<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>subfm8k_2702.txt
<TEXT>
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 Current Report
                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

      Date of Report: (Date of earliest event reported) : February 7, 2002

                           Commission File No. 0-27323


                         CHINA GLOBAL DEVELOPMENT, INC.
   ---------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)



           Nevada                                         87-0403828
-------------------------------                 --------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)



            Seventh District North, Chung-Ping Region, Beijing, China
           -----------------------------------------------------------
                    (Address of principal executive offices)

                                 86-10-697-56542
                     --------------------------------------
                            (Issuer telephone number)

                                Ibonzai.com, Inc.
                       6975 South Union Park Center, #600
                                Midvale, UT 84047
                   -------------------------------------------
                             Former Name and Address

<PAGE>

Item 5.   Other Events.


         On Februry  7,  2002,  the  registrant  acquired  all of the issued and
outstanding shares of Rainbow Light Global Corporation,  a company  incorporated
under the laws of the British Virgin  Islands in exchange for 15,000,000  shares
of its common stock. Rainbow Light Global Corporation owns 95% of Beijing Baxian
Real Estate Development Company Limited, (Beijing), a People's Republic of China
company  engaged  in  real  estate  development  and  marketing.  The  operating
company's  (Beijing)  functional  currency is the Renminbi  (RMB) which has been
converted  into U.S.  dollars at the rate of 8.2768 RMB to $1US.  In addition to
developing  properties for sale,  Beijing also has a limited portfolio of rental
properties.  The current  inventory of properties for sale consists of homes and
villas constructed by Beijing.

Item 7.  Financial Statements and Exhibits

         a)       Financial Statements of Business Acquired
                  The  financial   statements  of  Beijing  Baxian  Real  Estate
                  Development  Company Limited  (Beijing) are attached hereto on
                  pages F-1 - F-___.  The financial  statements of Rainbow Light
                  Global Corporation are omitted as its sole asset is 95% of the
                  issued and outstanding shares of Beijing.

         b)       No proforma  financial  information is being  furnished as the
                  sole asset of Rainbow  Light Global  Corporation  (Rainbow) is
                  its  holding  of shares of  Beijing  and the sole asset of the
                  Registrant is its holding of shares of Rainbow.

         c)       Exhibits
                  2.1  Exchange Agreement between China Global Development, Inc.
                  and Rainbow Light Global Corporation.

Item 8.  Change in Fiscal Year

         Because the  acquisition of Rainbow Light Global  Corporation  has been
accounted for as a reverse acquisition,  the fiscal year of Rainbow Light Global
Corporation  will be utilized.  Accordingly,  the fiscal year of the  registrant
will change from December 31 to September 30.

                                   Signatures

       Pursuant to the  requirement of the Securities  Exchange Act of 1934, the
  registrant  has duly  caused  this  report to be  signed on its  behalf by the
  undersigned thereunto duly authorized.


                                               CHINA GLOBAL DEVELOPMENT, INC.

 June 27, 2002
                                               /s/ Michael Zheng
                                               ---------------------------------
                                               Michael Zheng
                                               Chief Executive Officer
<PAGE>

                          Index to Financial Statements


                                                                       Pages

BEIJING BAXIAN REAL ESTATE DEVELOPMENT COMPANY LIMITED

    Report of Independent Auditors                                         F-1

    Balance Sheets as of September 30, 2001 and September 30, 2000         F-2

    Statements of Income
       for the years ended September 30, 2001 and September 30, 2000       F-3

    Statements of Changes in Owners' Equity
       for the years ended September 30, 2001 and September 30, 2000       F-4

    Statements of Cash Flows
       for the years ended September 30, 2001 and September 30, 2000       F-5

    Notes to Financial Statements                                     F-6 - 18



<PAGE>

Report of Independent Auditors
To the directors and shareholders of
BEIJING BAXIAN REAL ESTATE DEVELOPMENT COMPANY LIMITED
(Registered in the People's Republic of China with limited liability)


We have audited the  accompanying  balance  sheets of Beijing Baxian Real Estate
Development Company Limited (the "Company"),  as of September 30, 2001 and 2000,
and the  related  statements  of income,  Owners'  equity and cash flows for the
years then ended.  These  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 auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes 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 financial  statements  referred to above present fairly, in
all material  respects,  the  financial  position of Beijing  Baxian Real Estate
Development  Company  Limited at September 30, 2001 and 2000, and the results of
its operations and its cash flows for the years then ended,  in conformity  with
accounting principles generally accepted in the United States of America.





