Certain statements contained in this Form 10-Q constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements herein are based on current expectations that involve a number of risks and uncertainties. Such forward-looking statements are based on assumptions that there will be no material adverse change in our operations or business, that we will meet success in marketing and selling our products, and that we will be able to continue to attract and retain skilled employees necessary for our business, among other things. The foregoing assumptions are based on judgments with respect to, among other things, information available to our, future economic, competitive and market conditions and future business decisions. All of these assumptions are difficult or impossible to predict accurately and many are beyond our control. Accordingly, although we believe that the assumptions underlying the forward-looking statements are reasonable, any such assumption could prove to be inaccurate and therefore there can be no assurance that the results contemplated in the forward-looking statements will be realized. There are a number of risks presented by our business and operations, which could cause our financial performance to vary markedly from prior results, or results contemplated by the forward-looking statements. Such risks include failure to acquire or establish a profitable business, failure of the our technology or products to work as anticipated, failure to develop commercially viable products or services from our technology, delays or failure in financing efforts, delays in or lack of market acceptance, failure to recruit adequate personnel, and problems with protection of intellectual property, among others. The words "believe," "estimate," "expect," "intend," "anticipate" "should", "could", "may", "plan" and similar expressions and variations thereof identify some of these forward-looking statements. Management decisions, including budgeting, are subjective in many respects and periodic revisions must be made to reflect actual conditions and business developments, the impact of which may cause us to alter our capital investment and other expenditures, which may also adversely affect our results of operations. In light of significant uncertainties inherent in forward-looking information included in this Quarterly Report on Form 10-Q, the inclusion of such information should not be regarded as a representation by us that our objectives or plans will be achieved. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements.

Overview

We believe that the People's Republic of China represents an exciting emerging world market whose role in the global economy is increasing steadily. China's economic growth rate, measured by its gross domestic product, has consistently been higher than 7% over the past 10 years. This economic growth is attributable to many factors, including investment in the country's infrastructure, increased privatization of businesses and an abundant source of labor. Currently, we offer products and services to businesses and consumers located primarily in China. Our plan is to take advantage of China's economic growth to expand our existing businesses and, possibly, in the future, to sell our products and services outside of China. We also have begun to acquire diverse businesses that are not dependent on, or directly related to, each other. We believe that diversification is a good hedge against the collapse of a single industry, such as the global collapse of the technology industry that occurred in 2000. We expect that any acquisitions we make will improve our financial condition, although we cannot guarantee any such result.

In response to the economic recovery, we began to diversify our business, so that we will no longer be dependent on one market for revenue. Generally, the issuance of our common stock represents some or all of the purchase price we pay for an acquired business. We believe that the continued active trading of our common stock will be important to the principals of target companies and future acquisitions may be dependent on the active trading of our common stock. However, our common stock has not been actively traded and, if our common stock continues to trade with limited volume and at current levels we may not be able to make acquisitions as planned.

Risks Associated with Doing Business in China

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

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

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

On January 1, 1994, the PRC government introduced a single rate of exchange of Renminbi ("Rmb") against United States Dollar ("US$") as quoted daily by the People's Bank of China (the "Unified Exchange Rate"). On July 21, 2006, Rmb was revalued from Rmb 8.28 to Rmb8.11 for US$1 following the removal of the peg to the US dollar. The Peoples Bank of China also announced that the Renminbi would be pegged to a basket of foreign currencies, rather then being strictly tied to the US dollar and would trade within a narrow 0.3% band against this basket of currencies, which is dominated by the US dollar, Euro, Japanese Yen and South Korean Won, with a smaller proportion made up of the British pound, Thai Baht and Russian Ruble. No representation is made that the Rmb amounts have been, or could be, converted into US$ at that rate. This quotation of exchange rates does not imply free convertibility of Rmb to other foreign currencies. All foreign exchange transactions continue to take place either through the Bank of China or other banks authorized to buy and sell foreign currencies at the exchange rate quoted by the People's Bank of China. Approval of foreign currency payments by the People's Bank of China or other institutions requires submitting a payment application form together with suppliers' invoices, shipping documents and signed contracts.

