**UNITED
                STATES SECURITIES AND**
              **EXCHANGE
                COMMISSION**
              **Washington,
                D.C.
                20549****FORM
                10-KSB****Annual
                Report Pursuant to Section 13 or 15(d)**
              **of
                the Securities Exchange Act of 1934**For
                the annual period ended: **June 30, 2007**Commission
                File Number: **000-51818****DISPATCH
                AUTO PARTS, INC.**
              (Exact
                name of registrant as specified in its charter.)




**Florida**
              (State
                of other jurisdiction of
              incorporation
                or organization)
            **20-4200300**
              (I.R.S.
                Employer Identification No.)





**4th/Fl,
                Block A, 12 Xiang Zi Miao Street, Bei Lin
                Qu**
              **Xi'an,
                Shaanxi Province, P.R.China**
              (Address
                of principal executive offices)**(954)
                424-2345**
              (Registrant’s
                telephone number including area code)





Securities
      registered under Section 12(b) of the Exchange Act:


None.





Securities
      registered under Section 12(g) of the Exchange Act:


Common
      Stock, $.001 par value





Check
      whether the issuer (1) filed all reports required to be filed by Section13
      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 o





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act). Yes o No x





Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B contained in this form, and no disclosure will be contained,
      to
      the best of registrant's knowledge, in definitive proxy or information
      statements incorporated by reference in Part III of this Form 10-KSB or an
      amendment to this Form 10-KSB. x





State
      issuer's net revenues for its most recent fiscal year: $3,979,748





As
      of
      September 21, 2007, there were 30,662,114 common shares outstanding and the
      aggregate market value of the common shares (based upon the close price of
      $.51
      reported by brokers) held by non-affiliates was approximately
      $10,505,328.





Transitional
      Small Business Disclosure Format (check one): Yes o Nox





Number
      of
      shares of common stock outstanding as of September 21,
      2007:30,662,114


Number
      of
      shares of preferred stock outstanding as of September 21,
      2007:     100,000









*Table
          of Contents*




CAUTIONARY
      STATEMENT REGARDING FORWARD LOOKING INFORMATION





The
      discussion contained in this 10-KSB under the Securities Exchange Act of 1934,
      as amended, (the "Exchange Act") contains forward-looking statements that
      involve risks and uncertainties. The issuer's actual results could differ
      significantly from those discussed herein. These include statements about our
      expectations, beliefs, intentions or strategies for the future, which the
      Company indicates by words or phrases such as "anticipate," "expect," "intend,"
      "plan," "will," "we believe," "the Company believes," "management believes"
      and
      similar language, including those set forth in the discussion under "Description
      of Business," including the "Risk Factors" described in that section, and
      "Management's Discussion and Analysis or Plan of Operation" as well as those
      discussed elsewhere in this Form 10-KSB. The Company bases their forward-looking
      statements on information currently available to them, and the Company assumes
      no obligation to update them. Statements contained in this Form 10-KSB that
      are
      not historical facts are forward-looking statements that are subject to the
      "safe harbor" created by the Private Securities Litigation Reform Act of
      1995.




2




**TABLE
                OF CONTENTS**Item
                1.
            Description
                of
                Business
            4Item
                2.
            Description
                of
                Property
            12Item
                3.
            Legal
                Proceedings
            12Item
                4.
            Submission
                of Matters to a Vote
                of Security-Holders
            12**PART
                I**Item
                5.
            Market
                for Common Equity
                and Related
                Stockholder Matters
            13Item
                6.
            Management's
                Discussion and
                Analysis or Plan of Operation
            16Item
                7.
            Financial
                Statements
            21**PART
                II**Item
                8.
            Changesin
                and Disagreements With
                Accountants on Accounting and Financial Disclosure
            43Item
                8a.
            Controls
                and
                Procedure
            43Item
                9.
            Directors
                and Executive
                Officers
            45Item
                10.
            Executive
                Compensation
            48Item
                11.
            Security
                Ownership of Certain
                Beneficial Owners and Management
            49**PART
                III**Item
                12.
            Certain
                Relationships and Related
                Transactions
            50Item
                13.
            Exhibits,
                List and Reports on Form
                8-K
            50Item
                14
            Principal
                Accountant Fees &
                Services
            51Signatures
            52




3
 *Table
          of Contents*




**PART
      I**





**ITEM
      1.** **DESCRIPTION OF BUSI****NESS**





As
      used
      herein the terms "we", "us", "our", the “Registrant”, “DPPT” and the "Company"
      means, Dispatch Auto Parts Inc., a Florida corporation. These terms also refer
      to our subsidiary corporations, Shaanxi Lv Bao Environmental Eco Industry
      Management Ltd. ("Lv Bao"), and Shaanxi Li Bao Sheng Tai Ke Ji Gu Fen You Xian
      Gong Si (“Li Bao”), both of which organized and existing under the laws of the
      Peoples’ Republic of China acquired in February 2007.





GENERAL





Dispatch
      Auto Parts, Inc. (the “Company” or “DPPT”) was incorporated on September 14,
      1989 in the State of Florida in name of First New York Investment, Inc. On
      November 25, 1996, the Company filed an amendment to the Articles of
      Incorporation with the Secretary of State of Florida to change the corporate
      name to "Computer Access International, Inc.". On March 31, 2005, the Company
      changed its name to "Dispatch Auto Parts Inc.". DPPT is a holding company whose
      primary business operations are conducted by through its sole operating
      subsidiary.





On
      November 8, 2006, DPPT entered a stock exchange transaction with Shaanxi Lv
      Bao
      Environmental Eco Industry Management Ltd. (“Lv Bao”) and the transaction was
      effectively completed on February 6, 2007. Lv Bao was registered as a limited
      liability company in the People’s Republic of China (the “PRC”) on August 11,
      2006 with its principal place of business in Xian City, Shaanxi Province, the
      PRC. Its registered capital is Renminbi Yuan (“RMB”) 5,000,000 (equivalent to
      $628,773). Its principal activity was investment holding.





The
      stock
      exchange transaction involved the following simultaneous
      transactions:





1)
            the
                majority shareholders of DPPT deposited the 844,500 shares of the
                common
                stock of DPPT into the account of escrow agent in exchange for $530,000
                in
                cash paid by the owners of Lv Bao. The 844,500 shares will be retired
                back
                to the treasury upon closing, and;





2)
            DPPT
                issued to the Lv Bao owners 26,000,000 new investment shares of common
                stock and 100,000 new shares of preferred stock of DPPT in exchange
                for
                all of the registered capital of Lv
                Bao.





Upon
      completion of the plan of exchange, Lv Bao became a wholly-owned subsidiary
      of
      DPPT. Accordingly, there has been a change of control of DPPT and the Lv Bao’s
      owners now control 91% of the voting power of DPPT.




On
      August
      30, 2006, Lv Bao entered into an acquisition agreement with Shaanxi Li Bao
      Sheng
      Tai Ke Ji Gu Fen You Xian Gong Si (“Li Bao”). Li Bao was registered as a limited
      liability company in the PRC on November 27, 2002 with a registered capital
      of
      $8,855,135 (equivalent to RMB70,000,000) and with its principal place of
      business in Shaanxi Province, the PRC.




4
 *Table
          of Contents*





Li
      Bao
      was formed to engage in the trees and lawn plantation for outdoor landscape
      and
      provide the landscape construction advisory service. In January 2004, Li Bao
      spun off its trees and lawn plantation business and since then, Li Bao only
      engages in landscape construction advisory service.





This
      acquisition transaction involved that Lv Bao paid to Li Bao’s equity owners a
      total consideration of $8,285,750 (equivalent to RMB65,500,000) in exchange
      for
      93.57% of the registered capital of Li Bao.





The
      transaction has been accounted for as a reverse acquisition and recapitalization
      of Lv Bao whereby Li Bao is deemed to be the accounting acquirer (legal
      acquiree) and Lv Bao to be the accounting acquiree (legal acquirer). The
      accompanying consolidated financial statements are in substance those of Li
      Bao,
      with the assets and liabilities, and revenues and expenses, of Lv Bao being
      included effective from the date of stock exchange transaction. Lv Bao is deemed
      to be a continuation of the business of Li Bao. Accordingly, the accompanying
      consolidated financial statements include the following:





(1)
            the
                balance sheet consists of the
                net assets of the accounting acquirer at historical cost and the
                net
                assets of the accounting acquiree at historical
                cost;





(2)
            the
                financial position, results of operations, and cash flows of the
                acquirer
                for all periods presented as if the recapitalization had occurred
                at the
                beginning of the earliest period presented and the operations of
                the
                accounting acquiree from the date of stock exchange
                transaction.





In
      addition, the subsidiary of DPPT engaged in wholesale of auto parts and
      accessories was disposed on February 14, 2007 pursuant to the agreement between
      DPPT, Dispatch II and Daniel Slocum, the former president of DPPT. As a result,
      DPPT changed its business into landscape construction and related services
      completely.




DPPT,
      Lv
      Bao and Li Bao are hereinafter referred to as (the “Company”).





The
      Company is experienced in urban landscaping industry. The landscaping projects
      include landscape construction and maintenance for public parks, communities,
      schools, memorials, convention centers, squares, hotels, highway's side view,
      and so on, some of which were granted as landmarks in the local cities. The
      detailed services cover:





•
            gardeners•
            landscape
                contractors•
            landscape
                architects•
            irrigation
                experts•
            pest
                management professionals/applicators•
            arborists•
            sod
                growers•
            golf
                course maintenance staff and suppliers•
            groundskeepers•
            botanical
                gardens





Before
      the commencement of the landscape construction, the Company will provide the
      clients with floor plans, effect layout, and construction blueprint, and get
      the
      approval for their design from the clients. The Company has its own designers
      experienced in landscaping. The effects from humanism, history and local climate
      will be integrated in the design. The Company also has self-owned equipments
      for
      the landscape construction and maintenance projects, including five large
      tractors, two lawn mowers, three automatic sprinkling irrigators, one compactor,
      two watering trucks, two separating-sowing machines, drilling machines and
      various trucks for different functions. Attributed to the Company's competence
      and reputation, the Company has 20% market shares in Xi An City and 8% market
      shares in Northwest China, per the comprehensive evaluation from Shaanxi
      Construction Bureau in 2006.




5
 *Table
          of Contents*





Currently,
      the major clients the Company has include Shaanxi Xi Han Highway Ltd., Xi An
      Chan Ba Eco-Landscaping Development Ltd., Xi An Hua Heng Real Estate Ltd.,
      Shaanxi Jing He Development Zone Management Committee, Zhong Hang Group, from
      which the Company earned approximately 85% of the total revenues in the fiscal
      year of 2006.





**Marketing
      opportunities**





Rapid
      Urbanization in China





The
      open
      door policy has triggered China's economic progress and urbanization in the
      past
      two decades. According to the "Report on economic and social development between
      the 16th and 17th National Congress of the Communist Party of China VII: Urban
      socio-economic development in harmony," (the “Report”) issued by National Bureau
      of Statistics on September 26, there were a total of 661 cities in China in
      2006. There is a gross urban population of 577 million people, accounting for
      43.9% of the country's total population. The urbanization ratio in eastern,
      central and western China was 54.6%, 40.4%, and 35.7%.





With
      the
      accelerated pace of industrialization, China's level of urbanization also rose.
      In 2006, the gross urban population was 577.1 million people, accounting for
      43.9% of country's total population. The level of urbanization was 4.8
      percentage points higher than in 2002. In regional terms, the urbanization
      ratio
      of the eastern, central and western China was 54.6%, 40.4% and 35.7% in 2006.
      From a regional perspective, Shanghai had the highest urbanization level, with
      a
      ratio of 88.7%, followed by Beijing and Tianjin at 84.3% and 75.7%.





In
      2006,
      China had a total of 661 cities, including 287 cities at prefecture level or
      above – eight more than there were in 2002. The GDP of the cities at prefecture
      level or above (counties under city administration excluded) increased from
      RMB
      6.4 trillion in 2002 to RMB 13.2 trillion in 2006 - increasing 1.1 times.
      The proportion to the country's total GDP also rose from 53.4% in 2002 to 63.2%
      in 2006. A total of 30 cities reported a GDP over RMB 100 billion – 18 more
      than in 2002. Of these 30, 12 cities reported a GDP greater than RMB 200
      billion. Local revenue of cities at prefecture level or above (counties under
      city administration excluded), in 2006, reached RMB 1.1 trillion, an
      increase of 1.1 times over 2002; and accounts for 59.3% of the country's total
      local revenue.





Modernity
      sweeps across China beyond the coastal boomtowns deep into the countryside.
      As a
      result, the demand for urban landscape increases dramatically in
      China.





CityClusters Leading Development





A
      system
      of urban development in China gradually takes shape. Apart from the city
      clusters in the Yangtze River Delta, the Pearl River Delta, and the Bohai Sea
      region, China has witnessed the establishment of eight new city clusters, one
      of
      which is Central Shaaxi province, the location of the Company.





The
      GDP
      in Shaaxi province for 2005 was RMB 367.475 billion, up 12.6% from the previous
      year. The per capita GDP stood at RMB 9,844, up 12.2%. The primary industry
      yielded a value added of RMB 41.86 billion, 7.9% more than that of the previous
      year; the secondary industry, RMB 184.897 billion, a growth of 15.9%; the
      tertiary industry, RMB 140.718 billion, a growth of 10%. The GDP ratio of the
      three sectors was 11.4 : 50.3 : 38.3. Provincial revenue was RMB 52.86 billion,
      an increase of 27.2% over the previous year. Provincial expenditure was RMB
      64.11 billion, a growth of 24.2%. CPI was up 1.2% from the previous year. Fixed
      asset investment was valued at RMB 198.052 billion, up 28.3% from the previous
      year. (source: www.china.gov.cn) As the city clusters in central Shaaxi
      province to grow, the need for a healthy, growing green infrastructure will
      necessitate an urban landscape Industry. The urban landscape Industry creates
      this huge economic impact while providing a tremendous environmental benefit,
      mitigating the effects of intensive urban living.




6
 *Table
          of Contents*





Advocacy
      for Garden City





Current
      development forces in China are characterized by a steady population growth,
      an
      ongoing urbanization of the former agriculturally-based population, an
      aggressive economic growth and a rapid motorization, of which economic forces
      become increasingly decisive in the process of urbanization, giving impetus
      particularly to the growth of the large cities. At the same time, there is
      no
      comprehensive regional planning, nor national land development approach. The
      consequence threatens to be a scattered low-density urbanization of the
      countryside and a fast, uncontrolled and uncoordinated growth of the large
      city
      regions. The conflict caught Chinese government's high attention. In order
      to
      build up a suitable environment for inhabitants, garden city construction is
      included in local government's agenda. It is also one of the measurements to
      evaluate local government's performance.





According
      to the Report, green environment is gradually forming. The rate of green space
      coverage has reached 35.1%. There are 6.8 square meters of green space per
      capita.





In
      late
      2006, the area of green space and parks in cities at prefecture level or above
      (counties under administration of cities excluded) totaled 250,000 hectares.
      Per
      capita green space exceeded 6.8 square meters. Newly constructed urban green
      spaces spanned 920,000 hectares; and increased by 321,000 hectares. The coverage
      rate of green space reached 35.1%, up 4.7 percentage points. By the end of
      2006,
      45 cities were granted the title of "national garden city" by the Ministry
      of
      Construction.





Of
      the
      559 cities under the monitoring of the State Environmental Protection
      Administration, 24 met grade one air quality standards (4.3%); 325 met grade
      two
      standards (58.1%); 160 met grade three standard (28.6%); and 50 were below
      grade
      three standards (9.0%). At of the end of 2006, China identified 60 national
      environmental model cities, and five national environmental protection model
      districts. Thirteen cities were awarded "Human Habitat Environment Prizes"
      issued by the State Environmental Protection Administration.





Increase
      in Urban Landscape Investment





The
      total
      investment in urban landscape was approximately $14.8 billion from Chinese
      government from 2001 to 2005, increasing by approximately 113% compared to
      the
      previous five-year period. (source: Xinhua) Chinese government also encourages
      enterprises investing more in urban landscape construction by allowing them
      to
      name the invested landscape. In addition, a capital raising system for urban
      landscape is forming, which is secured by government funds.





Motivation
      by 2008 Olympic Games





After
      China won the Olympic bid, it promised to make Beijing an "ecological city"
      with
      "green hills, clear water, grass-covered ground, and blue sky". Since then
      the
      city has spent 100 billion yuan (12.5 billion US dollars) on planting trees
      and
      curbing polluting industries, according to the State Environmental Protection
      Administration of China. Heavy polluters like the Capital Iron and Steel Group
      were moved out of the capital and 200 small and medium-sized firms had been
      shut
      down. The city has also phased out over 30,000 old taxies and 3,900 old
      diesel-powered buses that do not meet environmental standards. (source: People
      Daily Online). Consequentially, the influence from 2008 Olympic Games will
      be
      spread throughout China since the Olympic Games has been widely regarded as
      an
      opportunity to showcase China to the world. According to a recent industry
      survey jointly conducted by the Pacific Asia Travel Association (PATA) and
      Visa
      International Asia Pacific, the Beijing 2008 Olympic Games will be a spur to
      Asia's tourism industry as many people looking to attend the event also plan
      to
      spend time exploring other parts of China and Asia. It was reported that almost
      nine out of 10 people planning to visit Beijing for the Olympics will visit
      other Chinese cities if time permits. As the image of a city, urban landscape
      becomes more and more important for the local government.