Hong Kong
January 31, 2002


<PAGE>



BEIJING BAXIAN REAL ESTATE DEVELOPMENT COMPANY LIMITED

BALANCE SHEETS

AS OF SEPTEMBER 30, 2001 AND 2000

<TABLE>

                                                                                2001         2001        2000
                                                                             ---------    ----------   ---------
                                                              Notes              US$          RMB         RMB
                                                                                 ---          ---         ---
ASSETS                                                                                   (In thousands)
<S>                                                            <C>         <C>             <C>          <C>


Properties                                                      4             18,286       151,356      120,287
Accounts receivable, net                                        5              3,924        32,479       31,635
Prepayments and other receivables, net                                         1,896        15,700       12,423
Deferred tax                                                   11                 22           179            -
Due from owners                                                 7                129         1,068        2,814
Due from a related company                                      8                620         5,131        7,379
Cash and cash equivalents                                                        314         2,602        8,462
                                                                          ----------    ----------    ---------

TOTAL ASSETS                                                                  25,191       208,515      183,000
                                                                          ==========    ==========    =========

LIABILITIES AND OWNERS' EQUITY

Liabilities:
Short term bank loan                                            9              2,416        20,000       10,000
Deposits received on sale of properties                                          366         3,030       16,228
Accounts payable                                                6              3,991        33,021       28,488
Income taxes payable                                                             505         4,180        1,969
Other payables and accrued expenses                                            3,329        27,564       23,141
Advance from a customer in relation to construction
   contracts                                                                       -             -        9,493
Due to a director                                              10                 72           595
                                                                                                          -
Due to owners                                                   7              2,694        22,304        7,966
Due to an owner for project interest                            7              1,460        12,084            -
Due to related companies                                        8              1,197         9,909       20,969
Deferred tax                                                   11                  -             -          490
                                                                          ----------    ----------    ---------

TOTAL LIABILITIES                                                             16,030       132,687      118,744
                                                                          ----------    ----------    ---------

Commitments and Contingencies                                  16

Owners' equity:
Paid-in capital                                                12              6,041        50,000       50,000
Capitalization in excess of contributed capital                               (4,229)     (35,000)      (35,000)
Statutory reserves                                             13                359         2,974          699
Retained profits                                                               6,990        57,854       48,557
                                                                          ----------    ----------    ---------
Total owners' equity                                                           9,161        75,828       64,256
                                                                          ----------    ----------    ---------

TOTAL LIABILITIES AND OWNERS' EQUITY                                          25,191       208,515      183,000
                                                                          ==========    ==========    =========

</TABLE>


The accompanying notes form an integral part of the financial statements.

                                      F-2
<PAGE>


BEIJING BAXIAN REAL ESTATE DEVELOPMENT COMPANY LIMITED

INCOME STATEMENTS

YEARS ENDED SEPTEMBER 30, 2001 AND 2000

<TABLE>

                                                                   2001         2001            2000
                                                                ---------    ----------     ----------
                                                 Notes              US$          RMB            RMB
                                                                    ---          ---            ---
                                                                                (In thousands)
<S>                                               <C>            <C>          <C>              <C>
Revenue and other income
    Home sales, net                                14
       -to third parties                                             6,350        52,561          62,602
       -to related parties                                             172         1,425           3,052
                                                               -----------    ----------    ------------
                                                                     6,522        53,986          65,654

    Construction contract revenue                                    6,238        51,631          25,415
    Rental income from a related party                                  37           307               -
     Other income                                                       52           428              44
                                                               -----------    ----------    ------------
                                                                    12,849       106,352          91,113
                                                               -----------    ----------    ------------

Cost and expenses
    Cost of home sales                                              (4,524)      (37,448)        (34,982)
    Cost of construction contract revenue                           (5,609)      (46,423)        (22,886)
    Selling, general and administrative                             (1,129)       (9,348)         (8,112)
    Provision for doubtful debts                   15                    -             -          (2,600)
                                                               -----------    ----------    ------------
                                                                   (11,262)      (93,219)        (68,580)
                                                               -----------    ----------    ------------

Income before income taxes                                           1,587        13,133          22,533

Income taxes                                       11                 (188)       (1,561)         (2,459)
                                                               -----------    ----------    ------------
Net income                                                           1,399        11,572          20,074
                                                               ===========    ==========    ============

</TABLE>


The accompanying notes form an integral part of the financial statements.

