FORM 8-K  Exhibit 10.2
--------------------------------------------------------------------------------


                   CONTRACT TO DESIGN AND CONSTRUCT TRT SYTEM

     This Contract to Design and Construct TRT System (`Contract") is entered on
this 26th Day of September, 2006 by and between
     Xingtai Iron and Steel Co., Ltd  ("Xingtai"),  locate at No.262 Steel South
Road,  Xingtai City, Hebei Province,  People's  Republic of China,  Postal Code:
054027                                 and
     Xi'an Yingfeng Science&Technology Co.,Ltd ("Yingfeng"), located at Chang'an
International  Square, Suite B, Room 909, No. 88,  Nan-Guan-Zheng  Street, Xi'an
City, Shaanxi Province, People's Republic of China, Postal Code: 710068

     (Xingtai and Yingfeng shall  individually be referred to as a "Party",  and
collectively as the "Parties".)

     In accordance  with the Contract Law of the People's  Republic of China and
other  pertinent  laws and  regulations  of China,  both Parties  enter into the
following  sections and terms on the  principles of equality and mutual  benefit
and through friendly negotiations:

Section 1. TRT Project
----------------------
     This is a Blast Furnace Top Gas Recovery Turbine Unit Project  (hereinafter
referred to as "TRT  Project")  and will be  constructed  based on No.4 and No.5
blast furnace owned by Xingtai.

Section 2. Cooperation Method
-----------------------------
     (1) The fund for designing and  constructing the TRT Project will be raised
by Yingfeng.  A third party,  China Foreign Economy and Trade Trust & Investment
Co.,Ltd  ("FOTIC"),  which shall be capable of fulfilling the qualifications for
capital  lease,  will be invited by  Yingfeng.  FOTIC will  provide  the capital
leasing  service  for TRT  Project.  Xingtai  and FOTIC will enter a Contract of
Capital Lease.
     (2) Yingfeng  agrees to make  payments of deposit,  commission  charges and
other fees associated with the financial affairs of TRT Project.  Xingtai agrees
to pay the  monthly  rental to  Yingfeng  and FOTIC  after  the TRT  Project  is
completely constructed and relegated by Yingfeng.

Section 3. Technology Requirements
----------------------------------
     Yingfeng  designs the project  according to the  technology  documents  and
plans ("Plan") attached to this Contract signed by Xingtai and Yingfeng and such
design should be accepted by Xingtai.  Yingfeng constructs the project according
to the above-mentioned  Plan. The completed project should comply with such plan
and other  industrial  standards  and fulfill the  requirement  of connecting to
public  electrical  wire in XingTai.  The appendices to this  Contract,  such as
construction  technology  agreement  entered in  accordance  with the Plan,  are
integral parts of this Contract and equally effective.

Section 4. Necessary Condition
------------------------------
     Xingtai shall:
     (1)  Apply  for  and  acquire  all  the  necessary  license,  approval  and
certificates for land use and  construction of the TRT project.

<PAGE>



     (2)     Ensure     that     the      pipeline     of     Blast      Furnace
Gasi(cent)wateri(cent)nitrogen  and  eletricity  will be linked to  construction
site of the TRT Project.

Section 5. Fund and Payment
---------------------------

     (1) The total amount of fund for the TRT Project is Thirty Million RMB Yuan
     ((pound)*30,000,000),     which     include    the    cost    of    design,
     constructioni(cent)equipments and financial affairs.
     (2) Project  rental:  Base on the  investment  forecast,  Xingtai will make
     monthly rental payment of Nine Hundred Thousand RMB Yuan  ((pound)*900,000)
     to  Yingfeng  and FOTIC for total 60 months.  As the actual  investment  is
     confirmed  by  both  Parties,  monthly  rental  payment  will  be  adjusted
     accordingly.  The formula of adjustment is: Monthly Rental Payment(RMB Yuan
     in 10  Thousands)=(pound)*900,000  x  Actual  Investment  (RMB  Yuan  in 10
     Thousands)/(pound)*30,000,000.
     (3) Project fund payment: Yingfeng will relegate the TRT project to Xingtai
     when it is  completed  and under  working  order.  Xingtai  shall  make the
     monthly  rental  payment  set forth in  Section 5 (2) of this  Contract  to
     Yingfeng and FOTIC,  starting  from either the first day or the 16th day of
     the month following the  relegation.  Xingtai shall make the monthly rental
     payment to Yingfeng and FOTIC within three  business days following the end
     of the prior month.
     (4) Within the term of this  Contract,  Xingtai may redeem all the remanent
     payment of principal  under the  Contract.  If the Xingtai  terminates  the
     Contract for cause of redemption, at any time, Xingtai may purchase all the
     assets of TRT Project.  The amount of payment  should be discussed  between
     both Parties.

Section 6. Constructing Period
------------------------------
     Based  on the  plan  confirmed  by  Xingtai  in  writing,  Yingfeng  should
construct the project within Six (6) months following the effective date of this
Contract.  The period of construction  may be extended in the event of any delay
caused by Xingtai.  In the event of delay caused by Yingfeng,  Yingfeng will pay
the damages to Xingtai in the amount  equal to 5% of  Yingfeng's  total  revenue
earned from this TRT Project.

Section 7. Warranty Period
--------------------------
     (1) The  warranty  period of TRT  Project is 18 months,  starting  from the
     first  payment  due date of monthly  rental  payment.  Within the  warranty
     period,  Yingfeng has the responsibility to maintain the working conditions
     of all TRT equipments  free of charge to Xingtai,  and promise to prescribe
     the servicing  solution  within 48 hours after receiving the repair notice.
     Yingfeng  will  compensate  Xingtai  for the loss  caused by the  technical
     problems  of the  equipments  if the  technical  problems  are not fixed up
     within 20 days.
     (2) Yingfeng should also maintain the operation within a reasonable  period
     for a reasonable  service fee charged to Xingtai after the warranty  period
     expires.