7
 *Table
          of Contents*





**Marketing
      Strategy**




The
      Company
      expects to enhance its market shares in the northwest China via following
      marketing strategies. Currently, the development in northwest China concentrates
      on Central Shaanxi Province, which is considered one of eight new city clusters
      in China, in addition to the existing city clusters in the Yangtze River Delta,
      the Pearl River Delta, and the Bohai Sea region.




The
      GDP in
      Shaaxi province for 2005 was RMB 367.475 billion, up 12.6% from the previous
      year. The per capita GDP stood at RMB 9,844, up 12.2%. The primary industry
      yielded a value added of RMB 41.86 billion, 7.9% more than that of the previous
      year; the secondary industry, RMB 184.897 billion, a growth of 15.9%; the
      tertiary industry, RMB 140.718 billion, a growth of 10%. The GDP ratio of the
      three sectors was 11.4 : 50.3 : 38.3. Provincial revenue was RMB 52.86 billion,
      an increase of 27.2% over the previous year. Provincial expenditure was RMB
      64.11 billion, a growth of 24.2%. CPI was up 1.2% from the previous year. Fixed
      asset investment was valued at RMB 198.052 billion, up 28.3% from the previous
      year. (source: www.china.gov.cn) As the city clusters in central Shaaxi
      province to grow, the need for a healthy, growing green infrastructure will
      necessitate an urban landscape Industry. The urban landscape Industry creates
      this huge economic impact while providing a tremendous environmental benefit,
      mitigating the effects of intensive urban living.




*Improving
      technologies.* Technology application and improvement is the key for
      the company in marketing. In order to maintain the leading position in
      landscaping industry in Northwest China, that is 20% market shares in Xi An
      City
      and 8% market shares in Northwest China, per the comprehensive evaluation from
      Shaanxi Construction Bureau in 2006, the Company keeps a long-term relationship
      with local research institutes and universities, such as Northwest University,
      Northwest Science and Agriculture University, Technical Advice Unit of Shaanxi
      Forestry Bureau. The cooperation between the Company and these research
      institutes and universities includes technical training, exchange of expertise,
      projects for ecological forest study. The Company also retains foreign experts
      for short-term supervision. The expenses in research and development every
      year
      are approximately 6% of revenues.




*Seeking
      for
      supports from local government.* The local government in Xi An, the city
      where the Company is located, targets to turn Xi An into a garden city within
      three years. In order to reach this goal, the government encourages enterprises
      to invest in urban landscape and support the competent companies to engage
      in
      urban landscaping industry. In addition, the government plans to build up
      approximately 175 small-size squares all over the city. The Company is expected
      to be supported by the local government due to its high reputation, professional
      design, quality control and management. More than 10 projects constructed and
      managed by the Company have been awarded as "Excellent Model" by the city
      government, which include Landscaping for Yin Chuan Ming Cui Lake Eco Resorts,
      Landscaping for South Campus of Northwest University, Landscaping for Shaanxi
      Jing He Development Zone, and so on.




*Seeking
      for
      strategic partners.*In order to lower the construction cost of urban
      landscaping projects and ensure the diversity of plant species, the Company
      intends to enter into collaborative arrangements with local farmers. The Company
      will introduce good species to the farmers and send technicians for the
      training. For example, the Company owns the techniques for walnut transplanting
      and seed renovation, which will increase the successful rate for walnut
      transplanting by more than 94%. In order to popularize these techniques, the
      Company cooperates with local farmer associates, through which the farmers
      are
      educated and encouraged to try the new technology. The cooperation with local
      farmers provides the Company with multiply channels for abundant
      supplies.




**Competition**





The
      Company is subject to intensive competition in urban landscaping industry.
      No
      entity, including the Company, currently dominates the urban landscaping
      industry and the Company does not believe that one organization has the
      capability to serve the entire market. Many competitors possess greater
      financial, managerial and technical resources and high reputations, all of
      which
      put the Company at a competitive disadvantage. The competitors may be in a
      position to devote greater resources in the sales, marketing, and projects
      management and therefore considerably impact the Company's ability to
      successfully in marketing.




8
 *Table
          of Contents*




**Government
      Regulation**




Our
        landscape design, construction and maintenance projects are subject to many
        federal, state and local requirements relating to the protection of the
        environment and we use environmentally sensitive materials in our maintenance
        processes. For example, we employ chemical materials to treat some of our
        products. We believe that we operate our business in material compliance
        with
        all environmental laws and regulations, do not anticipate any material
        expenditure in order to meet environmental requirements and do not believe
        that
        future compliance with such laws and regulations will have a material adverse
        effect on our financial condition or results of operations. However, we could
        incur operating costs or capital expenditures in complying with more stringent
        environmental requirements in the future or with current requirements if
        they
        are applied to our facilities in a way we do not anticipate.





Our
        operations are also governed by many other laws and regulations covering
        our
        labor relationships, the zoning of our facilities, our general business
        practices and other matters. We believe that we are in material compliance
        with
        these laws and regulations and do not believe that future compliance with
        such
        laws and regulations will have a material adverse effect on our financial
        condition or results of operations.





**Risk
      Factors**




There
      are
      a number of important factors that could cause our actual results to differ
      materially from those that are indicated by forward-looking statements. Those
      factors include, without limitation, those listed below and elsewhere
      herein.





***Changes
      in governmental policies could reduce demand for the Company’s
      services***





Most
      of
      the Company’s business is driven by governmental policies and the supports from
      the local government. Any changes in governmental policies regarding the funding
      or enforcement would have an adverse impact on the Company’s revenues. Also,
      reduced spending by governments may increase competition within the Company's
      industry which may directly affect future revenue and profits.





***As
      a government contractor, the Company is subject to a number of procurement
      laws
      and regulations, as well as government agency audits. Any violation of these
      laws could result in economic harm to the Company’s
      operations***





The
      Company must comply with certain laws relating to the procurement and
      administration of government contracts.  These laws impact how the Company
      does business with government clients and can increase the cost of doing
      business. Government agencies as well as numerous local agencies routinely
      audit
      government contractors and their performance under specific contracts to
      determine if a contractor’s cost structure is compliant with applicable laws and
      regulations.





***The
      Company depends on government work for a significant portion of its revenues.
      The Company’s inability to win or renew government contracts during procurement
      cycles could significantly reduce Company profits***





The
      Company significantly depends on government work for its revenues. An inability
      to win or renew government contracts would adversely affect operations and
      significantly reduce profits. Government contracts are typically awarded through
      a highly regulated procurement process. However, the state-owned companies
      take
      the priority in most government projects. In addition, some government contracts
      are awarded to multiple competitors, causing increased competition and downward
      pricing pressure. This may lead to increased pressure to control costs. If
      the
      Company cannot reduce or control costs on these contracts, losses may
      occur.




9
 *Table
          of Contents*





***The
      use of percentage of completion method of accounting could result in a reduction
      or reversal of previously recorded revenues and
      profits.***





A portion
      of the Company’s revenues and profits are measured and recognized using the
      percentage of completion method of accounting which is discussed further in
      Note
      2 of the Audited Consolidated Financial Statements. The use of this method
      results in the recognition of revenues and profits ratably over the life of
      a
      contract. The effect of revisions to revenues and estimated costs is recorded
      when the amounts are known or can be reasonably estimated. Such revisions could
      occur in any period and their effects could be material. Although the Company
      has historically been able to make reasonably accurate estimates of work
      progress, the uncertainties inherent in the estimating process make it possible
      for actual costs to vary from estimates in a material amount, including
      reductions or reversals of previously recorded revenues and
      profits.





***We
      will need additional capital in the future. If additional capital is not
      available, we may be forced to delay or curtail the development of our product
      candidates.***




We
      project that we will need additional
      capital to fund operations over the next 12 months. We anticipate we will need
      an additional $1,500,000 in working capital during 2007 and $2,000,000 for
      the
      two years thereafter.Our
      requirements for additional capital could be substantial and will depend on
      many
      other factors, including:




•
            payments
                received under future collaborative partner agreements;•
            continued
                progress of research and development;•
            our
                ability to win or renew government contracts;•
            development
                of marketing capabilities; and




We
      have
      no significant committed sources of additional capital. To the extent our
      capital resources are insufficient to meet future capital requirements, we
      will
      have to raise additional funds to enhance our ability to win or renew the
      contracts. We cannot assure you that funds will be available on favorable terms,
      if at all. To the extent we raise additional capital through the sale of
      securities, the issuance of those securities could result in dilution to our
      stockholders. In addition, if we obtain debt financing, a substantial portion
      of
      our operating cash flow may be dedicated to the payment of principal and
      interest on such indebtedness, thus limiting funds available for our business
      activities. If adequate funds are not available, we may be required to curtail
      significantly our development.




***Our
      assets are located in China and its revenues are derived from its operations
      in
      China***




In
      terms
      of industry regulations and policies, the economy of China has been
      transitioning from a planned economy to market oriented economy. Although in
      recent years the Chinese government has implemented measures emphasizing the
      utilization of market forces for economic reforms, the reduction of state
      ownership of productive assets and the establishment of sound corporate
      governance in business enterprises, a substantial portion of productive assets
      in China are still owned by the Chinese government. For example, all lands
      are
      state owned and are leased to business entities or individuals through
      governmental granting of State-owned Land Use Rights. The granting process
      is
      typically based on government policies at the time of granting and it could
      be
      lengthy and complex. This process may adversely affect our company’s future
      manufacturing expansions. The Chinese government also exercises significant
      control over China’s economic growth through the allocation of resources,
      controlling payment of foreign currency and providing preferential treatment
      to
      particular industries or companies. Uncertainties may arise with changing of
      governmental policies and measures. At present, our company’s development of
      research and development technologies and products is subject to approvals
      from
      the relevant government authorities in China. Such governmental approval
      processes are typically lengthy and complex, and never certain to be
      obtained.




10
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          of Contents*




***Political
      and economic risks***




China
      is
      a developing country with a young market economic system overshadowed by the
      state. Its political and economic systems are very different from the more
      developed countries and are still in the stage of change. China also faces
      many
      social, economic and political challenges that may produce major shocks and
      instabilities and even crises, in both its domestic arena and in its
      relationship with other countries, including but not limited to the United
      States. Such shocks, instabilities and crises may in turn significantly and
      adversely affect our performance.




***Risks
      related to interpretation of China laws and regulations which involves
      significant uncertainties***




China’s
      legal system is based on written statutes and their interpretation by the
      Supreme People’s Court. Prior court decisions may be cited for reference but
      have limited value as precedents. Since 1979, the Chinese government has been
      developing a comprehensive system of commercial laws, and considerable progress
      has been made in introducing laws and regulations dealing with economic matters
      such as foreign investment, corporate organization and governance, commerce,
      taxation and trade. However, because these laws and regulations are relatively
      new, and because of the limited volume of published cases and judicial
      interpretation and their lack of force as precedents, interpretation and
      enforcement of these laws and regulations involve significant uncertainties.
      In
      addition, as the Chinese legal system develops, we cannot assure that changes
      in
      such laws and regulations, and their interpretation or their enforcement will
      not have a material adverse effect on our business operations.




***Currency
      conversion and exchange rate volatility could adversely affect our financial
      condition.***




The
      PRC
      government imposes control over the conversion of Renminbi into foreign
      currencies. Under the current unified floating exchange rate system, the
      People’s Bank of China publishes an exchange rate, which we refer to as the PBOC
      exchange rate, based on the previous day’s dealings in the inter-bank foreign
      exchange market. Financial institutions authorized to deal in foreign currency
      may enter into foreign exchange transactions at exchange rates within an
      authorized range above or below the PBOC exchange rate according to market
      conditions.




Pursuant
      to the Foreign Exchange Control Regulations of the PRC issued by the State
      Council which came into effect on April 1, 1996, and the Regulations on the
      Administration of Foreign Exchange Settlement, Sale and Payment of the PRC
      which
      came into effect on July 1, 1996, regarding foreign exchange control, conversion
      of Renminbi into foreign exchange by Foreign Investment Enterprises, or FIEs
      for
      use on current account items, including the distribution of dividends and
      profits to foreign investors, is permissible. FIEs are permitted to convert
      their after-tax dividends and profits to foreign exchange and remit such foreign
      exchange to their foreign exchange bank accounts in the PRC.




Conversion
      of Renminbi into foreign currencies for capital account items, including direct
      investment, loans, and security investment, is still subject to certain
      restrictions. On January 14, 1997, the State Council amended the Foreign
      Exchange Control Regulations and added, among other things, an important
      provision, which provides that the PRC government shall not impose restrictions
      on recurring international payments and transfers under current account
      items.




Enterprises
      in PRC (including FIEs) which require foreign exchange for transactions relating
      to current account items, may, without approval of the State Administration
      of
      Foreign Exchange, or SAFE, effect payment from their foreign exchange account
      or
      convert and pay at the designated foreign exchange banks by providing valid
      receipts and proofs.




11
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          of Contents*




Convertibility
      of foreign exchange in respect of capital account items, such as direct
      investment and capital contribution, is still subject to certain restrictions,
      and prior approval from the SAFE or its relevant branches must be
      sought.




We
      are a
      FIE to which the Foreign Exchange Control Regulations are applicable. There
      can
      be no assurance that we will be able to obtain sufficient foreign exchange
      to
      pay dividends or satisfy other foreign exchange requirements in the
      future.




Since
      1994, the exchange rate for Renminbi against the United States dollars has
      remained relatively stable, most of the time in the region of approximately
      RMB8.28 to US$1.00. However, in 2005, the Chinese government announced that
      would begin pegging the exchange rate of the Chinese Renminbi against a number
      of currencies, rather than just the U.S. dollar. As our operations are primarily
      in China, any significant revaluation of the Chinese Renminbi may materially
      and
      adversely affect our cash flows, revenues and financial condition. For example,
      to the extent that we need to convert United States dollars into Chinese
      Renminbi for our operations, appreciation of this currency against the United
      States dollar could have a material adverse effect on our business, financial
      condition and results of operations. Conversely, if we decide to convert Chinese
      Renminbi into United States dollars for other business purposes and the United
      States dollar appreciates against this currency, the United States dollar
      equivalent of the Chinese Renminbi we convert would be reduced.





**Employees**




Currently,
      the Company has 68 employees, of which 7 persons are senior management and
      23
      persons perform landscape construction. 38.2% of total employees have bachelor
      degrees or above.




**Reports
      to Security Holders**





The
      Company is not required to deliver an annual report to security holders and
      will
      not voluntarily deliver a copy of the annual report to security holders. If
      the
      Company should choose to create an annual report, it will contain audited
      financial statements. The Company intends to file all of its required
      information with the SEC. The Company plans to file its 10-KSB, 10-QSB, and
      all
      other forms that are or may become applicable with the SEC.





The
      public may read and copy any materials that are filed by the Company with the
      SEC at the SEC’s Public Reference Room at 100 F Street, NE, Washington, D.C.
      20549. The Public may obtain information on the operation of the Public
      Reference Room by calling the SEC at 1-800-SEC-0330. The statements and forms
      filed by the Company with the SEC have been filed electronically and are
      available for viewing or copy on the SEC maintained Internet site that contains
      reports, proxy and information statements, as well as other information
      regarding issuers that file electronically with the SEC. The Internet address
      for this site can be found at http://www.sec.gov.





**ITEM
      2.** **DESCRIPTION OF PROP****ERTY**





Currently
      the Company has one
      three-year operating lease for our office space, the total area of which is
      4,300 square feet, located at 4th/Fl, Block A, 12 Xiang Zi Miao Street, Bei
      Lin
      Qu, Xi An, P. R. China. Pursuant to the terms of the lease, the annual rental
      payment is $25,000 paid semi-annually. This space is adequate for our present
      and planned future operations. No other businesses operate from this
      office.





**ITEM
      3.** **LEGAL PROCEED****INGS**





We
      are
      not aware of any pending or threatened legal proceedings, in which we are
      involved. In addition, we are not aware of any pending or threatened legal
      proceedings in which entities affiliated with our officers, directors or
      beneficial owners are involved.




**ITEM
      4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**





None.