                                      F-3
<PAGE>


BEIJING BAXIAN REAL ESTATE DEVELOPMENT COMPANY LIMITED

STATEMENTS OF OWNERS' EQUITY

Changes in Owners'  equity for the two years ended  September  30, 2001 and 2000
were as follows:
<TABLE>


                                                                Capitalisation       Statutory        Retained             Total
                                                                  in excess of
                                                   Paid-in         contributed
                                                   Capital             capital        reserves         Profits
                                                       RMB                 RMB             RMB             RMB               RMB
                                           ----------------  ------------------   -------------    ------------     -------------
                                                                                  (In thousands)
<S>                                          <C>               <C>                <C>               <C>               <C>


Balance at September 30, 1999                       10,000                   -               -         29,182             39,182

Capitalisation                                      35,000            (35,000)               -               -                 -

Additional paid-in capital                           5,000                   -               -               -             5,000

Net income                                               -                   -               -          20,074            20,074

Profit appropriation                                     -                   -             699           (699)                 -
                                           ----------------  ------------------   -------------    ------------     -------------

Balance at September 30, 2000                       50,000            (35,000)             699          48,557            64,256

Net income                                               -                   -               -          11,572            11,572


Profit appropriation                                     -                   -           2,275       (2,275)                   -
                                           ----------------  ------------------   -------------    ------------     -------------

Balance at September 30, 2001                       50,000            (35,000)           2,974          57,854            75,828
                                           ================  =================    =============    ============     =============


</TABLE>


The accompanying notes form an integral part of the financial statements.

                                      F-4
<PAGE>



BEIJING BAXIAN REAL ESTATE DEVELOPMENT COMPANY LIMITED

STATEMENTS OF CASH FLOWS

YEARS ENDED SEPTEMBER 30, 2001 AND 2000
<TABLE>


                                                                                           2001           2001            2000
                                                                                      -----------      ----------      ---------
                                                                                           US$            RMB             RMB
                                                                                           ---            ---             ---
                                                                                                      (In thousands)
<S>                                                                                    <C>             <C>               <C>

Cash Flows From Operating Activities
    Net income                                                                              1,399         11,572          20,074
    Adjustments to reconcile net income to
       net cash provided by operating activities:
         Depreciation                                                                         119            973             536
         Provision for doubtful debt                                                            -              -           2,600
         Deferred income taxes                                                                (81)          (669)            490
    Changes in operating assets and liabilities:
         Increase in accounts receivable                                                     (102)          (844)         (6,082)
       Decrease /(increase) in properties held for sales and development
                                                                                           (2,219)       (18,343)         19,642
         Decrease /(increase) in prepayments and other receivables                           (397)        (3,277)          3,730
          Decrease/(increase) in amounts due from owners                                      320          2,645            (955)
          Increase in amounts due to owners                                                 1,733         14,338              42
       Decrease/(increase) in amounts due from related companies                              271          2,248          (7,379)
       Decrease in amounts due to related companies                                        (1,335)       (11,060)        (22,525)
         Increase in amount due to a director                                                  72            595               -
         Increase in accounts payable                                                         550          4,533           2,617
          Increase/(decrease) in deposits received on sale of properties
                                                                                           (1,594)       (13,198)         10,016
         Increase/(decrease) in income taxes payable                                          267          2,211          (3,041)
       Increase/(decrease) in other payables and accrued expenses
                                                                                              534          4,423         (21,529)
         Decrease in advance from a customer in relation to construction
           contracts                                                                       (1,147)        (9,493)           (129)
                                                                                      -----------    -----------     -----------
Net cash used by operating activities                                                      (1,610)       (13,346)         (1,893)
                                                                                      -----------    -----------     -----------