Section 8. Transfer of Possession of the TRT System
---------------------------------------------------
     After TRT Project is completed and has passed through 72-hours  full-loaded
output trial, Yingfeng will transfer the possession of the TRT system to Xingtai
for use. The entire  procedure of  possession  transfer  shall be completed in 2
days.

Section 9. Advanced Rental Payment
----------------------------------
     After this Contract  takes effect,  Xingtai  supplies to Yingfeng the steel
valued at Three Million RMB Yuan ((pound)*3,0000,000) as advanced rental payment
(the actual  delivery  date of the  aforementioned  steel is to be determined by
Yingfeng). The aforementioned steel (advanced payment) is counted into the total
rental  payment  payable to Yingfeng  and Xingtai is not  obligated to make cash


<PAGE>

payment until the aforementioned  steel (advanced payment) is used up as monthly
rental payment.

Section 10.Right and Obligation of Xingtai
------------------------------------------
     (1) Xingtai has the right to (a) supervise  the designing and  construction
process of TRT system; (b) participate in equipment stock bidding,  construction
bidding  and  selection  of the  designing  institutions.  Xingtai's  reasonable
suggestion will be adopted.
     (2) Xingtai has the  obligations to (a) assist Yingfeng to inspect and test
the  equipments;  (b) timely  make rental  payment to  Yingfeng  and FOTIC under
Section 5.(2); (c) furnish facility to Yingfeng for TRT system.

Section 11. Right and Obligation of Yingfeng
--------------------------------------------
     (1)  Yingfeng  has the right to (a)  request  Xingtai's  payment;  (b) take
charge of the project designing,  plant side construction,  equipment  stocking,
installation, debugging and tech support;
     (2)  Yingfeng  has the  obligation  to (a)  hold  the  public  bidding  and
confirmation  for  suppliers  and  construction  teams  for TRT and  plant  side
construction.  These actions will be supervised by Xingtai. Yingfeng promises to
recommend more than 2 of the best suppliers and constructers; (b) take charge of
TRT equipment  installation and debugging and connect  supporting  facilities in
one meter  beyond TRT  Project  plant  side.  (c) offer  training  for staff and
workers within warranty period.

Section 12. Transfer of Project Ownership
-----------------------------------------
     After  Xingtai  pays  off all  the  obligated  payment  set  forth  in this
Contract,   the   ownership   of  TRT  project   will  be  transfer  to  Xingtai
automatically. Yingfeng and FOTIC will cooperate in this matter unconditionally.

Section 13. Change to Contract
------------------------------
     Once this Contract takes effect,  either Party may not unilaterally  change
or rescind this  Contract.  Both Parties may enter  supplemental  contract  upon
mutual assents and negotiation.

Section 14. Breach of Contract and Liability
--------------------------------------------
     (1) In the event  that  Xingtai  fails to make the  payment  within 10 days
grace  period  after  the due date of any  payment  Xingtai  obligated  to make,
Xingtai  shall pay daily  liquidated  damage to Yingfeng and FOTIC in the amount
equal to 0.03 percent of the delayed payment.
     (2) In the event that Yingfeng  fails to complete the TRT system by the due
date  prescribed  in  Section  6 of this  Contract,  Yingfeng  shall  pay  daily
liquidated  damage to Xingtai in the amount  equal to 0.03 percent of total cost
of the TRT project.
     (3) Notwithstanding any other provision of this Contract, if either Xingtai
or Yingfeng is delayed in or prevented from  fulfilling  any of its  obligations
hereunder by reason of any cause beyond its reasonable control  (including,  but
not  limited  to acts  of  God,  fire,  third  party  strike,  flood,  delay  of
transportation  or inability to obtain  necessary raw materials  through  normal
commercial channels), then that party will not be liable under this Contract for
damages resulting from such delay or failure.
     (4) Other breach of contract will be settled pursuant to contract law.

Section 15. Dispute Resolution
------------------------------
     In the event that any dispute  regarding the  performance  and execution of
this  Contract  arises,  both  Parties  shall try to negotiate on good faith the
settlement  for the dispute.  If both Parties fail to reach  settlement,  either
Party may bring  legal  action in the  courts  governing  the place  where  this
Contract is performed.

<PAGE>


Section 16. Execution of Contract
---------------------------------
     This  Contract  has been  signed and  executed  on  September  26,  2006 at
Xingtai's  executive  office in  Xingtai  City,  Hebei  Province,  the  People's
Republic of China.

Section 17. Appendix
--------------------
     The  appendix to this  Contract  include:  engineering  design  plan,  cost
calculate  sheet,  shop drawing and  technology  appendices of TRT Project.  All
appendix to the Contract have equal effects.

Section 18. Unspecified Matters and S7upplemental Contract
----------------------------------------------------------
     In the course of performing  the contract,  if any matter that has not been
specified or needs more definitude  terms of right and obligation,  both Parties
will  enter  and  sign  supplemental  contracts  to  cover  those  matters.  The
supplemental contract has equal force and effect as appendix to this Contract.

     IN WITNESS WHEREOF,  the Parties hereto have signed this Contract as of the
date first above written.

SIGNATURE

By

----------------------------------------------------------------
                         /s/Geyun Wang
                           Geyun Wang
        Xi'an Yingfeng Science and Technology Co., Ltd.

By

----------------------------------------------------------------
                        /s/Shiqiang Yuan
                         Shiqiang Yuan
                Xingtai Iron and Steel Co., Ltd.