12
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          of Contents*




PART
      II






**ITEM
        5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER  MATTERS**




The
      Company's securities trade on a limited basis on the Electronic Over-the-Counter
      Bulletin Board under the symbol, “DPPT.OB”. On September 21, 2007, the closing
      price was $0.51. Trading in the common stock in the over-the-counter market
      has
      been limited and sporadic and the quotations set forth below are not necessarily
      indicative of actual market conditions. Furthermore, over-the-counter market
      quotations reflect inter-dealer prices, without retail mark-up, mark-down or
      commissions and may not represent actual transactions. The following sets forth
      the high and low range of closing prices for each quarter of the fiscal years
      ended June 30, 2007 and 2006 as reported by the National Quotation
      Bureau:





ClosingHigh
            
            
            Low3/31/2006
            
            
            .20
            
            
            
            .206/30/2006
            
            
            .20
            
            
            
            .209/30/2006
            
            
            .20
            
            
            
            .2012/31/2006
            
            
            .51
            
            
            
            .513/31/2007
            
            
            .51
            
            
            
            .516/30/2007
            
            
            .51
            
            
            
            .519/30/2007
            
            
            .51
            
            
            
            .5112/31/2007
            
            
            .51
            
            
            
            .51




Common
      Stock





The
      Company currently has 100,000,000 authorized shares of Common Stock, par value
      $.001.****The holders of shares of Common Stock have one vote
      per share. Except as otherwise provided herein or as otherwise provided by
      applicable law, all shares of Common Stock shall have identical rights and
      privileges in every respect. None of the shares have preemptive or cumulative
      voting rights, have any rights of redemption or are liable for assessments
      or
      further calls. The holders of Common Stock are entitled to dividends, in cash,
      stock or otherwise, when and as declared by the Board of Directors from funds
      legally available, and upon liquidation of the Company to share pro rata in
      any
      distribution to shareholders. As of September 21, 2007, the number of holders
      of
      record of shares of common stock, excluding the number of beneficial owners
      whose securities are held in street name was approximately 3,300.





Preferred
      Stock





The
      Company currently has 100,000
      authorized shares of Preferred Stock, par value $.001. The board of directors
      is
      authorized, subject to limitations prescribed by law, to provide for the
      issuance of shares of Preferred Stock in one or more series, to establish the
      number of shares to be included in each series, and to fix the designation,
      and
      powers, including voting rights, if any, preferences, and rights of the shares
      of each series, and any qualifications, limitations, or restrictions
      thereof.





(1)
            Conversion
                into Common Stock.





(a)
            Right
                to Convert. Each share of Convertible Preferred Stock shall be
                convertible, at the option of the holder thereof, at any time after
                one
                year from the date of issuance (the “Conversion Date”) into fifty (50)
                shares of fully paid and non-assessable shares of Common Stock (the
                “Conversion Ration”).





(b)
            Mechanics
                of Conversion. Before any holder shall be entitled to convert, he
                shall
                surrender the certificate or certificates representing Convertible
                Preferred Stock to be converted, duly endorsed or the Corporation
                or of
                any transfer agent, and shall give written notice to the Corporation
                at
                such office that he elects to convert the same. The Corporation shall,
                as
                soon as practicable thereafter, issue a certificate or certificates
                for
                the number of shares of Common Stock to which the holder shall be
                entitled. The Corporation shall, as soon as practicable after delivery
                of
                such certificates, or such agreement and indemnification in the case
                of a
                lost, stolen or destroyed certificate, issue and deliver to such
                holder of
                Convertible Preferred Stock a certificate or certificates for the
                number
                of shares of Common Stock to which such holder is entitled as aforesaid
                and a check payable to the holder in the amount of any cash amounts
                payable as the result of a conversion into fractional shares of Common
                Stock. Such conversion shall be deemed to have been made immediately
                prior
                to the close of business on the date of such surrender of the shares
                of
                Convertible Preferred Stock to be
                converted.




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(c)
            Adjustment
                to Conversion Ratio.





(i)
            Merger
                or Reorganization. In case of any consolidation or merger of the
                Corporation as a result of which holder of Common Stock become entitled
                to
                receive other stock or securities or property, or in case of any
                conveyance of all or substantially all of the assets of the Corporation
                to
                another corporation, the Corporation shall mail to each holder of
                Convertible Preferred Stock at least thirty (30) days prior to the
                consummation of such event a notice thereof, and each such holder
                shall
                have the option to either (i) convert such holder’s shares of Convertible
                Preferred Stock into shares of Common Stock pursuant to this Section
                3 and
                thereafter receive the number of shares of stock or other securities
                or
                property to which a holder of the number of shares of Common Stock
                of the
                Corporation deliverable upon conversion of such Convertible Preferred
                Stock would have been entitled upon such consolidation, merger or
                conveyance, or (ii) exercise such holder’s rights pursuant to Section 4
                (a). Unless otherwise set forth by the Board of Directors, the Conversion
                Ratio shall not be affected by a stock dividend or subdivision (stock
                split) on the Common Stock of the corporation, or a stock combination
                (reverse stock split) or stock consolidation by reclassification
                of the
                Common Stock. However, once the Convertible Preferred Stock has been
                converted to Common Stock, it shall be subject to all corporate actions
                that affect or modify the common
                stock.





(d)
            No
                Impairment. The Corporation will not, by amendment of its Articles
                of
                Incorporation, this Certificate of Designation or through any
                reorganization, transfer of assets, consolidation, merger, dissolution,
                issue or sale of securities or any other voluntary action, avoid
                or seek
                to avoid the observance or performance of any of the terms to be
                observed
                or performed hereunder by the Corporation, but will at all times
                in good
                faith assist in the carrying out of all the provisions of this Section
                4
                and in the taking of all such action as may be necessary or appropriate
                in
                order to protect the Conversion Rights of the holders of the Convertible
                Preferred Stock against impairment.





(e)
            Certificate
                as to Adjustments. Upon the occurrence of each adjustment or readjustment
                of the Conversion Ratio of the Convertible Preferred Stock pursuant
                to
                this Section 3, the Corporation at its expense shall promptly compute
                such
                adjustment or readjustment in accordance with the terms hereof and
                furnish
                to each holder of Convertible Preferred Stock a certificate setting
                forth
                such adjustment or readjustment and the calculation on which such
                adjustment or readjustment is based. The Corporation shall, upon
                the
                written request at any time of any holder of Convertible Preferred
                Stock,
                furnish or cause to be furnished to such holder a like certificate
                setting
                forth (i) such adjustment and readjustment, (ii) the Conversion Ratio
                for
                the Convertible Preferred Stock at the time in effect and (iii) the
                number
                of share of Common Stock and the amount, if any, of other property
                which
                at the time would be received upon the conversion of the Convertible
                Preferred Stock.





(f)
            Notice
                of Record Date. In the event of any taking by the Corporation of
                a record
                of the holders of any class of securities for the purpose of determining
                the holders thereof who are entitled to receive any dividend (other
                than a
                cash dividend which is the same as cash dividends paid in previous
                quarter) or other distribution, the Corporation shall mail to each
                holder
                of Convertible Preferred Stock at least ten (10) days prior to the
                date
                specified herein, a notice specifying the date on which any such
                record is
                to be taken for the purpose of such dividend or
                distribution.





(g)
            Common
                Stock Reserve. The corporation shall reserve and keep available out
                of its
                authorized but unissued Common Stock such number of shares of Common
                Stock
                as shall from time to time be sufficient to effect conversion of
                the
                Convertible Preferred Stock.





(2)
            Voting
                Rights. Except as otherwise required by law, the holders of
                Convertible Preferred Stock and the holders of Common Stock shall
                be
                entitled to notice of any stockholders’ meeting and to vote as a single
                class upon any matter submitted to the stockholders for a vote as
                follows:
                (i) the holders of each series of Preferred Stock shall have one
                vote for
                each full share of Common Stock into which a share of such series
                would be
                convertible on the record date for the vote, or, if no such record
                date is
                established, at the date such vote is taken or any written consent
                of
                stockholders is solicited; and (ii) the holders of Common Stock shall
                have
                one vote per share of Common Stock held as of such
                date.





(3)
            Reissuance.
                No share or shares of Convertible Preferred Stock acquired by the
                Corporation by reason of conversion, all such shares thereafter shall
                be
                returned to be the status of unissued shares of Convertible Preferred
                Stock of the Corporation.




14
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          of Contents*




Dividend
      Policy





The
      Company does not anticipate paying any cash dividends on its common stock in
      the
      foreseeable future because it intends to retain its earnings to finance the
      expansion of its business. Thereafter, declaration of dividends will be
      determined by the Board of Directors in light of conditions then existing,
      including without limitation the Company's financial condition, capital
      requirements and business condition.





Recent
      Sales of Unregistered Securities; Use of Proceeds from Registered
      Securities**





(a)
            On
                February 6, 2007, the Company issued to the Lv Bao shareholders 26,000,000
                new investment shares of common stock and 100,000 new shares of preferred
                stock of the Company in exchange for all of the registered capital
                of Lv
                Bao owned by Lv Bao Shareholders, pursuant to Plan of Exchange, dated
                November 8, 2006.




The
      foregoing transactions were private transactions not involving a public offering
      and were exempt from registration provisions of the Securities Act of 1933,
      as
      amended, or the “Act”, pursuant to Section 4(2) thereof. The sale of the
      securities was without the use of an underwriter, and the certificates
      representing the shares of common stock bear a restrictive legend permitting
      transfer only upon registration or under an exemption from registration under
      the Act.





Purchases
      of Equity Securities by the Small Business Issuer and Affiliated
      Purchasers**





(a)
            
            On
                February 6, 2007, Daniel Slocum, our former president, returned 844,500
                shares of the Common Stock of DPPT against payment of
                $530,000.





2007
      Benefit Plan of Dispatch Auto Parts, Inc





In
      July
      2007, we established “2007 Benefit Plan of Dispatch Auto Parts,
      Inc.”  (the "Plan") to provide employees, directors, officers,
      consultants, advisors, and other persons who provide valuable services to the
      Company, with equity-based compensation incentives. Under the Plan, we may
      issue
      up to 5,000,000 shares of $.001 par value common stock. The Plan has a term
      of
      five years, therefore, will expire in September 2012. There are currently
      2,000,000 common shares issued under the plan.




**Equity
      Compensation Plan Information**




(a)
            (b)
            (c)Plan
                category
            Number
                of securities to be issued upon exercise of outstanding options,
                warrants
                and rights
            Weighted-average
                exercise price of outstanding options, warrants and rights
            Number
                of securities remaining available for future issuance under equity
                compensation plans (excluding securities reflected in column
                (a))Equity
                compensation plans approved by security holders
            2,000,000
            $.51
            1,020,000Equity
                compensation plans not approved by security holders
            -
            $ 
                -
            -Total
            2,000,000
            
            1,020,000




15
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          of Contents*




Limited
      Market for Common Stock.





There
      is
      currently a limited trading market for our shares of common stock, and there
      can
      be no assurance that a more substantial market will ever develop or be
      maintained. Any market price for shares of common stock of Dispatch Auto Parts,
      Inc. is likely to be very volatile, and numerous factors beyond our control
      may
      have a significant adverse effect on that market price. In addition, the stock
      markets generally have experienced, and continue to experience, extreme price
      and volume fluctuations which have affected the market price of many small
      capital companies, and which have often been unrelated to the operating
      performance of these companies. These broad market fluctuations, as well as
      general economic and political conditions, may also adversely affect the market
      price of our common stock. Further, there is no correlation between the present
      limited market price of our common stock and our revenues, book value, assets
      or
      other established criteria of value. The present limited quotations of our
      common stock should not be considered indicative of the actual value of Dispatch
      Auto Parts, Inc., or our common stock.





ITEM
      6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
      OF OPERATIONS





With
      the
      exception of historical facts stated herein, the matters discussed in this
      report are "forward looking" statements that involve risks and uncertainties
      that could cause actual results to differ materially from projected results.
      Such "forward looking" statements include, but are not necessarily limited
      to,
      statements regarding anticipated levels of future revenues and earnings from
      our
      operations. Readers of this report are cautioned not to put undue reliance
      on
      "forward looking" statements, which are, by their nature, uncertain as reliable
      indicators of future performance. We disclaim any intent or obligation to
      publicly update these "forward looking" statements, whether as a result of
      new
      information, future events, or otherwise. In addition the uncertainties include,
      but are not limited to, competitive conditions involving our
      markets.




CRITICAL
      ACCOUNTING POLICIES




**Revenue
      recognition**





The
      Company recognizes revenue when persuasive evidence of an arrangement exists,
      delivery has occurred, the fee is fixed or determinable and collectibility
      is
      probable. The Company assesses collectibility based upon our clients’ financial
      condition and prior payment history, as well as our performance under the
      contract.  The Company recognizes these revenues in the period that
      the service is provided.





(a)           Contract
      revenue





The
      Company applies the percentage-of-completion method under SOP 81-1
*“Accounting for Performance of Construction-Type and Production-Type
      Contracts”*, to recognize revenues for landscape design and engineering
      projects that require significant modification or customization subject to
      the
      customers. The Company records a provision in those instances in which the
      Company believe a contract will probably generate a net loss and the Company
      can
      reasonably estimate this loss.  If the Company cannot reasonably
      estimate the loss, the Company limits the amount of revenue that the Company
      recognizes to the costs the Company has incurred, until the Company can estimate
      the total loss.  Advance payments from customers and amounts billed to
      clients in excess of revenue recognized are recorded as receipt in
      advance.





(b)           Interest
      income





Interest
      income is recognized on a time apportionment basis, taking into account the
      principal amounts outstanding and the interest rates applicable.




16
 *Table
          of Contents*





**Billed
      and unbilled accounts receivable and allowance for doubtful
      accounts**





The
      Company generally bills its customers under its long term contracts pursuant
      to
      billing schedules contained in the contracts or, upon completion of agreed
      milestones or deliveries, with each milestone or delivery typically having
      a
      value specified in the contract. An allowance, for doubtful accounts is
      established and determined based on managements’ assessment of known
      requirements, aging of receivables, payment history, the customer’s current
      credit worthiness and the economic environment. As of June 30, 2007 and
      2006, an allowance for doubtful accounts of $101,247 and $Nil was provided,
      respectively.





Unbilled
      accounts receivable comprise principally amounts of revenue recognized on
      contracts for which invoices have not been issued. It is expected that all
      unbilled accounts receivable balances will be billed in the next twelve
      months.





**Property,
      Plant, and Equipment**





Property,
      plant and equipment are stated at cost less accumulated depreciation and
      accumulated impairment losses, if any.  Depreciation is calculated on
      the straight-line basis over the following expected useful lives from the date
      on which they become fully operational and after taking into account their
      estimated residual values:





Depreciable
                life
            
            Residual
                valueLeasehold
                improvement
            10
                years
            
            5%Plant
                and machinery
            10
                years
            
            5%Motor
                vehicles
            10
                years
            
            5%Office
                equipment
            5
                years
            
            5%





Expenditure
      for maintenance and repairs is expensed as incurred.





**RESULTS
      OF OPERATIONS**




The
      following discussion should be read
      in conjunction with the financial statements included in this report and is
      qualified in its entirety by the foregoing.





Revenues





Net
      revenues were $3,979,748 for the
      year ended June 30, 2007, compared to net revenues of $2,782,922 for the year
      ended June 30, 2006. The sales revenues were due primarily to the landscaping
      construction and maintenance projects. The Company usually provides the clients
      with full services including design, construction and maintenance. The Company
      has its own designers experienced in landscaping. The effects from humanism,
      history and local climate will be integrated in the design. The documents
      provided by the Company include the floor plan, effect layout, construction
      blueprint. The profit margin due to the project design ranges from 1% to 5%,
      which was included in the contract price without separate charge. The
      construction will be conducted by the Company after the construction blueprint
      is approved by the clients. The profit margin due to the project construction
      is
      approximately 30%.





The
      lifecycle of a project is
      determined by the project's magnitude, which would be clearly described in
      the
      contracts case by case. In most cases, the construction periods could cover
      two
      years, including construction in the first year and maintenance in the second
      year. The Company applies the percentage-of-completion method to recognize
      revenues for the projects. Therefore, approximately 90% of the contract amount
      will be recognized in the first year according to the percentage of completion,
      and approximately 10% of the contract amount will be recognized in the second
      year of the project reflecting the maintenance services. During the year ended
      June 30, 2007, approximately 85% of annual revenues were due to eight landscape
      construction projects signed during the fiscal year ended June 30, 2007, three
      of which were completed and the other five projects were expected to be
      completed during the fiscal year ended June 30, 2008. The Company expects sales
      to increase during the fiscal year of 2007 as the Company has another three
      new
      projects with total contract price of approximately $4,600,000 signed in March
      and April 2007, which are expected to be completed by March 2008.




17
 *Table
          of Contents*





Cost
      of Revenue





Cost
      of
      revenue primarily includes purchase of raw materials, sub-contracting charges
      and direct overhead. Cost of plants and direct labor would be examples of cost
      of revenue. In addition, cost of revenue will be affected by the amendment
      of
      initially approved proposals due to either the clients' request or the
      unexpectation encountered during the construction process. Such unexpectation
      will include additional underground construction, the complexity of the
      environment, and the survival rate of the plants. During the year ended
      June 30, 2007, we had $2,559,754 in cost of revenues, which was approximately
      64% of revenues, compared to $1,881,142 in cost of revenues during the year
      ended June 30, 2006, or approximately 68% of revenues in the year. The cost
      of
      revenue as a percentage of revenue was constant during these two years due
      to
      the stable price in the cost components. The Company expects to lower the cost
      of revenue by devoting more time to consulting services in the
      future.