Cash Flows From Investing Activities
    Purchases of properties held for long term purposes                                      (306)        (2,514)           (140)
                                                                                      -----------    -----------     -----------
Net cash used by investing activities                                                        (306)        (2,514)           (140)
                                                                                      -----------    -----------     -----------

Cash Flows From Financing activities
    Principle from short term bank loan                                                     1,208         10,000              -
    Capital contribution                                                                        -              -          5,000
                                                                                      -----------    -----------     -----------
Net cash provided by financing activities                                                   1,208         10,000          5,000
                                                                                      -----------    -----------     -----------

Net increase (decrease) in cash and cash equivalents                                         (708)        (5,860)         2,967
Cash and cash equivalents at beginning of year                                              1,022          8,462          5,495
                                                                                      -----------    -----------     -----------
Cash and cash equivalents at end of year                                                      314          2,602          8,462
                                                                                      ===========    ===========     ===========

Supplemental Data Cash paid during the year for:
    Interest                                                                                  207         1,716             661
                                                                                      ===========    ===========     ===========
    Income taxes                                                                                2            19                -
                                                                                      ===========    ===========     ===========
Non cash transaction:
    Contribution of properties by owner                                                    1,351         11,185                -
                                                                                      ===========    ===========     ===========
</TABLE>


The accompanying notes form an integral part of the financial statements.

                                      F-5
<PAGE>



BEIJING BAXIAN REAL ESTATE DEVELOPMENT COMPANY LIMITED

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED SEPTEMBER 30, 2001 AND 2000


1.   ORGANIZATIONAND PRINCIPAL ACTIVITIES

Beijing  Baxian Real Estate  Development  Company  Limited (the  "Company")  was
registered in the People's Republic of China (the "PRC") on November 15, 1992 as
a collectively owned enterprise in the name of +/-+/-3/4(C)E-DOnE-o ?u0(2)u?(a)o
(cent)(1)<<E3/4(Beijing Yushen Real Estate Development Company). On December 22,
1997,  the  name  of the  Company  was  changed  to  +/-+/-3/4(C)E-D(degree)EIEo
?u0(2)u?(a)o  (cent)(1)<<E3/4  (Beijing Baxian Real Estate Development Company).
Pursuant to an equity identification  process, on November 24, 1999, the Company
was  reorganized  as a limited  company  and the name of the Company was changed
to+/-+/-3/4(C)E-D(degree)EIEo   ?u0(2)u?(a)o  (cent)O-DI(1)<<E3/4  (Beijing
Baxian Real Estate Development Company Limited).

The  Company's  business  license as approved by the  Administrative  Bureau for
Industry and Commerce in the PRC is valid until December 14, 2019.

The  principal   activities  of  the  Company  are  property   development   and
construction.  There were no significant  changes in these activities during the
years ended  September 30, 2001 and 2000.  During the two years ended  September
30,  2001  and  2000,  the  Company's   property   development   activities  and
construction business were conducted in the PRC and Yemen, respectively.


2.   BASIS OF PRESENTATION

The  financial  statements  have been  prepared in  accordance  with  accounting
principles generally accepted in the United States of America ("US GAAP").

The  functional  currency of the Company is the Renminbi  ("RMB"),  the national
currency of the PRC. The financial  statements  have been translated into United
States dollars  ("US$") solely for the  convenience of the reader at the rate of
RMB8.2768  to  US$1,  the  prevailing  rate at the  People's  Bank of  China  on
September  30, 2001.  No  representation  is made that any or all of the amounts
shown could be converted into US$ at this or any other rate.