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

Certain Factors Affecting Future Operating Results

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

· the Company's ability to successfully implement its current business plans;

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

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

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

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

· continued economic growth in China;

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

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

· rescheduling or cancellation of orders by customers;

· competitive pressures on selling prices;

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

· dependence upon key employees;

· availability and cost of computer technicians;

· loss of any of the Company's major customers;

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

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

· fluctuations in exchange rates; and

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

Critical Accounting Policies

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

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

Revenue Recognition

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

Accounts Receivable

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

Long-Lived Assets and Goodwill

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

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

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

Income Taxes

The Company records a valuation allowance to reduce its deferred tax assets derived from operating loss of certain subsidiaries in the PRC to the amount that is more likely than not to be realized. In the event the Company was to determine that it would be able to realize its deferred tax assets in the future in excess of its recorded amount, an adjustment to the deferred tax assets would be credited to operations in the period such determination was made. Likewise, should the Company determine that it would not be able to realize all or part of its deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to operations in the period such determination was made. The adoption of FIN 48 "Accounting for Uncertainty in Income Taxes - an Interpretation of FASB Statement No. 109" is not expected to have a material impact on the Company's consolidated financial statements.

Results of Operations - Three Months Ended March 31, 2008 and 2007

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

Net Revenues

Net revenues for the three months ended March 31, 2008 consisted primarily from
ChinaE.com Tech, which provide e-commerce solutions. The term "e-commerce
solutions" includes web-site design and development and web-hosting.

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

                                            Net Revenue    Net Revenue
                                             2008   2008    2007   2007
3 months ended March 31                     USD'000  %     USD'000  %

E-commerce solutions                             12 100%        23   3%
Sale of digital security imaging equipments       0   0%       350  48%
VOIP                                              0   0%       357  49%
Sale of photographic equipments                   -   0%         -   0%
Consulting                                        -   0%         -   0%
                                                 12 100%       730 100%

Total net revenues decreased by 98% to $12K during the three months ended March 31, 2008, as compared to $730K during the three months ended March 31, 2007. The decrease in total net revenues was primarily due to the decrease in sales of digital security imaging systems made through the Company's former subsidiary, Shenzhen Golden Anke, and due to the expiration of the VOIP services contract in Taiwan, resulting in no VOIP income for the period.

Cost of Revenues

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

                                             Cost of Revenue     Cost of Revenue
                                               2008     2008       2007     2007
3 months ended March 31                      USD'000     %       USD'000     %

Salaries of technicians / engineers                  0     0%           30     4%
Sale of photographic equipments                      0     0%            0     0%
Sale of digital security imaging equipments          0     0%          312    43%
Depreciation                                         1     8%            4     0%
VOIP                                                 0     0%          340    47%
Others                                               7    58%           17     2%
                                                     8    67%          703    96%

Cost of revenues decreased by 99% to $8K or 67% of net revenues for the three months ended March 31, 2008, as compared to $703K during the three months ended March 31, 2007.

The principal component of cost of revenues during the three months ended March 31, 2008 was depreciation of equipment utilized in connection with the Company's operations.

The decrease in costs of revenues in 2008 as compared to 2007 was principally attributable to (i) the Divestiture (see Note 8 "Concentration" under Notes to Consolidated Financial Statements) and the fact that we are no longer consolidating our financial statements with those of our former majority owned subsidiary Golden Anke, and (ii) the termination of our contract to provide VOIP services in Taiwan. There was also a decrease in sales volume of the Company's e-commerce solutions.

Selling, General and Administrative Expense

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

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

                                               SG&A Expenses    SG&A Expenses
                                                 2008   2008      2007    2007
3 months ended March 31                        USD'000    %      USD'000   %

Sales & Marketing salaries & commissions             20  167%          10   2%
Advertising & other sales & marketing expenses        4   33%           4   1%
Rentals                                               7   58%           8   3%
Administrative salaries                              47  392%           5   5%
Corporate overhead                                   42  350%         197  36%

For the three months ended March 31, 2008, SG&A expense decreased by 46% to $120K, as compared to $224K for the three months ended March 31, 2007.

