, 2005 to $57K, as compared to $402K during the six
months ended December 31, 2004. Revenues attributable to e-commerce solutions
increased by $18K or 17%, to $123K during the six months ended December 31,
2005, as compared to $105K during the six months ended December 31, 2004.


Approximately  98% of the  Company's  net  revenues  during the six months ended
December  31, 2005  aggregating  $7,068K were  attributable  to sales of digital
security  imaging  systems made through  Shenzhen Golden Anke. The purchasers of
these systems were the subsidiaries of the Jiuding Group, which sell the systems
to third  parties.  The major  shareholders  of  Jiuding  Group are also the 49%
minority shareholders of Shenzhen Golden Anke.


The sale of the Company's products to a small number of customers may cause net
sales and operating results to fluctuate from quarter to quarter based on the
customers' requirements and the timing of their orders and shipments. The
Company does not have long-term sales contracts with its customers, although the
Company believes that its relationship with its customers is satisfactory. The
loss of any of the Company's significant customers, in particular the Jiuding
Group, would have a material adverse effect on the Company's business, results
of operations and financial condition. If the Company were unable to replace its
significant customers, either with other major customers or with a significant
increase in the orders placed by smaller customers, the Company could be forced
to severely curtail, or possibly even cease, its operations.


                                       20
<PAGE>

Cost of Revenues

The following table reflects the principal components of cost of revenues and
the percentage of net revenues represented by each component for the periods
indicated:
<TABLE>

                                           Cost of Revenues                   Percent of Net Revenues
                                 -------------------------------------  -------------------------------------
                                 -------------------------------------  -------------------------------------
                                    Six Months Ended December 31,          Six Months Ended December 31,
                                 -------------------------------------  -------------------------------------
                                 -------------------------------------  -------------------------------------
                                        2004                2005              2004                2005
                                        ----                ----              ----                ----
                                        US$                 US$
<S>                                   <C>                 <C>                <C>               <C>


Engineering/technician salaries
                                        37,026            43,845                0.6%               0.6%
Cost of photographic equipment
                                       359,591            51,423                5.4%               0.7%
Cost of digital security
  imaging system                     4,205,176         5,111,380               63.5%              70.5%
Depreciation                             2,466             1,746                0.1%               0.1%
Other                                   28,182            26,937                0.4%               0.4%
                                 --------------   ---------------  ------------------  -----------------
                                 --------------   ---------------  ------------------  -----------------
Total                                4,632,441         5,235,331               70.0%              72.3%
                                 ==============   ===============  ==================  =================
</TABLE>

Cost of revenues increased by 13% to $5,235K or 72.3% of net revenues for the
six months ended December 31, 2005, as compared to $4,632K or 70.0% of net
revenues during the six month period ended December 31, 2004.

The principal components of cost of revenues during the six months ended
December 31, 2005 were engineer and technician salaries, costs of photographic
equipment and digital security imaging systems hardware, other costs associated
with engineering and technical staff support, and depreciation of equipment
utilized in connection with the Company's operations.

The increase in costs of revenues, in total and as a percentage of revenues, in
2005 as compared to 2004 was principally attributable to the increase in the
Company's revenues, as well as to an increase in engineering and technical
staffing during the period.

Selling, General and Administrative Expense

Selling, general and administrative expense ("SG&A") expense consists
principally of sales commissions, advertising, other marketing expense, rental
expense, salaries for administrative and sales staff, and corporate overhead.

The following table reflects the principal components of SG&A expense and the
percentage of net sales represented by each component for the periods indicated:


                                       21
<PAGE>
<TABLE>

                                             SG&A Expense                      Percent of Net Revenue
                                 -------------------------------------  -------------------------------------
                                 -------------------------------------  -------------------------------------
                                    Six Months Ended December 31,          Six Months Ended December 31,
                                 -------------------------------------  -------------------------------------
                                 -------------------------------------  -------------------------------------
                                        2004                2005              2004                2005
                                        ----                ----              ----                ----
                                        US$                 US$
<S>                                  <C>                 <C>                <C>                 <C>


Sales and marketing salaries
  and commissions                      40,662            51,567                0.6%               0.7%
Advertising and other sales and
  marketing expenses                   60,177            51,849                0.9%               0.7%
Rentals                                31,018            32,495                0.5%               0.4%
Administrative salaries                71,680            68,466                1.1%               0.9%
Corporate overhead                    475,934           557,274                7.2%               7.7%
                                 -------------   ---------------  ------------------  -----------------
Total                                 679,471           761,651               10.3%              10.5%
                                 =============   ===============  ==================  =================
</TABLE>

For the six months ended December 31, 2005, SG&A expense increased 12% to $762K,
as compared to $679K for the six months ended December 31, 2004.