Income
      / Loss





The
      Company had net income of $313,686 and $393,938 for the years ended June 30,
      2007 and 2006, respectively, primarily attributable to the profitability in
      landscape construction and maintenance projects. The gross profits sufficiently
      covered the operating expenses in both years.





The
      Company expects to maintain profitability during fiscal year 2007 since the
      contracts signed in March 2007 with total contract price of $2,000,000 will
      be
      completed by March 2008. However, the Company has no responsibility to guarantee
      the profitability, or the growth of any revenue in the future.





Expenses





Selling,
      general and administrative expenses for the years ended June 30, 2007 and 2006
      were $632,440 and $237,134, respectively. The increase in operating expenses
      in
      the fiscal year of 2006 was attributable to consulting and professional fees
      of
      $85,294 incurred primarily from the audits and related services, and non-cash
      compensation of $273,750, which was the result of the issuance of 1,000,000
      shares of common stock for services. The shares were valued based on the market
      price on the date of the stock grant, resulting in total expenses of $510,000
      for services rendered, which was booked pro rata within the relative service
      periods. The Company did not have such cash and non-cash consulting expenses
      during the year ended June 30, 2006 because the process of reverse merger did
      not commence until November 2006.




The
        other
        selling, general and administrative expenses during the year ended June 30,
        2007
        were $273,396, increasing by $36,262 compared to other selling, general and
        administrative expenses of $237,134 during the year ended June 30, 2006.
        The
        components of other selling, general and administrative expenses included
        salaries, traveling and office expenses, bank charges in both
        years.





Impact
      of Inflation





The
      Company believes that inflation has had a negligible effect on operations during
      these years. The Company believes that the Company can offset inflationary
      increases in the cost of revenue by increasing revenue and improving operating
      efficiencies.




18
 *Table
          of Contents*




Liquidity
      and Capital Resources





Cash
      flows provided by operating activities were $1,468,311 for the year ended June
      30, 2007, compared to cash flows provided by operating activities were $94,123
      for the year ended June 30, 2006. Cash flows from operations during the year
      ended June 30, 2007 were due primarily to the collection of accounts receivable
      by $279,151, the increase in accounts payables by $383,213 and the increase
      in
      income tax payable by $123,168, partially offset by the increase in unbilled
      accounts receivable by $96,232, and decrease in receipt in advance by $111,996
      during the year ended June 30, 2007.





Billed
      accounts receivable as of June
      30, 2007 decreased from $470,942 to $103,953 due primarily to the collection
      of
      $279,151 and allowance for doubtful accounts of $101,247. The majority of the
      Company’s sales are on open credit terms and in accordance with terms specified
      in the contracts governing the relevant transactions.  The Company
      evaluates the need of an allowance for doubtful accounts based on specifically
      identified amounts that management believes to be uncollectible.  If
      actual collections experience changes, revisions to the allowance may be
      required.  Based upon the aforementioned criteria, the allowance for
      doubtful accounts was $1031,953247 and $Nil as of June 30, 2007 and 2006
      respectively.





The
      Company applies the percentage-of-completion method under SOP81-1 to recognize
      revenues for landscape design and engineering projects. There were four major
      contracts with total contract value of approximately $2,536,206 completed during
      the year ended June 30, 2007 on which $98,804 of invoices were unbilled, which
      will be billed as soon as the clients agree with the progress of the
      projects.





For
      these
      contracts, contract costs of completed contracts have been fully incurred and
      the extent of progress toward completion was almost finished. Therefore, the
      total contract amount had been fully recognized in accordance with the
      percentage-of-completion method.  Unbilled accounts receivable as of
      June 30, 2007 comprised principally amounts of revenue recognized on contracts
      for which invoices have not been issued.





Cash
      flows used in investing activities were $140,512 and $121,203 for the years
      ended June 30, 2007 and 2006, respectively, which were due primarily to the
      purchase of property and equipment during both years.





Cash
      flows provided by financing activities were $161,445 for the year ended June
      30,
      2007 due primarily to advances from shareholders, compared to cash flows of
      $355,156 used in financing activities for the year ended June 30, 2006 primarily
      attributable to the repayments of advances from stockholders.





The
      Company projects that the Company
      will need additional capital to fund operations over the next 12 months. The
      Company anticipates the Company will need an additional $1,500,000 in working
      capital during fiscal year of 2007 and $2,000,000 for the two years
      thereafter.




Overall,
      the Company has funded its
      cash needs during the year ended June 30, 2007 from the receipt of revenues.
      If
      the Company is unable to maintain profitability, the Company may need to rely
      on
      financing from related parties and outside sources through debt or equity
      transactions. The Company's related parties are under no legal obligation to
      provide the Company with capital infusions. Failure to obtain such financing
      could have a material adverse effect on operations and financial
      condition.




19
 *Table
          of Contents*




The
      Company had cash of $2,775,361 on
      hand and a working capital of $2,344,574 as of June 30, 2007. Currently, the
      Company has enough cash to fund its operations for about six months. This is
      based on current cash flows from operating activities and projected revenues.
      Also, if the projected revenues fall short of needed capital the Company may
      not
      be able to sustain its capital needs. The Company will then need to obtain
      additional capital through equity or debt financing to sustain operations for
      an
      additional year. The Company's current level of operations would require capital
      of approximately $1,500,000 to sustain operations through fiscal year of 2007
      and approximately $2,000,000 per year thereafter. Modifications to the Company's
      business plans may require additional capital to operate. For example, if the
      Company is unable to raise additional capital in the future the Company may
      need
      to curtail is number of projects offers or limit its marketing efforts to the
      most profitable geographical areas. This may result in lower revenues and market
      share for the Company. In addition, there can be no assurance that additional
      capital will be available to the Company when needed or available on terms
      favorable.




On
      a long-term basis, liquidity is
      dependent on continuation and expansion of operations, receipt of revenues,
      and
      additional infusions of capital and debt financing. The Company's current
      capital and revenues are insufficient to fund such expansion. If the Company
      chooses to launch such an expansion campaign, the Company will require
      substantially more capital. The funds raised from this offering will also be
      used to market the Company's products and services as well as expand operations
      and contribute to working capital. However, there can be no assurance that
      the
      Company will be able to obtain additional equity or debt financing in the
      future, if at all. If the Company is unable to raise additional capital, the
      Company's growth potential will be adversely affected and the Company will
      have
      to significantly modify its plans. For example, if the Company is unable to
      raise sufficient capital to develop its business plan, the Company may need
      to
      limit the Company's future marketing efforts to areas that the Company believes
      would be the most profitable.





Demand
      for the products and services
      will be dependent on, among other things, market acceptance of the Company's
      products, landscaping market in general, and general economic conditions, which
      are cyclical in nature. Inasmuch as a major portion of the Company's activities
      is the receipt of revenues from the landscape design and engineering projects,
      the Company's business operations may be adversely affected by the Company's
      competitors and prolonged recession periods.




The
      Company's success will be dependent
      upon implementing its plan of operations and the risks associated with its
      business plans. The Company was engaged in landscape engineering advisory
      service. The Company plans to strengthen its position in landscaping markets.
      The Company also plans to expand its operations through aggressively marketing
      its projects.****




20
 *Table
          of Contents*




**ITEM
      7.  FINANCIAL STATEMENTS**


**DISPATCH
        AUTO PARTS, INC.**
 
 **INDEX
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 
 
 **Page**Report
                  of Independent Registered Public Accounting Firm
              
              22Consolidated
                  Balance Sheets
              
              23Consolidated
                  Statements of Operations And Comprehensive Income
              
              24Consolidated
                  Statements of Cash Flows
              
              25Consolidated
                  Statements of Stockholders’ Equity
              
              26Notes
                  to Consolidated Financial Statements
              
              27-42
 
 
 21
 *Table
            of Contents*
  **REPORT
        OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**
 
 
 The
        Board
        of Directors and Stockholders of
 **Dispatch
        Auto Parts, Inc.**
 
 We
        have
        audited the accompanying consolidated balance sheets of Dispatch Auto Parts,
        Inc. and its subsidiaries (“the Company”) as of June 30, 2007 and 2006 and the
        related consolidated statements of operations and comprehensive income, cash
        flows and stockholders’ equity for the years ended June 30, 2007 and
        2006.  The financial statements are the responsibility of the
        Company’s management. Our responsibility is to express an opinion on these
        financial statements based on our audits.
 
 We
        conducted our audits in accordance with the standards of the Public Company
        Accounting Oversight Board (United States).  Those standards require
        that we plan and perform the audits to obtain reasonable assurance about
        whether
        the financial statements are free of material misstatement.  The
        Company is not required to have, nor were we engaged to perform, an audit
        of its
        internal control over financial reporting.  Our audits include
        consideration of internal control over financial reporting as a basis for
        designing audit procedures that are appropriate in the circumstances, but
        not
        for the purpose of expressing an opinion on the effectiveness of the Company’s
        internal control over financial reporting. Accordingly, we express no such
        opinion. An audit also includes examining, on a test basis, evidence supporting
        the amounts and disclosures in the financial statements, assessing the
        accounting principles used and significant estimates made by management,
        as well
        as evaluating the overall financial statement presentation.  We
        believe that our audits provide a reasonable basis for our opinion.
 
 In
        our
        opinion, the consolidated financial statements referred to above present
        fairly,
        in all material respects, the financial position of the Company as of June
        30,
        2007 and 2006 and the results of operations and cash flows for the years
        ended
        June 30, 2007 and 2006 and in conformity with accounting principles generally
        accepted in the United States of America.
 
 
 
 /s/Zhong Yi (Hong Kong) C.P.A. Company Limited
 Zhong
        Yi
        (Hong Kong) C.P.A. Company Limited
 Certified
        Public Accountants
 
 Hong
        Kong, China
 October
        11, 2007
  22
 *Table
            of Contents*
 
 
 **DISPATCH
                  AUTO PARTS, INC.**
                **CONSOLIDATED
                  BALANCE SHEETS**
                **AS
                  OF JUNE 30, 2007 AND 2006**
                **(Currency
                  expressed in United States Dollars (“US$”), except for number of
                  shares)**As
                  of June 30,2007
              
              
              2006(restated)**ASSETS**Current
                  assets:Cash
                  and cash equivalents
              
              $
              2,775,361
              
              
              $
              1,186,921Billed
                  accounts receivable, net
              
              
              103,953
              
              
              
              470,942Unbilled
                  accounts receivable
              
              
              98,804
              
              
              
              -Amount
                  due from stockholders
              
              
              39,080
              
              
              
              186,702Other
                  receivables and prepayments
              
              
              2,100
              
              
              
              -Total
                  current assets
              
              
              3,019,298
              
              
              
              1,844,565Property,
                  plant and equipment, net
              
              
              470,960
              
              
              
              408,427**TOTAL
                  ASSETS**
              
              $
              3,490,258
              
              
              $
              2,252,992**LIABILITIES
                  AND STOCKHOLDERS’ EQUITY**Current
                  liabilities:Accounts
                  payable
              
              $
              393,455
              
              
              $
              -Receipt
                  in advance
              
              
              -
              
              
              
              109,507Income
                  tax payable
              
              
              201,545
              
              
              
              71,506Other
                  payables and accrued liabilities
              
              
              79,724
              
              
              
              40,777Total
                  liabilities
              
              
              674,724
              
              
              
              221,790Minority
                  interest in consolidated subsidiaries
              
              
              141,044
              
              
              
              97,471Stockholders’
                  equity:Preferred
                  stock, $0.001 par value; 100,000 shares authorized; 100,000 shares
                  issued
                  and outstanding
              
              
              100
              
              
              
              100Common
                  stock, $0.001 par value; 100,000,000 shares authorized; 28,662,114
                  and
                  26,000,000 shares issued and outstanding as of June 30, 2007 and
                  2006
              
              
              28,662
              
              
              
              26,000Additional
                  paid-in capital
              
              
              1,151,049
              
              
              
              619,185Deferred
                  compensation
              
              
              (236,250
              )
              
              
              -Accumulated
                  other comprehensive income
              
              
              168,372
              
              
              
              39,575Statutory
                  reserve
              
              
              155,661
              
              
              
              100,167Retained
                  earnings
              
              
              1,406,896
              
              
              
              1,148,704Total
                  stockholders’ equity
              
              
              2,674,490
              
              
              
              1,933,731**TOTAL
                  LIABILITIES AND STOCKHOLDERS’ EQUITY**
              
              $
              3,490,258
              
              
              $
              2,252,992
 
 See
        accompanying notes to consolidated financial statements.
  23
 *Table
            of Contents*
  **DISPATCH
                  AUTO PARTS, INC.**
                **CONSOLIDATED
                  STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME**
                **FOR
                  THE YEARS ENDED JUNE 30, 2007 AND 2006**
                **(Currency
                  expressed in United States Dollars (“US$”), except for number of
                  shares)**Years
                  ended June 30,2007
              
              
              2006(restated)**Revenues,
                  net**
              
              $
              3,979,748
              
              
              $
              2,782,922**Cost
                  of revenue**
              
              
              2,559,754
              
              
              
              1,881,142**Gross
                  profit**
              
              
              1,419,994
              
              
              
              901,780**Operating
                  expenses:**Consulting
                  and professional fees
              
              
              359,044
              
              
              
              -General
                  and administrative
              
              
              273,396
              
              
              
              237,134Total
                  operating expenses
              
              
              632,440
              
              
              
              237,134**Income
                  from operations**
              
              
              787,554
              
              
              
              664,646**Other
                  income:**Other
                  income
              
              
              -
              
              
              
              12,375Interest
                  income
              
              
              155
              
              
              
              198Total
                  other income
              
              
              155
              
              
              
              12,573**Income
                  before income taxes and minority interest**
              
              
              787,709
              
              
              
              677,219Income
                  tax expense
              
              
              (430,450
              )
              
              
              (256,210
              )**Income
                  before minority interest**
              
              
              357,259
              
              
              
              421,009Minority
                  interest
              
              
              (43,573
              )
              
              
              (27,071
              )**NET
                  INCOME**
              
              $
              313,686
              
              
              $
              393,938Other
                  comprehensive income:-
                  Foreign currency translation gain
              
              
              128,797
              
              
              
              42,290**COMPREHENSIVE
                  INCOME**
              
              $
              442,483
              
              
              $
              436,228Net
                  income per share – basic and diluted
              
              $
              0.012
              
              
              $
              0.015Weighted
                  average number of shares outstanding during the year – basic and
                  diluted
              
              
              26,896,548
              
              
              
              26,000,000
  See
        accompanying notes to consolidated financial statements.
  24
 *Table
            of Contents*
  **DISPATCH
                  AUTO PARTS, INC.**
                **CONSOLIDATED
                  STATEMENTS OF CASH FLOWS**
                **FOR
                  THE YEARS ENDED JUNE 30, 2007 AND 2006**
                **(Currency
                  expressed in United States Dollars (“US$”))**Years
                  ended June 30,2007
              
              
              2006(restated)**Cash
                  flows from operating activities:**Net
                  income
              
              $
              313,686
              
              
              $
              393,938Adjustments
                  to reconcile net income to net cash provided by operating
                  activities:Depreciation
              
              
              99,521
              
              
              
              79,764Rent
                  expense, non-cash
              
              
              24,526
              
              
              
              20,790Allowance
                  for doubtful accounts
              
              
              101,247
              
              
              
              -Common
                    stock issued for services rendered
              
              
              273,750
              
              
              
              -Minority
                  interest
              
              
              43,573
              
              
              
              27,071Changes
                  in operating assets and liabilities:Billed
                  accounts receivable, trade
              
              
              279,151
              
              
              
              (385,210
              )Unbilled
                  accounts receivable
              
              
              (96,232
              )
              
              
              19,847Other
                  receivables and prepayments
              
              
              (2,100
              )
              
              
              -Accounts
                  payable
              
              
              383,213
              
              
              
              -Receipt
                  in advance
              
              
              (111,996
              )
              
              
              108,500Income
                  tax payable
              
              
              123,168
              
              
              
              64,300Other
                  payables and accrued liabilities
              
              
              36,804
              
              
              
              (234,877
              )Net
                  cash provided by operating activities
              
              
              1,468,311
              
              
              
              94,123**Cash
                  flows from investing activities:**Purchase
                  of plant and equipment
              
              
              (140,512
              )
              
              
              (121,203
              )Net
                  cash used in investing activities
              
              
              (140,512
              )
              
              
              (121,203
              )**Cash
                  flows from financing activities:**Advances
                  from stockholders
              
              
              161,445
              
              
              
              -Repayments
                  of advances from stockholders
              
              
              -
              
              
              
              (355,156
              )Net
                  cash provided by (used in) financing activities
              
              
              161,445
              
              
              
              (355,156
              )**Foreign
                  currency translation adjustment**
              
              
              99,196
              
              
              
              49,603**NET
                  CHANGE IN CASH AND CASH EQUIVALENTS**
              
              
              1,588,440
              
              
              
              (332,633
              )**CASH
                  AND CASH EQUIVALENTS, BEGINNING OF YEAR**
              
              
              1,186,921
              
              
              