The decrease in SG&A expense in 2008 as compared to 2007 was principally attributable to cost cutting measures implemented in the quarter ended March 31, 2008. During the three months ended March 31, 2008, the Company reduced its sales team as a result of management's reassessment of the manpower required to generate sales and service to the Company's customers and the implementation of other firm-wide cost-cutting measures.

Income Taxes

Income taxes for the three months ended March 31, 2008 were $0K and $4K for the three months ended March 31, 2007.

Other Items

Minority interests reflect the minority shareholders' proportionate interests in the net income of the Company's non-wholly-owned subsidiaries. The balance is mainly derived from Intermost Focus Advertising Co.

Investment income is the dividend received from Shenzhen International Hi-Tech Property right Exchange Centre for its financial year ended December 31, 2007.

Net Income

The Company had net income of $194K during the three months ended March 31, 2008, as compared to a net loss of $82K during the three months ended March 31, 2007.

Results of Operations - Nine months Ended March 31, 2008 and 2007

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

Net Revenues

Net revenues for the nine months ended March 31, 2008 consisted primarily from
ChinaE.com Tech, which provide e-commerce solutions. The term "e-commerce
solutions" includes web-site design and development and web-hosting.

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

                                            Net Revenue    Net Revenue
                                             2008   2008    2007   2007
9 months ended March 31                     USD'000  %     USD'000  %

E-commerce solutions                             24 100%        69   4%
Sale of digital security imaging equipments       0   0%       836  49%
VOIP                                              0   0%       815  47%
Sale of photographic equipments                   0   0%         2   0%
Consulting                                        0   0%         -   0%
                                                 24 100%     1,722 100%

Total net revenues decreased by 99% to $24K during the nine months ended March 31, 2008, as compared to $1,722K during the nine months ended March 31, 2007. The decrease in total net revenues was primarily due to (i) the Divestiture (see Note 8 "Concentration" under Notes to Consolidated Financial Statements) and the fact that we are no longer consolidating our financial statements with those of our former majority owned subsidiary Golden Anke, and
(ii) the termination of our contract to provide VOIP services in Taiwan.

Cost of Revenues

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

                                             Cost of Revenue     Cost of Revenue
                                               2008     2008       2007     2007
9 months ended March 31                      USD'000     %       USD'000     %

Salaries of technicians / engineers                 32   133%           94     5%
Sale of photographic equipments                      0     0%            2     0%
Sale of digital security imaging equipments          0     0%          724    42%
Depreciation                                        11    46%           13     1%
VOIP                                                19    79%          788    46%
Others                                               0     0%           38     2%
                                                    62   258%        1,659    96%

Cost of revenues decreased by 96% to $62K or 258% of net revenues for the nine months ended March 31, 2008, as compared to $1,659K during the nine months ended March 31, 2007.

The principal components of cost of revenues during the nine months ended March 31, 2008 were engineer and technician salaries, other costs associated with engineering and technical staff support and depreciation of equipment utilized in connection with the Company's operations.

The decrease in cost of revenues in 2008 as compared to 2007 was principally attributable to the (i) the Divestiture (see Note 8 "Concentration" under Notes to Consolidated Financial Statements) and the fact that we are no longer consolidating our financial statements with those of our former majority owned subsidiary Golden Anke, (ii) the termination of our contract to provide VOIP services in Taiwan, and (iii) the decrease in sales volume of the Company's e-commerce solutions.

Selling, General and Administrative Expense

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

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

                                               SG&A Expenses    SG&A Expenses
                                                 2008   2008      2007    2007
9 months ended March 31                        USD'000    %      USD'000   %

Sales & Marketing salaries & commissions             68  283%          38   2%
Advertising & other sales & marketing expenses       17   71%          15   1%
Rentals                                              32  133%          51   3%
Administrative salaries                             172  717%          97   5%
Corporate overhead                                  180  750%         615  36%

For the nine months ended March 31, 2008, SG&A expense decreased by 43% to $469K, as compared to $816K for the nine months ended March 31, 2007.

The decrease in SG&A expense in 2008 as compared to 2007 was principally attributable to cost- cutting measures implemented in the period ended March 31, . . .