The increase in SG&A expense in 2005 as compared to 2004 was principally
attributable to an increase in corporate overhead, which included expenses of
$153K for board management compensation by issuing 1,700,000 shares at $0.09 per
share, $234K for commission of 40million shares private placement made in
September 2005 by issuing 2,600,000 shares at $0.09 per share and the gain on
exchange for the change of exchange rate of Rmb to HK$ and US$ from 1.07 and
8.28 to 1.04 and 8.11respectively from August 11, 2005. The increase in sales
and marketing salaries was due to the recruitment of additional sales and
marketing team executives for the newly formed private equity and property
rights exchange division. The $3K decrease in administrative salaries was mainly
attributable to reduction of administrative staff.

Income Taxes

Income taxes for the six months ended December 31, 2005 were $293K and $282K for
the six months ended December 31, 2004.

Other Items

Minority interests reflect the minority shareholders' proportionate interests in
the net income (loss) of Intermost Focus Advertising, Shanghai Newray, Shenzhen
Golden Anke and Hainan Development. Minority interests were $835K for the six
months ended December 31, 2005, as compared to minority interests of $796K for
the six months ended December 31, 2004.

Equity in earnings of associated companies were $50K and $246K for the six
months ended December 31, 2005 and 2004 respectively, representing the operation
of Shanghai Fortune for the six months period ended December 31, 2005 was
substantially reduced and hence the decrease in Company's proportionate share of
the earnings of Shanghai Fortune.

Net Income

As a result of the aforementioned factors, the Company had net income of $197K
during the six months ended December 31, 2005, as compared to a net income of
$263K during the six months ended December 31, 2004.


Liquidity and Capital Resources -December 31, 2005

At December 31, 2005, the Company had cash and cash equivalents of $713K and
working capital of $8,680K, as compared to $138K of cash and cash equivalents
and $4,883K of working capital at June 30, 2005.

Net cash used in operating activities was $660K for the six months ended
December 31, 2005, as compared to net cash used in operating activities of $61K
for the six months ended December 31, 2004. Net cash used in operating
activities in 2005 as compared to 2004 as a result of increase in accounts
receivables. Our use of cash was partially offset by non-cash charges, including
the use of our common stock (or the reservation of common stock to be used) in
exchange for services in the amount of $663K, depreciation expense in the amount
of $8K and amortization of intangible assets in the amount of $154K.

                                       22
<PAGE>

Net cash used in investing activities was $671K for the six months ended
December 31, 2005, consisting of $62K of funds from the short-term investment,
$600K of funds from the short-term loan, and $5K and $4K for the purchase of
intangible assets and the purchase of plant and equipment. Net cash provided by
investing activities was $17K for the six months ended December 31, 2004 for the
acquisition of a 51% interest in Shenzhen Golden Anke.

Net cash provided by financing activities was $2,048K in net proceeds from the
issuance of common stock for the six months ended December 31, 2005. During the
six months ended December 31, 2004, net cash used in financing activities was
$9K for payment due to a director.

The Company has been able to meet its cash requirements by using revenues from
the sales of the Company's products, by implementing a stringent cost savings
program, and by using funds provided by the private offering of the Company's
common stock. The Company has also conserved cash by issuing common stock in
exchange for services. The Company's web design projects, sales of digital
security imaging systems through Shenzhen Golden Anke, and sales of photographic
equipment through Shanghai Newray may provide revenues during the remainder of
the fiscal year sufficient to sustain our operations, although there can be no
assurances that such revenues will be sufficient to meet the Company's operating
cash flow requirements. If the Company's revenues are insufficient to sustain
the Company's operations and the Company is unable to borrow money or raise
funds by selling securities, the Company may be required to severely curtail, or
possibly even cease, its operations. The Company has no commitments for funding
and there can be no assurances that funding will be available to the Company in
the future on acceptable terms, or at all.