              1,519,554**CASH
                  AND CASH EQUIVALENTS, END OF YEAR**
              
              $
              2,775,361
              
              
              $
              1,186,921**SUPPLEMENTAL
                  DISCLOSURE OF CASH FLOW INFORMATION:**Cash
                  paid for income taxes
              
              $
              307,282
              
              
              $
              191,910Cash
                  paid for interest expenses
              
              $
              -
              
              
              $
              -
 
 See
        accompanying notes to consolidated financial statements.
  25
 *Table
            of Contents*
  **DISPATCH
                  AUTO PARTS, INC.**
                **CONSOLIDATED
                  STATEMENTS OF STOCKHOLDERS’ EQUITY**
                **FOR
                  THE YEARS ENDED JUNE 30, 2007 AND 2006**
                **(Currency
                  expressed in United States Dollars (“US$”), except for number of
                  shares)**Series
                  “A” Preferred Stock
              
              
              Common
                  stockNo.
                  of shares
              
              
              Amount
              
              
              No.
                  of shares
              
              
              Amount
              
              
              Additional
                paid-in
                  capital
              
              
              Deferred
                compensation
              
              
              Accumulated
                other
                comprehensive
                (loss)
                  income
              
              
              Statutory
                reserve
              
              
              Retained
                earnings
              
              
              Total
                  stockholders’
                equityBalance
                  as of July 1, 2005
                (restated)
              
              
              100,000
              
              
              $
              100
              
              
              
              26,000,000
              
              
              $
              26,000
              
              
              $
              598,395
              
              
              $
              -
              
              
              $
              (2,715
              )
              
              $
              18,775
              
              
              $
              836,158
              
              
              $
              1,476,713Rent
                  expense for office maintained by shareholder, non-cash
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              20,790
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              20,790Net
                  income for the year
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              393,938
              
              
              
              393,938Transfer
                  of retained earning to statutory reserves
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              81,392
              
              
              
              (81,392
              )
              
              
              -Foreign
                  currency translation adjustment
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              42,290
              
              
              
              -
              
              
              
              -
              
              
              
              42,290Balance
                  as of June 30, 2006
              
              
              100,000
              
              
              $
              100
              
              
              
              26,000,000
              
              
              $
              26,000
              
              
              $
              619,185
              
              
              $
              -
              
              
              $
              39,575
              
              
              $
              100,167
              
              
              $
              1,148,704
              
              
              $
              1,933,731Retirement
                  of common stock to treasury
              
              
              -
              
              
              
              -
              
              
              
              (845,000
              )
              
              
              (845
              )
              
              
              845
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -Shares
                  issued to complete reverse acquisition
              
              
              -
              
              
              
              -
              
              
              
              2,507,114
              
              
              
              2,507
              
              
              
              (2,507
              )
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -Shares
                  issued for services rendered, non-cash
              
              
              -
              
              
              
              -
              
              
              
              1,000,000
              
              
              
              1,000
              
              
              
              509,000
              
              
              
              (236,250
              )
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              273,750Rent
                  expense for office maintained by shareholder, non-cash
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              24,526
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              24,526Net
                  income for the year
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              313,686
              
              
              
              313,686Transfer
                  of retained earning to statutory reserves
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              55,494
              
              
              
              (55,494
              )
              
              
              -Foreign
                  currency translation adjustment
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              128,797
              
              
              
              -
              
              
              
              -
              
              
              
              128,797Balance
                  as of June 30, 2007
              
              
              100,000
              
              
              $
              100
              
              
              
              28,662,114
              
              
              $
              28,662
              
              
              $
              1,151,049
              
              
              $
              (236,250
              )
              
              $
              168,372
              
              
              $
              155,661
              
              
              $
              1,406,896
              
              
              $
              2,674,490
  See
        accompanying notes to consolidated financial statements.
  26
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
 **1.         ORGANIZATION
        AND BUSINESS BACKGROUND**
 
 Dispatch
        Auto Parts, Inc (the “Company” or “DPPT”) was incorporated under the laws of the
        State of Florida on September 14, 1989 as “First New York Investments,
        Inc.”  On November 25, 1996, the Company changed its name
        to “Computer Access International, Inc.” On March 31, 2005, the Company
        further changed its name to “Dispatch Auto Parts, Inc.”
 
 The
        Company, through its subsidiaries, mainly engages in the provision of landscape
        engineering service in the PRC.
 
 On
        November 8, 2006, DPPT entered a stock exchange transaction with Shaanxi Lv
        Bao Environmental Eco Industry Management Ltd. (“Lv Bao”) and the transaction
        was effectively completed on February 6, 2007.  Lv Bao was registered
        as a limited liability company in the People’s Republic of China (the “PRC”) on
        August 11, 2006 with its principal place of business in Xian City, Shaanxi
        Province, the PRC.  Its registered capital is Renminbi Yuan (“RMB”)
        5,000,000 (equivalent to $628,773).  Its principal activity was
        investment holding in Shaanxi Li Bao Sheng Tai Ke Ji Gu Fen You Xian Gong
        Si
        (“Li Bao”).
 
 The
        stock
        exchange transaction involved two simultaneous transactions:
 
 1)
              The majority
                  shareholders of DPPT deposited the 844,500 shares of the common stock
                  of DPPT into the account of escrow agent in exchange for $530,000
                  in cash
                  paid by the owners of Lv Bao.  The 844,500 shares will be
                  retired back to the treasury upon closing,
                  and;
 
 2)
              DPPT
                  issued to the Lv Bao owners 26,000,000 new investment shares of
                  common
                  Stock and 100,000 new shares of preferred stock of DPPT in exchange
                  for
                  all of the registered capital of Lv
                  Bao.
 
 Upon
        completion of the plan of exchange, Lv Bao became a wholly-owned subsidiary
        of
        DPPT.  Accordingly, there has been a change of control of DPPT and the
        Lv Bao’s owners now control 91% of the voting power of DPPT.
 
 On
        August
        30, 2006, Lv Bao entered into an acquisition agreement with
        Shaanxi Li Bao Sheng Tai Ke Ji Gu Fen You Xian Gong Si (“Li Bao”).  Li
        Bao was registered as a limited liability company in the PRC on November
        27, 2002 with a registered capital of $8,855,135 (equivalent to RMB70,000,000)
        and with its principal place of business in Shaanxi Province, the
        PRC.
 
 Li
        Bao
        was formed to engage in the trees and grasses plantation for outdoor decoration
        and provision of landscape engineering advisory service.  In January
        2004, Li Bao spun off its trees and grasses plantation business and since
        then,
        Li Bao only engages in landscape engineering advisory service.
 
 This
        acquisition transaction involved that Li Bao’s equity owners transferred the
        aggregate equity interest of 93.57% of the registered capital of Li Bao
        (equivalent to RMB65,500,000) to Lv Bao at no consideration.
  27
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  The
        transaction has been accounted for as a reverse acquisition and recapitalization
        of DPPT, through a wholly-owned subsidiary, Lv Bao, whereby Li Bao is
        deemed to be the ultimate accounting acquirer (legal acquiree) and DPPT to
        be
        the ultimate accounting acquiree (legal acquirer).  The accompanying
        consolidated financial statements are in substance those of Li Bao, with
        the
        assets and liabilities, and revenues and expenses, of DPPT and Lv Bao being
        included effective from the date of stock exchange transaction.  DPPT is
        deemed to be a continuation of the business of Li Bao.  Accordingly, the
        accompanying consolidated financial statements include the
        following:
 
 (1)
              the
                  balance sheet consists of the net assets of the accounting acquirer
                  at
                  historical cost and the net assets of the accounting acquiree at
                  historical cost;
 
 (2)
              the
                  financial position, results of operations, and cash flows of the
                  accounting acquirer for all periods presented as if the recapitalization
                  had occurred at the beginning of the earliest period presented
                  and the
                  operations of the accounting acquiree from the date of stock exchange
                  transaction.
 
 DPPT,
        Lv
        Bao and Li Bao are hereinafter referred to as (the “Company”).
 
 **2.         SUMMARY
        OF SIGNIFICANT ACCOUNTING POLICIES**
 
 l
              Basis
                  of presentation
 
 These
        accompanying consolidated financial statements have been prepared in
        accordance with generally accepted accounting principles in the United States
        of
        America.
 
 l
              Use
                  of estimates
 
 In
        preparing these consolidated financial statements, management makes estimates
        and assumptions that affect the reported amounts of assets and liabilities
        in
        the balance sheets and revenues and expenses during the years reported.
 Actual results may differ from these estimates.
 
 l
              Basis
                  of consolidation
 
 The
        consolidated financial statements include the financial statements of DPPT,
        Lv
        Bao and Li Bao.
 
 All
        significant inter-company balances and transactions among DPPT, Lv Bao and
        Li Bao have been eliminated upon consolidation.
  28
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  **l**
              Revenue
                  recognition
 
 The
        Company recognizes revenue when persuasive evidence of an arrangement exists,
        delivery has occurred, the fee is fixed or determinable and collectibility
        is
        probable. The Company assesses collectibility based upon our clients’ financial
        condition and prior payment history, as well as our performance under the
        contract.  The Company recognizes these revenues in the period that
        the service is provided.
 
 (a)           Contract
        revenue
 
 The
        Company applies the percentage-of-completion method under SOP 81-1
*“Accounting for Performance of Construction-Type and Production-Type
        Contracts”*, to recognize revenues for landscape design and engineering
        projects that require significant modification or customization subject to
        the
        customers. The Company records a provision in those instances in which the
        Company believe a contract will probably generate a net loss and the Company
        can
        reasonably estimate this loss.  If the Company cannot reasonably
        estimate the loss, the Company limits the amount of revenue that the Company
        recognizes to the costs the Company has incurred, until the Company can estimate
        the total loss.  Advance payments from customers and amounts billed to
        clients in excess of revenue recognized are recorded as receipt in
        advance.
 
 (b)         Interest
        income
 
 Interest
        income is recognized on a time apportionment basis, taking into account the
        principal amounts outstanding and the interest rates applicable.
 
 l
              Cost
                  of revenue
 
 Cost
        of
        revenue primarily includes purchase of raw materials, sub-contracting charges
        and direct overhead.
 
 l
              Cash
                  and cash equivalents
 
 Cash
        and
        cash equivalents are carried at cost and represent cash on hand, demand deposits
        placed with banks or other financial institutions and all highly liquid
        investments with an original maturity of three months or less as of the purchase
        date of such investments.
 
 l
              Billed
                  and unbilled accounts receivable and allowance for doubtful
                  accounts
 
 The
        Company generally bills its customers under its long term contracts pursuant
        to
        billing schedules contained in the contracts or, upon completion of agreed
        milestones or deliveries, with each milestone or delivery typically having
        a
        value specified in the contract. An allowance, for doubtful accounts is
        established and determined based on managements’ assessment of known
        requirements, aging of receivables, payment history, the customer’s current
        credit worthiness and the economic environment. As of June 30, 2007 and 2006,
        an
        allowance for doubtful accounts was $103,953 and $Nil,
        respectively.
  29
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  Unbilled
        accounts receivable comprise principally amounts of revenue recognized on
        contracts for which invoices have not been issued. It is expected that all
        unbilled accounts receivable balances will be billed in the next twelve
        months.
 
 l
              Property,
                  plant and equipment
 
 Property,
        plant and equipment are stated at cost less accumulated depreciation and
        accumulated impairment losses, if any.  Depreciation is calculated on
        the straight-line basis over the following expected useful lives from the
        date
        on which they become fully operational and after taking into account their
        estimated residual values:
  Depreciable
                  life
              
              Residual
                  valueLeasehold
                  improvement
              10
                  years
              
              5%Plant
                  and machinery
              10
                  years
              
              5%Motor
                  vehicles
              10
                  years
              
              5%Office
                  equipment
              5
                  years
              
              5%
 
 Expenditure
        for maintenance and repairs is expensed as incurred.
 
 l
              Valuation
                  of long-lived assets
 
 Long-lived
        assets primarily include property and equipment. In accordance with
        SFAS No. 144, “*Accounting for the Impairment or Disposal of
        Long-Lived Assets*”, the Company periodically reviews long-lived assets for
        impairment whenever events or changes in business circumstances indicate
        that
        the carrying amount of the assets may not be fully recoverable or that the
        useful lives are no longer appropriate. Each impairment test is based on
        a
        comparison of the undiscounted cash flows to the recorded value of the asset.
        If
        impairment is indicated, the asset is written down to its estimated fair
        value
        based on a discounted cash flow analysis. Determining the fair value of
        long-lived assets includes significant judgment by management, and different
        judgments could yield different results. There has been no impairment as
        of June
        30, 2007 or 2006.
 
 l
              Advertising
                  expenses
 
 The
        Company expenses advertising costs as incurred in accordance with the American
        Institute of Certified Public Accountants (“AICPA”) Statement of Position 93-7,
*“**Report**ing for Advertising Costs*”. Advertising
        expenses totaled $Nil and $11,476 during the years ended June 30, 2007
        and 2006, respectively.
 
 l
              Comprehensive
                  income
 
 SFAS
        No. 130, *“**Reporting Comprehensive Income”*, establishes
        standards for reporting and display of comprehensive income, its components
        and
        accumulated balances. Comprehensive income as defined includes all changes
        in equity during the year from non-owner sources.  Accumulated
        comprehensive income, as presented in the accompanying consolidated statement
        of
        stockholders’ equity consists of changes in unrealized gains and losses on
        foreign currency translation.  This comprehensive income is not
        included in the computation of income tax expense or benefit.
  30
 *Table
            of Contents*
  **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  l
              Income
                  taxes
 
 The
        Company accounts for income tax using SFAS No. 109 *“**Accounting for
        Income Taxes”*, which requires the asset and liability approach for
        financial accounting and reporting for income taxes.  Under this approach,
        deferred income taxes are provided for the estimated future tax effects
        attributable to temporary differences between financial statement carrying
        amounts of assets and liabilities and their respective tax bases, and for
        the
        expected future tax benefits from loss carry-forwards and provisions, if
        any.
 Deferred tax assets and liabilities are measured using the enacted tax
        rates expected in the years of recovery or reversal and the effect from a
        change
        in tax rates is recognized in the consolidated statement of operations and
        comprehensive income in the period of enactment.  A valuation allowance is
        provided to reduce the amount of deferred tax assets if it is considered
        more
        likely than not that some portion of, or all of the deferred tax assets will
        not
        be realized.
 
 l
              Net
                  income per share
 
 The
        Company calculates net income (loss) per share in accordance with SFAS
        No. 128,*“Earnings per Share”*.  Basic income (loss) per
        share is computed by dividing the net income (loss) by the weighted-average
        number of common shares outstanding during the year.  Diluted income
        (loss) per share is computed similar to basic income (loss) per share except
        that the denominator is increased to include the number of additional common
        shares that would have been outstanding if the potential common stock
        equivalents had been issued and if the additional common shares were
        dilutive.
 
 l
              Foreign
                  currencies translation
 
 The
        reporting currency of the Company is the United States dollar (“U.S.
        dollars”).  Transactions denominated in currencies other than U.S.
        dollar are calculated at the average rate for the period.  Monetary
        assets and liabilities denominated in currencies other than U.S. dollar are
        translated into U.S. dollar at the rates of exchange ruling at the balance
        sheet
        date.  The resulting exchange differences are recorded in other
        expenses in the consolidated statement of operations and comprehensive
        income.
 
 The
        Company’s subsidiaries, Lv Bao and Li Bao maintains its books and records in its
        local currency, the Renminbi Yuan (“RMB”), which is functional currency as being
        the primary currency of the economic environment in which its operations
        are
        conducted.  In general, for consolidation purposes, the Company
        translates the subsidiaries’ assets and liabilities into U.S. dollars using the
        applicable exchange rates prevailing at the balance sheet date, and the
        statement of operations is translated at average exchange rates during the
        reporting period.  Adjustments resulting from the translation of the
        subsidiaries’ financial statements are recorded as accumulated other
        comprehensive income.
 
 l
              Retirement
                  plan costs
 
 Contributions
        to retirement schemes (which are defined contribution plans) are charged
        to
        general and administrative expenses in the consolidated statements of income
        and
        comprehensive income as and when the related employee service is
        provided.
  31
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  l
              Stock-based
                  compensation
 
 The
        Company adopts SFAS No. 123R,*“Accounting for Stock-Based Compensation”*
        using the fair value method.  Under SFAS No. 123R, stock-based
        compensation expense is measured at the grant date based on the value of
        the
        option or restricted stock and is recognized as expense, less expected
        forfeitures, over the requisite service period, which is generally the vesting
        period.
 
 l
              Related
                  parties
 
 Parties,
        which can be a corporation or individual, are considered to be related if
        the
        Company has the ability, directly or indirectly, to control the other party
        or
        exercise significant influence over the other party in making financial and
        operating decisions.  Companies are also considered to be related if they
        are subject to common control or common significant influence.
 
 l
              Segment
                  reporting
 
 SFAS
        No.
        131 *“**Disclosures about Segments of an Enterprise and Related
        Information”* establishes standards for reporting information about
        operating segments on a basis consistent with the Company’s internal
        organization structure as well as information about geographical areas, business
        segments and major customers in financial statements.  The Company operates
        one reportable segment.
 
 l
              Fair
                  value of financial instruments
 
 The
        Company values its financial instruments as required by SFAS No. 107,
*“**Disclosures about Fair Value of Financial
        Instruments**”*.  The estimated fair value amounts have
        been determined by the Company, using available market information and
        appropriate valuation methodologies.  The estimates presented herein
        are not necessarily indicative of amounts that the Company could realize
        in a
        current market exchange.
 
