Item 1.01 Entry into (Amendment of) a Material Definitive Agreement.

On March 16, 2009 our Board of directors ratified an amendment to our Joint Venture Agreement with certain investors, under which we transferred certain subsidiaries to a newly formed joint venture corporation in consideration for stock in the joint venture corporation and certain investment into the joint venture corporation.

The investors who are signatories to the Joint Venture Agreement include Fang Mingdong, Fang Jinkui, Guo Lancheng, Zhuang Hengheng, Pan Xiaolin, Deng Xiangjuan, Lee Siu Chow, Hon Ngai, Cheung Yim, and Wu Ngan. A principle in the joint venture is Deng Xiang Xiong, our former acting Chief Executive Officer from August 8, 2006 to June 13, 2007, and a former director of ours.

Under the Amendment Agreement we extended the term of the Joint Venture Agreement indefinitely, to be terminable by either us or the Investors representing more than half of the invested amount, on not less than 180 days notice; ensured that the Joint Venture would convene a duly called and validly noticed general meeting of its shareholders; ensured receipt of the invested amounts; ensured compliance with the Joint Venture Agreement; ensured that required distributions have been made and that certain financial statements would be provided; and agreed to distribute certain shares of stock on the joint venture corporation.