The Company continues to evaluate various opportunities to improve the operating
performance of the Company's businesses and to invest in or acquire other types
of businesses.

Principal Commitments

At December 31, 2005, the Company does not have any material commitments for
operating leases or capital expenditures, or have any transactions, obligations
or relationships that could be considered off-balance sheet arrangements.

The Company has no long-term debt at December 31, 2005.

Off-Balance Sheet Arrangements

The Company does not have any transactions, obligations or relationships that
could be considered off-balance sheet arrangements at December 31, 2005.

Recent Accounting Pronouncements

Fair Value of Financial Instruments - The estimated fair values for financial
instruments under SFAS No. 107, "Disclosures about Fair Value of Financial
Instruments", are determined at discrete points in time based on relevant market
information. These estimates involve uncertainties and cannot be determined with
precision. The estimated fair values of the Company's financial instruments,
which includes cash and cash equivalents, accounts receivable and accounts
payable, approximates their carrying value in the financial statements due to
the short-term nature of these financial instruments. In November 2004, the FASB
issued SFAS No. 151, entitled Inventory Costs - An Amendment of ARB No. 43,
Chapter 4. SFAS No. 151 amends the guidance in ARB No. 43, Chapter 4, entitled
Inventory Pricing [June 1953], to clarify the accounting for "abnormal amounts"
of idle facility expense, freight, handling costs, and wasted material
[spoilage]. Before revision by SFAS No. 151, the guidance that existed in ARB
No. 43 stipulated that these type items may be "so abnormal" that the
appropriate accounting treatment would be to expense these costs as incurred
[i.e., these costs would be current-period charges]. SFAS No. 151 requires that
these type items be recognized as current-period charges without regard to
whether the "so abnormal" criterion has been met. Additionally, SFAS No. 151
requires that allocation of fixed production overheads to the costs of
conversion be based on the normal capacity of the production facilities. The
adoption of SFAS 151 did not impact the financial statements.

In December 2004, the FASB issued SFAS No. 152, entitled Accounting for Real
Estate Time-Sharing Transactions -- An Amendment of FASB Statements No. 66 and
67. SFAS No. 152 amends SFAS No. 66 to reference the financial accounting and
reporting guidance for real estate time-sharing transactions that is provided in
AICPA Statement of Position 04-2. SFAS No. 152 also amends SFAS No. 67 to state
that the guidance for (a) incidental operations and (b) costs incurred to sell
real estate projects does not apply to real estate time-sharing transactions.
The accounting for those operations and costs is subject to the guidance of SOP
04-2. This statement is effective for financial statements for fiscal years
beginning after June 15, 2005. The adoption of SFAS 152 did not impact the
financial statements.

                                       23
<PAGE>

In December 2004, the FASB issued SFAS No. 153, entitled Exchanges of
Nonmonetary Assets -- An Amendment of APB Opinion No.29. SFAS No. 153 amends
Opinion 29 to eliminate the exception for nonmonetary exchanges of nonmonetary
assets that do not have commercial substance. A nonmonetary exchange has
commercial substance if the future cash flows of the entity are expected to
change significantly as a result of the exchange. The adoption of SFAS 153 did
not impact the financial statements.

In December 2004, the FASB issued SFAS No. 123 (Revised), entitled Share-Based
Payment. This revised Statement eliminates the alternative to use APB Opinion
No. 25's intrinsic value method of accounting that was provided in SFAS No. 123
as originally issued. Under Opinion 25, issuing stock options to employees
generally resulted in recognition of no compensation cost. This Statement
requires entities to recognize the cost of employee services received in
exchange for awards of equity instruments based on the grant-date fair value of
those awards. For public companies that file as a small business issuer, this
Statement is effective as of the beginning of the first interim or annual
reporting period that begins after December 15, 2005. The adoption of SFAS 123
(Revised) will not impact the financial statements as the Company has not
granted any equity instruments to employees.