 The
        Company’s financial instruments primarily include cash and cash equivalents,
        billed accounts receivable, unbilled accounts receivable, prepayments and
        deposits, due from stockholders, accounts payable, receipt in advance, income
        tax payable, other payables and accrued liabilities.
 
 As
        of the
        balance sheet date, the estimated fair values of financial instruments were
        not
        materially different from their carrying values as presented due to short
        maturities of these instruments.
  32
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  l
              Recently
                  issued accounting standards
 
 In
        May 2005, the Financial Accounting Standards Board (FASB) issued SFAS
        No. 154, *Accounting Changes and Error Corrections*, a replacement
        of APB Opinion No. 20 and SFAS No. 3 (SFAS No. 154). SFAS
        No. 154 requires retrospective application to prior periods’ financial
        statements of a voluntary change in an existing accounting principle unless
        it
        is impracticable. APB Opinion No. 20, Accounting Changes, previously
        required that most voluntary changes in an existing 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 also
        provides that when a new accounting pronouncement includes specific transition
        provision, those requirements shall be followed. This Statement was effective
        for the Company as of July 1, 2006, and to date has not had an impact on
        the manner of display of the Company’s results of operations or financial
        position.
 
 In
        February 2006, the FASB issued SFAS No. 155, *“Accounting for Certain Hybrid
        Instruments-an amendment of FASB Statements 133 and 140”*, which is
        effective for all financial instruments acquired or issued after the beginning
        of an entity’s first fiscal year that begins after September 15,
        2006.  The statement improves financial reporting by eliminating the
        exemption from applying SFAS No. 133 to interests in securitized financial
        assets so that similar instruments are accounted for similarly regardless
        of the
        form of the instruments.  The Statement also improves financial
        reporting by allowing a preparer to elect fair value measurement at acquisition,
        at issuance, or when a previously recognized have to bifurcated, if the holder
        elects to account for the whole instrument-by-instrument basis, in cases
        in
        which a derivative would otherwise have to bifurcated, if the holder elects
        to
        account for the whole instrument on a fair value basis.  The Company
        does not expect that the adoption of this statement would have a material
        effect
        on the Company’s financial position or results of operations.
 
 In
        May
        2006, the FASB issued SFAS No. 154,*“Accounting Changes and Error
        Corrections”* (“SFAS 154”), which replaces Accounting Principles Board
        Opinions No. 20, *“Accounting Changes”*and SFAS No. 3, *“Reporting
        Accounting changes in Interim Financial Statements—An Amendment of APB Opinion
        No. 28”*. SFAS 154 provides guidance on the accounting for and reporting of
        accounting changes.  It establishes retrospective application, or the
        latest practicable date, as the required method for reporting a change in
        accounting principle and the reporting of a correction of an
        error.  SFAS 154 is effective for accounting changes and corrections
        of errors made in fiscal years beginning after December 15, 2006.  The
        adoption of this statement did not have a material effect on the Company’s
        financial position or results of operations.
 
 In
        June
        2006, the FASB issued FASB Interpretation No. 48, *“Accounting for
        Uncertainty in Income Taxes, an interpretation of FASB Statement
        No. 109”* (FIN 48). This pronouncement prescribes a recognition
        threshold and measurement attribute for the financial statement recognition
        and
        measurement of a tax position taken or expected to be taken in a tax return.
        FIN
        48 is effective for fiscal years beginning after December 15, 2006. The
        Company is currently evaluating the effect of FIN 48 on its consolidated
        financial statements.
 
 In
        June
        2006, the FASB ratified the consensus reached on Emerging Issues Task Force
        (EITF) Issue No. 06-03, *“How Sales Taxes Collected from Customers and
        Remitted to Governmental Authorities Should Be Presented in the Income Statement
        (that is, Gross Versus Net Presentation)*” (EITF 06-03). The EITF reached a
        consensus that the presentation of taxes on either a gross or net basis is
        an
        accounting policy decision that requires disclosure. EITF 06-03 is effective
        for
        our fiscal year beginning June 3, 2007. Sales tax amounts collected from
        customers have been recorded on a net basis. The adoption of EITF 06-03 will
        not
        have any effect on the Company’s financial position or results of
        operations.
  33
 *Table
            of Contents*
  **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  In
        July
        2006, the FASB issued FIN 48, *“Accounting for Uncertainty in Income Taxes—an
        Interpretation of FASB Statement No. 109”*, which clarifies the accounting
        for uncertainty in tax positions.  This Interpretation requires that
        the Company recognizes in its consolidated financial statements the impact
        of a
        tax position if that position is more likely than not of being sustained
        on
        audit, based on the technical merits of the position.  The provisions
        of FIN 48 are effective for the Company on January 1, 2007, with the cumulative
        effect of the change in accounting principle, if any, recorded as an adjustment
        to opening retained earnings.  The Company does not expect that the
        adoption of this statement would have a material effect on the Company’s
        financial position or results of operations.
 
 In
        September 2006, the FASB’s Emerging Issues Task Force (“EITF”) reached a final
        consensus on Issue 04-13, *“Accounting for Purchases and Sales of Inventory
        with the Same Counterparty”* (“EITF 04-13”).  EITF 04-13 requires
        that two or more legally separate exchange transactions with the same
        counterparty be combined and considered a single arrangement for purposes
        of
        applying APB Opinion No. 29, *“Accounting for Nonmonetary Transactions”*,
        when the transactions are entered into in contemplation of one
        another.  EITF 04-13 is effective for new arrangements entered into,
        or modifications or renewals of existing arrangements, in interim or annual
        periods beginning after March 15, 2006.  The Company does not expect
        that the adoption of this statement would have a material effect on the
        Company’s financial position or results of operations.
 
 In
        September 2006, the SEC released SAB No. 108,*“Considering the Effects of
        Prior Year Misstatements when Quantifying Misstatements in Current Year
        Financial Statements”* (“SAB 108”). SAB 108 provides interpretive guidance
        on the SEC’s views on how the effects of the carryover or reversal of prior year
        misstatements should be considered in quantifying a current year
        misstatement.  The provision of SAB 108 is effective for the Company
        in the current fiscal year ended December 31, 2006. The Company is currently
        evaluating the impact of SAB 108 but does not believe that the application
        of
        SAB 108 would have a material effect on its financial position, cash flows
        nor
        results of operations.
 In
        September 2006, the FASB issued SFAS No. 157, "*Fair Value Measurement*"
        ("SFAS 157") which defines fair value, establishes a framework for measuring
        fair value in generally accepted accounting principles and expands the
        disclosures about fair value measurement. This Statement was developed to
        provide guidance for consistency and comparability in fair value measurements
        and disclosures and applies under other accounting pronouncements that require
        or permit fair value measurements. This Statement is effective for financial
        statements issued for fiscal years beginning after November 15, 2007 and
        interim
        periods within those fiscal years. This Statement is not expected to have
        a
        material impact on the Company's consolidated financial statements.
 
 In
        February 2007, the FASB issued Statement of Financial Accounting Standards
        No.
        159, *"The Fair Value Option for Financial Assets and Financial Liabilities"*("SFAS 159"). **This Statement provides companies with an
        option to report selected financial assets and liabilities at fair value.
        The
        Standard's objective is to reduce both the complexity in accounting for
        financial instruments and the volatility in earnings caused by measuring
        related
        assets and liabilities differently. SFAS 159 also establishes presentation
        and
        disclosure requirements designed to facilitate comparisons between companies
        that choose different measurement attributes for similar types of assets
        and
        liabilities. This Statement is effective as of the beginning of an entity's
        first fiscal year beginning after November 15, 2007. Early adoption is permitted
        if the Company makes the choice in the first 120 days of that fiscal year
        and
        also elects to apply the provisions of SFAS 157. The Company does not expect
        SFAS 159 to have a material impact on its consolidated financial
        statements.
  34
 *Table
            of Contents*
  **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  **3.         BILLED
        ACCOUNTS RECEIVABLE**
 
 The
        majority of the Company’s sales are on open credit terms and in accordance with
        terms specified in the contracts governing the relevant
        transactions.  The Company evaluates the need of an allowance for
        doubtful accounts based on specifically identified amounts that management
        believes to be uncollectible.  If actual collections experience
        changes, revisions to the allowance may be required.  Based upon the
        aforementioned criteria, an allowance for doubtful accounts is $103,953 and
        $Nil
        as of June 30, 2007 and 2006, respectively.
 
 As
                  of June 30,2007
              
              
              2006(restated)Billed
                  accounts receivable, gross
              
              $
              207,906
              
              
              $
              470,942Less:
                  allowance for doubtful accounts
              
              
              (103,953
              )
              
              
              -Billed
                  accounts receivable, net
              
              $
              103,953
              
              
              $
              470,942
  **4.**
              **AMOUNT
                  DUE FROM STOCKHOLDERS**
 
 The
        amount due from stockholders represented unsecured advances which are
        interest-free and repayable in next twelve months.
  **5.**
              **PROPERTY,
                  PLANT AND EQUIPMENT, NET**
 
 Property,
        plant and equipment, net, consisted of the following:
 
 As
                  of June 30,2007
              
              
              2006(restated)Leasehold
                  improvement
              
              $
              157,348
              
              
              $
              152,031Plant
                  and machinery
              
              
              442,713
              
              
              
              294,998Motor
                  vehicles
              
              
              188,670
              
              
              
              182,294Office
                  equipment
              
              
              40,467
              
              
              
              39,100Foreign
                  translation adjustment
              
              
              38,232
              
              
              
              20,263867,430
              
              
              
              688,686Less:
                  accumulated depreciation
              
              
              (379,780
              )
              
              
              (272,769
              )Less:
                  foreign translation adjustment
              
              
              (16,690
              )
              
              
              (7,490
              )Property,
                  plant and equipment, net
              
              $
              470,960
              
              
              $
              408,427
 
 Depreciation
        expense for the years ended June 30, 2007 and 2006 were $99,521 and $79,764,
        respectively.
  35
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  **6.         OTHER
        PAYABLES AND ACCRUED LIABILITIES**
 
 Other
        payables and accrued liabilities consisted of the following:
 
 As
                  of June 30,2007
              
              
              2006(restated)Government
                  levy payable
              
              $
              29,257
              
              
              $
              38,922Accrued
                  payments to vendors and contract related accruals
              
              
              13,863
              
              
              
              -Welfare
                  payable
              
              
              3,604
              
              
              
              1,855Accrued
                  expenses
              
              
              33,000
              
              
              
              -$
              79,724
              
              
              $
              40,777
 
 The
        accrued payments to vendors and contract related accruals are primarily the
        accruals for the uncompleted contracts as of June 30, 2007.  These
        accruals are expected to be paid in the next six months.
 
 **7.         INCOME
        TAXES**
 
 The
        Company is registered in the United States of America and has operations
        in two
        tax jurisdictions: the United States of America and the PRC. The operation
        in
        the United States of America has incurred net operating losses for income
        tax
        purposes.  The Company generated substantially all of its net income
        from its PRC operation through Li Bao, a subsidiary and has recorded an income
        tax provision for the years ended June 30, 2007 and 2006.
 
 The
        components of income before income taxes and minority interest separating
        U.S.
        and PRC operations are as follows:
 
 Years
                  ended June 30,2007
              
              
              2006(restated)Loss
                  subject to U.S. operation
              
              $
              (315,054
              )
              
              $
              -Income
                  subject to PRC operation
              
              
              1,102,763
              
              
              
              677,219Income
                  before income taxes and minority interest
              
              $
              787,709
              
              
              $
              677,219
  36
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  *United
        States of America*
 
 The
        Company is registered in the State of Nevada and is subject to the tax laws
        of
        the United States of America.
 
 As
        of
        June 30, 2007, the Company’s U.S. operation incurred $315,054 of net operating
        losses available for federal tax purposes, which are available to offset
        future
        taxable income.  The net operating loss carry forwards begin to expire
        in 2027.  The Company has provided for a full valuation allowance for
        any future tax benefits from the net operating loss carryforwards as the
        management believes it is more likely than not that these assets will not
        be
        realized in the future.
 
 *The
        PRC*
 
 The
        Company’s PRC subsidiaries, Lv Bao and Li Bao are subject to the Enterprise
        Income Tax governed by the Income Tax Law of the People’s Republic of China, at
        a statutory rate of 33%, which is comprsed of 30% national income tax and
        3%
        local income tax.
 
 The
        reconciliation of income tax rate to the effective income tax rate for the
        years
        ended June 30, 2007 and 2006 is as follows:
 
 Years
                  ended June 30,2007
              
              
              2006(restated)Income
                  before income taxes from PRC operation
              
              $
              1,102,763
              
              
              $
              677,219Statutory
                  income tax rate
              
              
              33
              %
              
              
              33
              %363,912
              
              
              
              223,482Tax
                  effect of expenses not deductible for tax purposes:-
                  Provisions and accrued liabilities
              
              
              64,777
              
              
              
              32,728-
                  Adjusted taxable loss
              
              
              1,761
              
              
              
              -Income
                  tax expense
              
              $
              430,450
              
              
              $
              256,210
 
 The
        following table sets forth the significant components of the aggregate net
        deferred tax assets of the Company as of June 30, 2007 and 2006:
 
 As
                  of June 30,2007
              
              
              2006(restated)Deferred
                  tax assets:Net
                  operating loss carryforwards
              
              $
              112,030
              
              
              $
              -Less:
                  valuation allowance
              
              
              (112,030
              )
              
              
              -Net
                  deferred tax assets
              
              $
              -
              
              
              $
              -
 
 As
        of
        June 30, 2007 and 2006, a valuation allowance of $112,030 and Nil was provided
        to the deferred tax assets due to the uncertainty surrounding their
        realization.
  37
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
 
 **8.         NET
        INCOME PER SHARE**
 
 Basic
        net
        income per share is computed using the weighted average number of the ordinary
        shares outstanding during the year.  Diluted net income per share is
        computed using the weighted average number of ordinary shares and ordinary
        share
        equivalents outstanding during the year.  Pursuant to stock exchange
        transaction on November 8, 2006, the weighted average number of common shares
        issued and outstanding was adjusted to account for the effects of the stock
        exchange transaction as a reverse acquisition as more fully described in
        Note
        1.
 
 The
        following table sets forth the computation of basic and diluted net income
        per
        share for the years ended June 30, 2007 and 2006:
 
 Years
                  ended June 30,2007
              
              
              2006Basis
                  and diluted net income per share calculation
              
              
              
              
              (restated)Numerator:-
                  Net income in computing basic net income per share
              
              $
              313,686
              
              
              $
              393,938Denominator:-
                  Weighted average ordinary shares outstanding
              
              
              26,896,548
              
              
              
              26,000,000Basic
                  and diluted net income per share
              
              $
              0.012
              
              
              $
              0.015
  **9.         CAPITAL
        TRANSACTIONS**
 
 1)
              On
                  November 8, 2006, the Company completed a stock exchange transaction
                  with
                  the equity owners of Lv Bao. 26,000,000 shares of common stock
                  were issued
                  in exchange for 100% interest in Lv Bao, representing 91% of DPPT’s
                  outstanding common stock.
 
 2)
              As
                  of June 30, 2007, the number of outstanding shares of the Company’s common
                  stock was 28,662,114.
  38
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  **10.         STOCK
        BASED COMPENSATION**
 
 On
        January 26, 2007, the Company issued 1,000,000 shares of common stock for
        business advisory services to Greentree Financial Group, Inc, in a term of
        2
        years effective from July 1, 2006 ending June 30, 2008. The fair value
        of this stock issuance was determined using the fair value of the Company’s
        common stock on the grant date, at a price of $0.51 per share. The Company
        calculated the cost of $510,000 at its fair value and recognized $273,750
        to the
        consolidated statements of operations for the year ended June 30, 2007. As
        of
        June 30, 2007, the unrecognized cost is recorded as deferred compensation
        amounting to $236,250.
  **11.         CHINA
        CONTRIBUTION PLAN**
 
 Under
        the
        PRC Law, full-time employees of its subsidiaries in the PRC, Lv Bao and Li
        Bao
        are entitled to staff welfare benefits including medical care, welfare
        subsidies, unemployment insurance and pension benefits through a China
        government-mandated multi-employer defined contribution plan.  Lv Bao
        and Li Bao are required to accrue for these benefits based on certain
        percentages of the employees’ salaries.  The total contributions made
        for such employee benefits were $3,339 and $2,170 for the years ended June
        30,
        2007 and 2006, respectively.
  **12.         STATUTORY
        RESERVES**
 
 Under
        the
        PRC Law the Company’s subsidiaries, Lv Bao and Li Bao are required to make
        appropriations to the statutory reserve based on after-tax net earnings and
        determined in accordance with generally accepted accounting principles of
        the
        People’s Republic of China (the “PRC GAAP”).  Appropriation to the
        statutory reserve should be at least 10% of the after-tax net income until
        the
        reserve is equal to 50% of the registered capital.  The statutory
        reserve is established for the purpose of providing employee facilities and
        other collective benefits to the employees and is non-distributable other
        than
        in liquidation.
 
 For
        the
        years ended June 30, 2007 and 2006, the Company’s subsidiary, Li Bao contributed
        $55,494 and $81,392 to statutory reserve, respectively.
  **13.         CONCENTRATION
        OF RISK**
 
 For
        each
        of the years ended June 30, 2007 and 2006, 100% of the Company’s assets were
        located in the PRC and 100% of the Company’s revenues and purchases were derived
        from customers and vendors located in the PRC.
  39
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  (a)           Major
        customers
 
 For
        the
        years ended June 30, 2007 and 2006, customers who account for 10% or more
        of
        revenues are presented as follows:
  Year
                  ended June 30, 2007
              
              
              
              June
                  30, 2007Customers
              
              
              Revenues
              
              
              Percentage
                of
                  revenues
              
              
              
              Billed
                  Accounts
                Receivable,
                  tradeCustomer
                  A
              
              
              $
              761,073
              
              
              
              19
              %
              
              
              $
              -Customer
                  B
              
              
              
              710,068
              
              
              
              18
              %
              
              
              
              -Customer
                  C
              
              
              
              708,517
              
              
              
              18
              %
              
              
              
              -Customer
                  D
              
              
              
              492,804
              
              
              
              12
              %
              
              
              
              -Customer
                  E
              
              
              
              415,148
              
              
              
              10
              %
              
              
              
              -Total:
              
              $
              3,087,610
              
              
              
              77
              %
              Total:
              
              $
              -
 
 Year
                  ended June 30, 2006
              
              
              
              June
                  30, 2006Customers
              
              
              Revenues
              
              
              Percentage
                of
                  revenues
              
              
              
              Billed
                  Accounts
                Receivable,
                  tradeCustomer
                  A
              
              
              $
              696,691
              
              
              
              25
              %
              
              
              $
              -Customer
                  B
              
              
              
              683,289
              
              
              
              25
              %
              
              
              
              -Customer
                  C
              
              
              
              448,001
              
              
              
              16
              %
              
              
              
              37,470Customer
                  D
              
              
              
              308,709
              
              
              
              11
              %
              
              
              
              -Total:
              
              $
              2,136,690
              
              
              
              77
              %
              Total:
              
              $
              37,470
 
 40
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
  (b)           Major
        vendors
 
 For
        the
        years ended June 30, 2007 and 2006, vendors who account for 10% or more of
        purchases are presented as follows:
 Year
                  ended June 30, 2007
              
              
              
              June
                  30, 2007Vendors
              
              
              Purchases
              
              
              Percentage
                of
                  purchases
              
              
              
              Accounts
                payableVendor
                  A
              
              
              $
              1,254,571
              
              
              
              49
              %
              
              
              $
              78,691Vendor
                  B
              
              
              
              964,123
              
              
              
              38
              %
              
              
              
              314,764Total:
              
              $
              2,218,694
              
              
              
              87
              %
              Total:
              
              $
              393,455
 
 Year
                  ended June 30, 2006
              
              
              
              June
                  30, 2006Vendors
              
              
              Purchases
              
              
              Percentage
                of
                  purchases
              
              
              
              Accounts
                payableVendor
                  A
              
              
              $
              645,096
              
              
              
              34
              %
              
              
              $
              -Vendor
                  B
              
              
              
              464,879
              
              
              
              25
              %
              
              
              
              -Vendor
                  C
              
              
              
              330,891
              
              
              
              18
              %
              
              
              
              -Vendor
                  D
              
              
              
              235,574
              
              
              
              13
              %
              
              
              
              -Total:
              
              $
              1,676,440
              
              
              
              90
              %
              Total:
              
              $
              -
 
 (c)         Credit
        risk
 
 Financial
        instruments that potentially subject the Company to significant concentrations
        of credit risk consist principally of accounts receivable.  The
        Company performs ongoing credit evaluations of its customers' financial
        condition, but does not require collateral to support such
        receivables.
  41
 *Table
            of Contents*
 **DISPATCH
          AUTO PARTS, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE YEARS ENDED JUNE 30, 2007 AND 2006**
 **(Currency
          expressed in United States Dollars (“US$”))**
 
 **14.         COMMITMENTS**
 
 The
        Company currently does not have any formal rent agreements. Mr. Liu, Sheng
        Li,
        the major shareholder of the Company maintained the office premises and provided
        office services without charge to the Company.  The Company recorded
        rent expense of $24,526 and $20,790 as a non-cash transaction at its current
        market fair value for the years ended June 30, 2007 and 2006 and credited
        to
        additional paid-in capital, respectively.
  **15.         SUBSEQUENT
        EVENTS**
 
 On
        July
        13, 2007, the Company adopted the 2007 Benefit Plan (the “2007 Plan”) under the
        Form S-8 Registration Statement.  Pursuant to the Plan, the Company
        may issue stock, or grant options to acquire the Company's common stock,
        par
        value $0.001 (the "Stock"), with an aggregate amount of 5,000,000 shares
        of the
        Stock, from time to time to employees of the Company or its subsidiaries,
        other
        individuals, including consultants or advisors, all on the terms and conditions
        set forth in the Plan.
 
 On
          August
          13, 2007, the Company granted stock options with an aggregate amount of
          2,000,000 shares of the Stock to three consultants under the 2007
          Plan.  The options granted vested immediately and are exercisable
          during a one year period beginning on the grant date.  On August 30,
          2007, all of the options granted were exercised at 75% of the market price,
          which was valued as $0.38 per share.  The fair value of all options
          granted is determined approximately as $317,683, using the Black-Scholes
          option
          pricing model.


42
 *Table
          of Contents*




**ITEM
      8.** **CHANGES WITH AND DISAGREEMENTS WITH ACCOUNTANTS ON
      ACCOUNTING AND FINANCIAL DIS****CLOSURE**





On
      April 24, 2007, Registrant's Board of Directors made the decision to dismiss
      Rotenberg & Co., LLP as its independent auditor. Currently, Zhong Yi
      (Hong Kong) C.P.A. Company Ltd. ("Zhong Yi") is retained as independent auditor
      to audit Registrant's financial statements for the year ended June 30, 2007
      and
      to review Registrant's three quarterly reports ended March 31, 2007, September
      30, 2007 and December 31, 2007, pursuant to the engagement letter, dated January
      29, 2007, which was approved by Registrant's Board of Directors. Registrant
      does
      not have an audit committee.





During
      Registrant's two most recent
      fiscal years ended June 30, 2006 and 2005, and the subsequent interim period
      through January 29, 2007, Registrant did not consult Zhong Yi with respect
      to
      any of the matters described in Item 304(a)(2) of Regulation S-K.





Rotenberg &
Co.,
      LLP's audit
      reports regarding Registrant's financial statements for the year ended June
      30,
      2006 and for the period from March 4, 2005 (inception) through June 30, 2005,
      contained no adverse opinion or disclaimer of opinion nor were they qualified
      or
      modified as to the uncertainty, audit scope or accounting principles, except
      with respect to the Registrant’s ability to continue as a going
      concern.





In
      connection with the prior audits for
      the fiscal year ended June 30, 2006 and for the period from March 4, 2005
      (inception) through June 30, 2005, and the review for the interim periods ended
      September 30, 2006 and December 31, 2006, there have been no disagreements
      with
      Rotenberg & Co., LLP on any matter of accounting principles or
      practices, financial statement disclosure or auditing scope or procedure, which
      if not resolved to the satisfaction of Rotenberg & Co., LLP would have
      caused it to make reference to the subject matter of the disagreement in
      connection with its report on these financial statements for those periods.
      In
      addition, Rotenberg & Co., LLP had no disagreements with Registrant for
      the interim period from January 1, 2007 up to April 24, 2007.





**ITEM
      8A. CONTROLS AND PROCEDURES**





**Quarterly
      Evaluation of Controls**




As
      of the end
      of the period covered by this annual report on Form 10-KSB, the Company
      evaluated the effectiveness of the design and operation of (i) their disclosure
      controls and procedures ("Disclosure Controls"), and (ii) their internal control
      over financial reporting ("Internal Controls"). This evaluation ("Evaluation")
      was performed by the Company's President and Chief Executive Officer, Liu,
      Sheng
      Li ("CEO") and by Ma, Shun Cheng, the Company's Chief Financial Officer ("CFO").
      In this section, the Company presents the conclusions of their CEO and CFO
      based
      on and as of the date of the Evaluation (i) with respect to the effectiveness
      of
      their Disclosure Controls and (ii) with respect to any change in their Internal
      Controls that occurred during the most recent fiscal quarter that has materially
      affected, or is reasonably likely to materially affect their Internal
      Controls.




**CEO
      and CFO Certifications**




Attached
      to
      this annual report, as Exhibits 31.1 and 31.2, are certain certifications of
      the
      CEO and CFO, which are required in accordance with the Exchange Act and the
      Commission’s rules implementing such section (the "Rule 13a-14(a)/15d-14(a)
      Certifications"). This section of the annual report contains the information
      concerning the Evaluation referred to in the Rule 13a-14(a)/15d-14(a)
      Certifications. This information should be read in conjunction with the Rule
      13a-14(a)/15d-14(a) Certifications for a more complete understanding of the
      topic presented.




43
 *Table
          of Contents*





**Disclosure
      Controls and Internal Controls**




Disclosure
      Controls are procedures designed with the objective of ensuring that information
      required to be disclosed in the Company's reports filed with the Securities
      and
      Exchange Commission under the Securities Exchange Act, such as this annual
      report, is recorded, processed, summarized and reported within the time period
      specified in the Commission’s rules and forms. Disclosure Controls are also
      designed with the objective of ensuring that material information relating
      to
      the Company is made known to the CEO and the CFO by others, particularly during
      the period in which the applicable report is being prepared. Internal Controls,
      on the other hand, are procedures which are designed with the objective of
      providing reasonable assurance that (i) the Company's transactions are properly
      authorized, (ii) the Company’s assets are safeguarded against unauthorized or
      improper use, and (iii) the Company's transactions are properly recorded and
      reported, all to permit the preparation of complete and accurate financial
      statements in conformity with accounting principals generally accepted in the
      United States.





**Limitations
      on the Effectiveness of Controls**




The
      Company's
      management does not expect that their Disclosure Controls or their Internal
      Controls will prevent all error and all fraud. A control system, no matter
      how
      well developed and operated, can provide only reasonable, but not absolute
      assurance that the objectives of the control system are met. Further, the design
      of the control system must reflect the fact that there are resource constraints,
      and the benefits of controls must be considered relative to their costs. Because
      of the inherent limitations in all control systems, no evaluation of controls
      can provide absolute assurance that all control issues and instances so of
      fraud, if any, within the Company have been detected. These inherent limitations
      include the realities that judgments in decision-making can be faulty, and
      that
      breakdowns can occur because of simple error or mistake. Additionally, controls
      can be circumvented by the individual acts of some persons, by collusion of
      two
      or more people, or by management override of the control. The design of a system
      of controls also is based in part upon certain assumptions about the likelihood
      of future events, and there can be no assurance that any design will succeed
      in
      achieving its stated objectives under all potential future conditions. Over
      time, control may become inadequate because of changes in conditions, or because
      the degree of compliance with the policies or procedures may deteriorate.
      Because of the inherent limitations in a cost-effective control system,
      misstatements due to error or fraud may occur and not be detected.





**Scope
      of the Evaluation**




The
      CEO and
      CFO’s evaluation of the Company's Disclosure Controls and Internal Controls
      included a review of the controls’ (i) objectives, (ii) design, (iii)
      implementation, and (iv) the effect of the controls on the information generated
      for use in this annual report. In the course of the Evaluation, the CEO and
      CFO
      sought to identify data errors, control problems, acts of fraud, and they sought
      to confirm that appropriate corrective action, including process improvements,
      was being undertaken. This type of evaluation is done on a quarterly basis
      so
      that the conclusions concerning the effectiveness of the Company's controls
      can
      be reported in their quarterly reports on Form 10-QSB and annual reports on
      Form
      10-KSB. The overall goals of these various evaluation activities are to monitor
      the Company's Disclosure Controls and the Company's Internal Controls, and
      to
      make modifications if and as necessary. The Company's external auditors also
      review Internal Controls in connection with their audit and review activities.
      The Company's intent in this regard is that the Disclosure Controls and the
      Internal Controls will be maintained as dynamic systems that change (including
      improvements and corrections) as conditions warrant.




Among
      other
      matters, the Company sought in their Evaluation to determine whether there
      were
      any significant deficiencies or material weaknesses in our Internal Controls,
      which are reasonably likely to adversely affect the Company's ability to record,
      process, summarize and report financial information, or whether the Company
      had
      identified any acts of fraud, whether or not material, involving management
      or
      other employees who have a significant role in their Internal Controls. This
      information was important for both the Evaluation, generally, and because the
      Rule 13a-14(a)/15d-14(a) Certifications, Item 5, require that the CEO and CFO
      disclose that information to our Board (audit committee), and to the Company's
      independent auditors, and to report on related matters in this section of the
      annual report. In the professional auditing literature, "significant
      deficiencies" are referred to as "reportable conditions". These are control
      issues that could have significant adverse affect on the ability to record,
      process, summarize and report financial data in the financial statements. A
      "material weakness" is defined in the auditing literature as a particularly
      serious reportable condition where the internal control does not reduce, to
      a
      relatively low level, the risk that misstatement cause by error or fraud may
      occur in amounts that would be material in relation to the financial statements
      and not be detected within a timely period by employee in the normal course
      of
      performing their assigned functions. The Company also sought to deal with other
      controls matters in the Evaluation, and in each case, if a problem was
      identified, the Company considered what revisions, improvements and/or
      corrections to make in accordance with the Compan's ongoing
      procedures.




44
 *Table
          of Contents*




**Conclusions**




Based
      upon
      the Evaluation, our disclosure controls and procedures are designed to provide
      reasonable assurance of achieving our objectives. Our CEO and CFO have concluded
      that our disclosure controls and procedures are effective at that reasonable
      assurance level to ensure that material information relating to the Company
      is
      made known to management, including the CEO and CFO, particularly during the
      period when our periodic reports are being prepared, and that our Internal
      Controls are effective at that assurance level to provide reasonable assurance
      that our financial statements are fairly presented inconformity with accounting
      principals generally accepted in the United States. Additionally, there has
      been
      no change in our Internal Controls that occurred during our most recent fiscal
      quarter that has materially affected, or is reasonably likely to affect, our
      Internal Controls.





**ITEM
      9.** **DIRECTORS AND EXECUTIVE OFFICERS
      OF THE REGISTRANT**





Identification
      of Directors and Executive Officers and Significant Employees.




The
      following
      table identifies all current executive officers, directors and significant
      employees of Dispatch Auto Parts, Inc. Officers are elected by and serve at
      the
      discretion of the Board of Directors. The officers and directors will serve
      until the next annual meeting of the stockholders, or until their successors
      are
      elected or appointed and qualified, or they resign or are
      terminated.





Name
            Age
            PositionLiu,
                Sheng Li
            39
            President
                and ChairmanMa,
                Shun Cheng
            44
            Chief
                Financial Officer and DirectorLu,
                Wei Sheng
            33
            DirectorDing,
                Hong Mei
            35
            DirectorTian,
                Wei
            34
            Director





**Business
      Experience and Personal Background**





**Liu,
                Sheng Li**— **President and****Chairman of the
                Board of Directors of the
                Company**




Mr.
      Liu****is appointed as Chairman of the Board of Directors of
      the Company. Mr. Liu was born in 1968. He has more than 10 years experience
      in
      business management. Mr. Li is one of the founders of Shaanxi Li Bao Ecological
      Technology Holding Co. ("Li Bao Ecological"), a company related to Lv Bao.
      Prior
      to the foundation of Li Bao Ecological in 2002, Mr. Liu served as manager of
      the
      Xi An Railroad Bureau. In 1998, Mr. Liu founded Shaanxi Heng Da Real Estate
      Co.
      Ltd. ("Heng Da") where he was engaged in various aspects of the real estate
      business and served as Chairman and General Manager. In 2002, Mr. Liu was in
      charge of the reorganization of the Zhongshanmen Printing Factory in Xi An,
      where he facilitates an acquisition of assets of approximately
      $1,250,000.




45
 *Table
          of Contents*




**Ma,
        Shun Cheng**—**Chief Financial Officer and Director of the
        Company**




Mr.
      Ma****is appointed as President of the Company. He is also a
      nominee for Director of the Board. Mr. Ma was born in 1963. He has more than
      20
      years experience in business management. Mr. Ma is one of the founders of Li
      Bao
      Ecological. Prior to the foundation of Li Bao Ecological in 2002, Mr. Ma founded
      Shaanxi Hong Bao Virescene Engineering Ltd. ("Hong Bao") in 1998, and served
      as
      Vice President of Hong Bao, where he was engaged in various engineering
      projects.