In May 2005, the FASB issued SFAS No. 154, entitled Accounting Changes and Error
Corrections--a replacement of APB Opinion No. 20 and FASB Statement No. 3. This
Statement replaces APB Opinion No. 20, Accounting Changes, and FASB Statement
No. 3, Reporting Accounting Changes in Interim Financial Statements, and changes
the requirements for the accounting for and reporting of a change in accounting
principle. This Statement applies to all voluntary changes in accounting
principle. It also applies to changes required by an accounting pronouncement in
the unusual instance that the pronouncement does not include specific transition
provisions. Opinion 20 previously required that most voluntary changes in
accounting principle be recognized by including in net income of the period of
the change the cumulative effect of changing to the new accounting principle.
This Statement requires retrospective application to prior periods' financial
statements of changes in accounting principle, unless it is impracticable to
determine either the period-specific effects or the cumulative effect of the
change. This Statement defines retrospective application as the application of a
different accounting principle to prior accounting periods as if that principle
had always been used or as the adjustment of previously issued financial
statements to reflect a change in the reporting entity. This Statement also
redefines restatement as the revising of previously issued financial statements
to reflect the correction of an error. The adoption of SFAS 154 did not impact
the financial statements.

ITEM 3.  CONTROLS AND PROCECURES

(a)  Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are designed to ensure that information
required to be disclosed in the reports filed or submitted under the Exchange
Act of 1934 is recorded, processed, summarized and reported, within the time
periods specified in the rules and forms of the Securities and Exchange
Commission. Disclosure controls and procedures include, without limitation,
controls and procedures designed to ensure that information required to be
disclosed in the reports filed under the Exchange Act of 1934 is accumulated and
communicated to management, including its principal executive and financial
officers, as appropriate, to allow timely decisions regarding required
disclosure.

The Company carried out an evaluation, under the supervision and with the
participation of the Company's management, including its principal executive and
financial officer, of the effectiveness of the design and operation of the
Company's disclosure controls and procedures as of the end of the period covered
by this report. Based upon and as of the date of that evaluation, the Company's
principal executive and financial officer concluded that the Company's
disclosure controls and procedures are effective to ensure that information
required to be disclosed in the reports the Company files and submits under the
Exchange Act of 1934 is recorded, processed, summarized and reported within the
time periods specified in the Securities and Exchange Commission's rules and
forms.

(b)  Changes in Internal Controls

                                       24
<PAGE>

There were no changes in the Company's internal controls or in other factors
that could have significantly affected those controls subsequent to the date of
the Company's most recent evaluation.

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

         Not applicable.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.

         On July 26, 2005, we authorize the issuance of 1,028,278 shares of
common stock with a value of $0.05 per share to A3W Infrastructure Corporation
for private placement. The stock was issued in reliance on the exemption from
registration provided by Section 4(2) of the Securities Act of 1933. There was
no general solicitation or advertising engaged in by the Company in making this
offering and the offeree and the parties they designated to receive the stock
were accredited investor.

         On August 22, 2005, we authorized the issuance of (i) 474,900 shares of
common stock with a value of $0.09 per share to Stanford Capital International
Limited for settlement of investment relation services already rendered to us
having a value of $45,000; (ii) 200,000 shares of common stock with a value of
$0.076 per share to Vanderkam & Associates for settlement of legal professional
services already rendered to us having a value of $15,188. (iii) 1,700,000
shares of common stock with a value of $0.09 per share to directors and CEO for
compensation. (iv) 700,000 shares of common stock with a value of $0.09 per
share to consultants for services already rendered. (v) 2,600,000 shares of
common stock with a value of $0.09 per share to Yorkshire Capital Ltd, Wei,
Xiping and Fang Hailing as commission for the completion of a private placement
of 40million shares of common stock of the Company. (vi) 3,000,000 shares of
common stock with a value of $0.05 per share to Worldwide Gateway for private
placement. The stock was issued in reliance on the exemption from registration
provided by Section 4(2) of the Securities Act of 1933. There was no general
solicitation or advertising engaged in by the Company in making this offering
and the offerees and the parties they designated to receive the stock were
accredited investors.

         On September 26, 2005, we authorized the issuance of 40,000,000 shares
of common stock with a value of $0.05 per share to Alferdo Properties; Piaster
Assets; Original Group Holdings and Magnate Trading Services for private
placement. The stock was issued in reliance on the exemption from registration
provided by Section 4(2) of the Securities Act of 1933. There was no general
solicitation or advertising engaged in by the Company in making this offering
and the offerees and the parties they designated to receive the stock were
accredited investor.