**Mr.
      Lu, Wei Sheng**—**Director of the Company**




is
      nominated
      as a Director of the Board. Mr. Lu is 33 years old. He graduated from Xi An
      Highway Construction College with a degree in logistics. Mr. Lu has over 10
      years working experience in the auto parts industry. He started his own business
      in 1998 where he was engaged in retail sales of auto parts, and auto maintenance
      and shipping. In 2002, Mr. Lu founded Shaan Xi Yong Feng Hang Auto Sales Co.
      Ltd. where he focused on marketing and refined his marketing skills. As a result
      of Mr. Lu's leadership, Shaan Xi Yong Hang Auto Sales Co. Ltd. is currently
      a
      profitable and viable enterprise.





**Ms.
      Ding, Hong Mei**—**Director of the Company**





is
      nominated
      as a Director of the Board. Ms. Ding is 35 years old. She graduated from Shaan
      Xi Financial & Economic College with a degree in business administration.
      From the year 2000 to the present, Ms. Ding has been employed with the Shaan
      Xi
      Heng Li Da Group ("Heng Li Da Group"). She began her career with the Heng Li
      Da
      Group as a manager of Heng Li Da Business Services Ltd., one of the subsidiaries
      of the Heng Li Da Group engaged in office rental services. Ms. Ding is skilled
      in communication and customer service. While Ms. Ding served in her capacity
      as
      manager, the vacancy rate of the rental office was approximately 2%. Ms. Ding
      is
      currently in charge of public relations for the company. As a result of Ms.
      Ding's outstanding performance at Heng Li Da Business Services Ltd., she was
      appointed as the assistant to the Chairman of Heng Li Da Group and participated
      in the incorporation of Shan Xi Lv Bao Environmental Eco Industry Management
      Ltd. ("Lv Bao"). Lv Bao entered a Plan of Exchange with Registrant on November
      8, 2006, which was reported on Form 8-k on November 8, 2006. Ms. Ding currently
      serves as the Chairman of Lv Bao.




**Tian,
                Wei**—**Director of the
                Company**




Mr.
      Tian****is appointed as Chief Financial Officer of the
      Company. He is also a nominee for Director of the Board. Mr. Tian was born
      in
      1973. He has experience in the accounting and banking industries. From 1991
      to
      2002, Mr. Tian worked in the Chinese State Commercial Bank, Xi An Branch. He
      began his employment at Li Bao Ecological in 2002. In addition, Mr. Tian works
      as a coordinator and assistant to the General Manager of Li Bao
      Ecological.




46
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**Legal
      Proceedings**





No
      officer, director, or persons
      nominated for such positions and no promoter or significant employee of the
      Company has been involved in legal proceedings that would be material to an
      evaluation of the management.




There
      are no arrangements or
      understandings pursuant to which any were elected as officers.





**Audit
      Committee Financial Expert**




The
      Company
      does not have a separately designated standing audit committee. Pursuant to
      Section 3(a)(58)(B) of the Exchange Act, the entire Board of Directors acts
      as
      an audit committee for the purpose of overseeing the accounting and financial
      reporting processes, and audits of the financial statements of the Company.
      The
      Commission recently adopted new regulations relating to audit committee
      composition and functions, including disclosure requirements relating to the
      presence of an "audit committee financial expert" serving on its audit
      committee. In connection with these new requirements, the Company's Board of
      Directors examined the Commission's definition of "audit committee financial
      expert" and concluded that the Company does not currently have a person that
      qualifies as such an expert. The Company has had minimal operations for the
      past
      two (2) years. Presently, there are only two (2) directors serving on the
      Company's Board, and the Company is not in a position at this time to attract,
      retain and compensate additional directors in order to acquire a director who
      qualifies as an "audit committee financial expert", but the Company intends
      to
      retain an additional director who will qualify as such an expert, as soon as
      reasonably practicable. While neither of our current directors meets the
      qualifications of an "audit committee financial expert", each of the Company's
      directors, by virtue of his past employment experience, has considerable
      knowledge of financial statements, finance, and accounting, and has significant
      employment experience involving financial oversight responsibilities.
      Accordingly, the Company believes that its current directors capably fulfill
      the
      duties and responsibilities of an audit committee in the absence of such an
      expert.





Code
      of
      Ethics




The
      Company
      is presently working with its legal counsel to prepare and adopt a code of
      ethics that applies to the Company’s principal chief executive officer,
      principal financial officer, and principal accounting officer or controller,
      or
      persons performing similar functions (the Code of Ethics"). A draft of the
      Code
      of Ethics is attached hereto as Exhibit 14.1. The Code of Ethics is being
      designed with the intent to deter wrongdoing, and to promote the
      following:





·
            Honest
                and ethical conduct, including the ethical handling of actual or
                apparent
                conflicts of interest between personal and professional
                relationships




·
            Full,
                fair, accurate, timely and understandable disclosure in reports and
                documents that a small business issuer files with, or submits to,
                the
                Commission and in other public communications made by the small business
                issuer




·
            Compliance
                with applicable governmental laws, rules and
                regulations




·
            The
                prompt internal reporting of violations of the code to an appropriate
                person or persons identified in the
                code




·
            Accountability
                for adherence to the code




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Section
      16(a) Beneficial Ownership Reporting Compliance




Under
      Section
      16(a) of the Exchange Act, all executive officers, directors, and each person
      who is the beneficial owner of more than 10% of the common stock of a company
      that files reports pursuant to Section 12 of the Exchange Act, are required
      to
      report the ownership of such common stock, options, and stock appreciation
      rights (other than certain cash-only rights) and any changes in that ownership
      with the Commission. Specific due dates for these reports have been established,
      and the Company is required to report, in this Form 10-KSB, any failure to
      comply therewith during the fiscal year ended December 2003. The Company
      believes that all of these filing requirements were satisfied by its executive
      officers, directors and by the beneficial owners of more than 10% of the
      Company’s common stock. In making this statement, the Company has relied solely
      on copies of any reporting forms received by it, and upon any written
      representations received from reporting persons that no Form 5 (Annual Statement
      of Changes in Beneficial Ownership) was required to be filed under applicable
      rules of the Commission.





**ITEM
      10. EXECUTIVE COMPENSATION**




No
      compensation in excess of $100,000 was awarded to, earned by, or paid to any
      executive officer of Dispatch Auto Parts, Inc. during the years 2006, 2005,
      and
      2004. The following table and the accompanying notes provide summary information
      for each of the last three fiscal years concerning cash and non-cash
      compensation paid or accrued by Daniel Slocum, our President.





**SUMMARY
      COMPENSATION TABLE**


Annual
                CompensationAwards
            PayoutsName
                and Principal Position
            Year
            Salary
              ($)
            Bonus
              ($)
            Other
                Annual Compensation
              ($)
            Restricted
                Stock Award(s)
              ($)
            Securities
                Underlying Options
              SARs(#)
            LTIP
                payouts
              ($)
            All
                Other Compensation
              ($)Liu,
                Sheng Li
              President
                & Chairman
            2006
              2005
              2004
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -Ma,
                Shun Cheng
              Chief
                Financial Officer & Director
            2006
              2005
              2004
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -Lu,
                Wei Sheng
              Director
            2006
              2005
              2004
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -Ding,
                Hong Mei
              Director
            2006
              2005
              2004
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -Tian,
                Wei
              Director
            2006
              2005
              2004
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -
            -
              -
              -




The
      Company has not entered into any other employment agreements with their
      employees, Officers or Directors. The Company has no standard arrangements
      under
      which the Company will compensate their directors for their services provided
      to
      them.




48
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**ITEM
      11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT**




The
      following
      tables set forth the ownership, as of June 30, 2007, of our common stock (a)
      by
      each person known by us to be the beneficial owner of more than 5% of our
      outstanding common stock, and (b) by each of our directors, by all executive
      officers and our directors as a group. To the best of our knowledge, all persons
      named have sole voting and investment power with respect to such shares, except
      as otherwise noted.




Security
      Ownership of Certain Beneficial Owners (1)(2)





Name
                and Address
              of
                Beneficial Owner
            Amount
                and Nature of Ownership
            Percentage
                of ClassLiu,
                Sheng Li
              No.
                13, Row 3, 1 Railway Village
              XinCheng
                Qu, Xi An
              Shaanxi,
                P.R.China
            8,580,000
            29.9%Cai,
                Xiao Ying
              No.
                3, Gate 3, East Railway New Village, XinCheng Qu, Xi An
              Shaanxi,
                P.R.China
            2,340,000
            8.2%Xie,
                Qing
              No.
                305, Gate 4, Flat 9
              SuoLuo
                Lane, BeiLin Qu, Xi An
              Shaanxi,
                P.R.China
            2,340,000
            8.2%





Security
      Ownership of Directors and Officers (1)(2)




Name
                and Address
              of
                Beneficial Owner
            Amount
                and Nature of Ownership
            Percentage
                of ClassLiu,
                Sheng Li
              No.
                13, Row 3, 1 Railway Village
              XinCheng
                Qu, Xi An
              Shaanxi,
                P.R.China
            8,580,000
            29.9%All
                directors and officers as a group
            8,580,000
            29.9%





Notes
      to
      the table:





(1)
            Pursuant
                to Rule 13-d-3 under the Securities Exchange Act of 1934, as amended,
                beneficial ownership of a security consists of sole or shared voting
                power
                (including the power to vote or direct the voting) and/or sole or
                shared
                investment power (including the power to dispose or direct the
                disposition) with respect to a security whether through a contract,
                arrangement, understanding, relationship or otherwise. Unless otherwise
                indicated, each person indicated above has sole power to vote, or
                dispose
                or direct the disposition of all shares beneficially
                owned.





(2)
            This
                table is based upon information obtained from our stock records.
                We
                believe that each shareholder named in the above table has sole or
                shared
                voting and investment power with respect to the shares indicated
                as
                beneficially owned.





49
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Changes
      in Control.




Pursuant
      to and at the closing of the Plan of Exchange, which occurred as of February
      6,
      2007, the Company authorized Guardian Registrar & Transfer, Inc., its
      transfer agent, to issue to the shareholders of Lv Bao (the “Lv Bao
      Shareholders”), 26,000,000 new investment shares of Common Stock and 100,000 new
      shares of Preferred Stock of the Company pursuant to Regulation S under the
      Securities Act of 1933, as amended, or 91% of Company's then outstanding common
      stock, in exchange for all of the shares of capital stock of Lv Bao owned by
      the
      Lv Bao Shareholders. Upon completion of the physical exchange of the share
      certificates, Lv Bao became a wholly-owned subsidiary of the
      Company.





As
      a result of the transactions consummated at the closing, there has
      been a change in control of the ownership of the outstanding shares of the
      Company's common stock. There has also been a change in control of a majority
      of
      the Company's Board of Directors, and an Information Statement on Schedule
      14F-1
      regarding the biographies of the new management was filed with Securities and
      Exchange Commission on December 5, 2006, and was mailed to the shareholders
      of
      record as of the record date.




**ITEM
      12.** **CERTAIN RELATIONSHIPS AND RELATED
      TRANSACTIO****NS**





On
      February 6, 2007, the Company completed a stock exchange
      transaction with the equity owners of Lv Bao and a total of 26,000,000 new
      investment shares of Common Stock and 100,000 new shares of Preferred Stock
      were
      issued (91% of the Company's then outstanding common stock).





On
      January 26, 2007, the Company issued 1,000,000 shares of common stock for
      business advisory services to Greentree Financial Group, Inc, in a term of
      2
      years effective from July 1, 2006 ending June 30, 2008. The fair value of this
      stock issuance was determined using the fair value of the Company’s common stock
      on the grant date, at a price of $0.51 per share. The Company calculated
      the cost of $510,000 at its fair value and recognized $273,750 to the
      consolidated statements of operations for the year ended June 30, 2007. As
      of
      June 30, 2007, the unrecognized cost is recorded as deferred compensation
      amounting to $236,250.





On
      July
      13, 2007, the Company approved a “2007 Benefit Plan of Dispatch Auto Parts,
      Inc.”  (the "Plan") to provide employees, directors, officers,
      consultants, advisors, and other persons who provide valuable services to the
      Company, with equity-based compensation incentives. Under the Plan, we may
      issue
      up to 5,000,000 shares of $.001 par value common stock. The Plan has a term
      of
      five years, therefore, will expire in September 2012. On
      August
      13, 2007, the Company granted stock options with an aggregate amount of
      2,000,000 shares of the Stock to three consultants under the 2007
      Plan.  The options granted vested immediately and are exercisable
      during a one year period beginning on the grant date.  On August 30,
      2007, all of the options granted were exercised at 75% of the market price,
      which was valued as $0.38 per share.  The fair value of all options
      granted is determined approximately as $317,683, using the Black-Scholes option
      pricing model.




**ITEM
      13. EXHIBITS, LIST AND REPORTS ON FORM8-K**





(a)
      Exhibits.





14.1Code of
                Ethics31.1Rule
                13a-14(a)/15d-14(a) Certifications of Chief Executive
                Officer31.2Rule
                13a-14(a)/15d-14(a) Certifications of Chief Financial
                Officer32.1Section 1350
                Certifications of Chief Executive Officer32.2Section 1350
                Certifications of
                Chief Financial Officer





(b)
      Reports on Form 8-K.




(1)
              On
                  April 30, 2007, we filed an amendment to the 8-K report dated February
                  16,
                  2007 to report the audited and Pro Forma Financial Statements of
                  Lv
                  Bao.(2)
              On
                  April 30, 2007, we filed an 8-K report under Item 4.01 Changes
                  in
                  Registrant’s Certifying Accountant reporting the changes in our certifying
                  accountant.




50
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**ITEM
      14. PRINCIPAL ACCOUNTANT FEES AND SERVICES**




The
      following table represents the aggregate fees billed for professional audit
      services rendered to the independent auditor, Zhong Yi (Hong Kong) C.P.A.
      Company Ltd. ("Zhong Yi") for the Company's audit of the annual financial
      statements for the years ended June 30, 2007 and 2006, after the reverse merger,
      and Rotenberg & Co., LLP, ("Rotenberg"), the Company's former auditor, for
      the Company's audit of the annual financial statements for the year ended June
      30, 2006 and period from March 4, 2005 (inception) to June 30, 2005, before
      the
      reverse merger. Audit fees and other fees of auditors are listed as
      follows:





Year
                ended June 30, 2007
            
            
            Year
                ended June 30, 2006Zhong
                Yi
            
            
            RotenbergAudit
                Fees (1)
            
            $
            55,000
            *
            
            $
            20,000
            *Audit-Related
                Fees (2)
            
            
            --
            
            
            
            --Tax
                Fees (3)
            
            
            --
            
            
            
            --All
                Other Fees (4)
            
            
            --
            
            
            
            --Total
                Accounting Fees and Services
            
            $
            55,000
            
            
            $
            20,000




*Estimate




(1)
            *Audit
                Fees*. These are fees for professional services for our audit of
                the
                annual financial statements, and for the review of the financial
                statements included in our filings on Form 10-QSB, and for services
                that
                are normally provided in connection with statutory and regulatory
                filings
                or engagements.




(2)
            *Audit-Related
                Fees*. These are fees for the assurance and related services
                reasonably related to the performance of the audit or the review
                of our
                financial statements.




(3)
            *Tax
                Fees*. These are fees for professional services with respect to tax
                compliance, tax advice, and tax
                planning.




(4)
            *All
                Other Fees*. These are fees for permissible work that does not fall
                within any of the other fee categories, i.e., Audit Fees, Audit-Related
                Fees, or Tax Fees.





**Pre-approved
      Policy for Audit and Non-Audit Services**





The
      Company does not have a standing audit committee and the full board of directors
      performs all functions of an audit committee, including the pre-approval of
      all
      audit and non-audit services prior to the Company engaging an accountant. All
      of
      the services rendered for the Company by Zhong Yi (Hong Kong) C.P.A. Company
      Ltd. were pre-approved by the board of directors of the Company.




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**SIGNATURES**





In
      accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
      the
      Registrant caused this Annual Report and any subsequent amendments thereto
      to be
      signed on its behalf by the undersigned, there unto duly
      authorized.








Dispatch
                Auto Parts, Inc.
              (Registrant)Date: October
                12, 2007
            By:
            /s/ Liu,
                Sheng LiLiu,
                Sheng Li
              President
                and Chief Executive Officer





Pursuant
      to the requirements of the Securities Act of 1934, this Annual Report has been
      signed below by the following persons in their respective capacities with the
      Registrant and on the dates indicated.







**SIGNATURE**
            **TITLE**
            **DATE**/s/
                Liu, Sheng Li
            President,
                Chief Executive Officer, Director
            October
                12, 2007Liu,
                Sheng Li/s/
                Ma, Shun Cheng
            Chief
                Financial Officer, Director
            October
                12, 2007Ma,
                Shun Cheng/s/
                Lu, Wei Sheng
            Director
            October
                12, 2007Lu,
                Wei Sheng/s/
                Ding, Hong Mei
            Director
            October
                12, 2007Ding,
                Hong Mei/s/
                Tian, Wei
            Director
            October
                12, 2007Tian,
                Wei








52