         On September 27, 2005, we authorized the issuance of 5,000,000 shares
of common stock with a value of $0.217 per share to acquire 21% of the issued
and outstanding shares of Hainan Special Economic Zone Property Rights Exchange
Centre from the shareholders of the Exchange Centre. The stock was issued in
reliance on the exemption from registration provided by Section 4(2) of the
Securities Act of 1933. There was no general solicitation or advertising engaged
in by the Company in making this offering and the offerees and the parties they
designated to receive the stock were accredited investor. The stock was
delivered to the designated parties on October 17, 2005 after the approval and
completion of the transfer of the 21% shareholding of the Exchange Centre to
IMOT Technology.


Item 3.  Defaults Upon Senior Securities.

         Not applicable.

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

         Not applicable.

Item 5.  Other Information.

         Not applicable


                                       25
<PAGE>

Item 6.  Exhibits


Exhibit
Number   Description of Exhibit

- -------------- ---------------------------------------------------------------
2.1            Articles of Merger *
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
3.1            Articles of Incorporation *
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
3.2            Bylaws *
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.1           Employment Agreement, dated March 12, 2004, between Intermost
               Corporation and Andy Lin (2)
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.2           Amendment to Employment Agreement dated March 12, 2004 between
               Intermost Corporation and Andy Lin*
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.3           Cooperative Agreement re:formation of Jiayin E-Commerce joint
               venture (1)

- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.4           Agreement Regarding Transfer of Properties on 38th Floor, Guomao
               Building (3)
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.5           Shareholding  Transfer  Agreement dated May 23, 2003 between IMOT
               Information  Technology  (Shenzhen) Ltd. and Shanghai Newray
               Business Development Co., Ltd. (4)
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.6           Share Transfer  Agreement among IMOT  Information  Technology
               (Shenzhen)  Ltd.,  Shenzhen Golden Anke Technology Co. Ltd.,
               Intermost Corporation, Tu Guoshen and Li Zhiquan (5)
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.7           Sale and Purchase  Agreement among IMOT  Information  Technology
               (Shenzhen)  Ltd.,  Shanghai  Fortune Venture  Limited,  North
               Shanghai  Branch of Shanghai  Technology  Property Right Exchange
               Center and Intermost Corporation (6)
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.8           Distributorship  Agreement dated November 28, 2002 between KanHan
               Technologies  Limited and ChinaE.com Information Technology Ltd.
               (7)
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.9           Intermost Corporation 2003 Equity Incentive Plan (8)
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.10          Share Transfer Agreement dated March 31, 2004 between IMOT
               Information Technology (Shenzhen) Ltd. and Tu Guoshen and Li
               Zhiquan for the acquisition of 51% of the Golden Anks
               Technology, Ltd. (9)

                                       26
<PAGE>

- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.11          Share Transfer Agreement dated December 8, 2004 between IMOT
               Information Technology (Shenzhen) Ltd., and Shenzhen Merchant
               Technology Investment Co., Ltd. for the acquisition of 15% of
               Shenzhen International Hi-Tech Exchange (9)
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
10.12          Share Exchange Agreement dated December 11, 2004 between IMOT
               Information Technology (Shenzhen) Ltd. and Guangzhou Digital
               Communication Co., Ltd. and Zhai Xiya for the acquisition of 80%
               of Hainan Concord Financial Products Development Co. Ltd. (9)
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
16.1           Letter on Change in Certifying Accountant (9)
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
21.1           Significant Subsidiaries *
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
31.1           Certification of Chief Executive Officer Pursuant to Rule 13a-14
               (a) and 15d-14(a) *
- -------------- ---------------------------------------------------------------
- -------------- ---------------------------------------------------------------
32.1           Certification  Pursuant  to 18  U.S.C.  Section  1350,  as
               adopted  pursuant  to  Section  906 of the Sarbanes-Oxley Act of
               2002 *
- -------------- ---------------------------------------------------------------
*Previously Filed

(1) Incorporated by reference to the respective exhibits filed with Registrant's
  Registration Statement on Form 10-SB (Commission File No. 0-30430).
(2) Incorporated by reference to the exhibit filed with the Registrant's Current
  Report on Form 8-K filed with the SEC on March 25, 2004. (3) Incorporated by
  reference to the respective exhibits filed with the Registrant's Quarterly
  Report on Form 10-QSB for the quarter ended March 31, 2000.
(4) Incorporated by reference to the exhibit filed with the Registrant's Current
  Report on Form 8-K filed with the SEC on June 9, 2003. (5) Incorporated by
  reference to the exhibit filed with the Registrant's Current Report on Form
  8-K filed with the SEC on August 17, 2004.
(6) Incorporated by reference to the exhibit filed with the Registrant's Current
  Report on Form 8-K filed with the SEC on April 26, 2004. (7) Incorporated by
  reference to the exhibit filed with the Registrant's Current Report on Form
  8-K filed with the SEC on February 14, 2003.
(8) Incorporated by reference to the exhibit filed with the Registrant's Proxy
  Statement filed with the SEC on January 6, 2004. (9) Incorporated by reference
  to the exhibit filed with the Registrant's Current Report on Form 8-K filed
  with the SEC on March 8, 2004. (9) Incorporated by reference to the Exhibit
  filed with Form 10-KSB, amendment No. 1 for the year ended June 30, 2005.


                                       27
<PAGE>

                                   SIGNATURES

In accordance with Section 13 or 15(d) the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                       INTERMOST CORPORATION


Date:   February 14, 2006           By:  /s/ANDY LIN
                                         -----------
                                         Andy Lin
                                         President, Chief Executive Officer
                                         and Chief Financial Officer


                                       28
<PAGE>


                                                                   Exhibit 31

                                  CERTIFICATION

I, Andy Lin, Chief Executive Officer and Chief Financial Officer of Intermost
Corporation, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Intermost Corporation
(the "Company") for the six months ended December 31, 2005;

2. Based on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of the Company as of,
and for, the periods presented in this report;

4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
Company and I have:

     (a) Designed such disclosure controls and procedures, or caused such
         disclosure controls and procedures to be designed under my supervision,
         to ensure that material information relating to the Company, including
         its consolidated subsidiaries, is made known to me by others within
         those entities, particularly during the period in which this report is
         being prepared;

     (b) Evaluated the effectiveness of the Company's disclosure controls and
         procedures and presented in this report my conclusions about the
         effectiveness of the disclosure controls and procedures, as of the end
         of the period covered by this report based on such evaluation; and

     (c) Disclosed in this report any change in the Company's internal control
         over financial reporting that occurred during the Company's most recent
         fiscal quarter that has materially affected, or is reasonably likely to
         materially affect, the Company's internal control over financial
         reporting; and

5.   I have disclosed, based on my most recent evaluation of internal control
     over financial reporting, to the Company's auditors and the audit committee
     of the Company's board of directors (or persons performing the equivalent
     functions):

     (a) All significant deficiencies and material weaknesses in the design or
         operation of internal control over financial reporting which are
         reasonably likely to adversely affect the Company's ability to record,
         process, summarize and report financial information; and

     (b) Any fraud, whether or not material, that involves management or other
         employees who have a significant role in the Company's internal
         controls over financial reporting.

Date:   February 14, 2006                        /s/ ANDY LIN
                                                 -------------------------------
                                                 Andy Lin
                                                 Chief Executive Officer
                                                 and Chief Financial Officer


                                       29
<PAGE>

                                                                    Exhibit 32

                                  CERTIFICATION
                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, and in connection with the filing by Intermost
Corporation (the "Company") with the Securities and Exchange Commission of its
Quarterly Report on Form 10-QSB for the six months ended December 31, 2005 (the
"Report"), the undersigned, Andy Lin, Chief Executive Officer and Chief
Financial Officer of the Company, does hereby certify, that to the best of his
knowledge:

         (1) The Report fully complies with the requirements of Section 13(a) or
         15(d) of the Securities Exchange Act of 1934; and

         (2) The information contained in the Report fairly presents, in all
         material respects, the financial condition and results of operations of
         the Company.

A signed original of this written statement required by Section 906 has been
provided to the Company and will be retained by the Company and furnished to the
Securities and Exchange Commission or its staff upon request.


Date:   February 14, 2006                    /s/ ANDY LIN
                                             -----------------------------------
                                             Andy Lin
                                             Chief Executive Officer
                                             and Chief Financial Officer