3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)  Revenue recognition

     (i)  Revenue from the sale of properties  is  recognised  using the accrual
          method when  certain  conditions  are met.  These  conditions  include
          adequate   initial  and  continuing   investment  by  the  buyers  and
          reasonable assurance the related receivable is collectible.  Sales not
          qualifying for full recognition at the time of sales are accounted for
          under other appropriate deferral methods, including the deposit method
          and  installment  method.  The Company  uses the  deposit  method when
          properties are sold before construction is completed,  the revenue and
          profit is  recognized  upon  completion of  construction.  Deposit and
          subsequent  payment are recorded as  liabilities.  When the continuing
          investments  are not adequate to meet the condition of accrual method,
          the company uses the installment method.  Under the installment method
          the Company records the entire contract price and related costs at the
          time the transaction is recognized as a sale. Concurrently,  the gross
          profit  on the sale is  deferred  and is  subsequently  recognized  as
          revenue  in the income  statement  as  payments  are  received  on the
          related contract receivable.

                                      F-6
<PAGE>

3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

     (a)   Revenue recognition (Continued)
           -------------------

     (ii) Construction    contract    revenues    are    recognized    on    the
          percentage-of-completion  method  based on the costs  incurred to date
          relative to estimated  total costs after giving effect to estimates of
          costs to complete based upon most recent information.  Further details
          on  contract  revenue  are  explained  on the  accounting  policy  for
          "Construction contracts" below;

     (iii)Rental  income  from  properties  leased  under  operating  leases  is
          recognized on the straight-line basis over the lease terms; and

     (iv) Interest  income from bank  deposits  is accrued on a time  proportion
          basis taking into account the principle outstanding and the applicable
          interest rate.

     (b)   Construction contracts

     Construction  contracts  are accounted for in the balance sheet as contract
     costs incurred plus recognised profits, less recognised losses and progress
     billings.  Contract  revenue  comprises  the  agreed  contract  amount  and
     appropriate  amounts from variation orders,  claims and incentive payments.
     Contract costs incurred  comprise  direct  materials,  direct labour costs,
     subcontracting charges, other direct expenses and an appropriate proportion
     of  construction   overheads.   Provision  is  made  for  losses  based  on
     management's estimates.

     Where  contract  costs  incurred  to  date  plus  recognised  profits  less
     recognised  losses  exceeds  progress  billings,  the surplus is treated as
     amounts due from contract customers.

     Whereprogress   billings  exceed  contract  costs  incurred  to  date  plus
     recognised  profits  less  recognised  losses,  the  surplus  is treated as
     amounts due to contract customers.

     (c)   Properties

     Property  and  equipment,   other  than   properties   held  for  sale  and
     development, are stated at cost less accumulated depreciation. Expenditures
     for major  renewals and  improvements  that extend the life of an asset are
     capitalized.  For buildings and properties held for long-term investment, a
     write-down  to  estimated  fair  value  is  recognized  when  a  property's
     estimated undiscounted future cash flows, before interest charges, are less
     than its book value.

     Depreciation  is computed using the  straight-line  method to write off the
     cost of each assets,  other than properties held for sale and  development,
     over their estimated useful lives,  after taking into account the estimated
     residual value of 0-3% of the cost.

     The estimated useful lives are as follows:

          Buildings                                                 50 years
          Rental properties                                         50 years
          Furniture and equipment                                    5 years

                                      F-7
<PAGE>

3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

     (c)   Properties (Continued)
           -----------

           Properties  held for sale and  development are stated at the lower of
           cost or estimated  fair value less cost to sell. For real estate held
           for sale and  development,  a write-down  to estimated  fair value is
           recorded when the Company  determines  that the carrying cost exceeds
           the estimated  selling price,  less cost to sell.  This evaluation is
           made by management on a property-by-property basis. The evaluation of
           fair value and future cash flows from individual  properties requires
           significant  judgment.  It is  reasonably  possible  that a change in
           estimate could occur.

           The cost of real estate held for sale and development includes direct
           land  acquisition,  land  development  and home  construction  costs,
           interest,  real estate  taxes and direct  overhead  costs  related to
           development and construction.

           Land,  land  development  and related  costs are allocated to cost of
           home sales based upon the total areas of homes to be  constructed  in
           each community.  Home  construction and related costs are included in
           cost of home sales under the  specific  identification  and  relative
           sales areas methods.

     (d)   Cash and Cash equivalents

           The Company  considers  all highly liquid  investments  with original
           maturity  of  three  months  or  less  when   purchased  to  be  cash
           equivalents.

     (e)   Income taxes

           The Company uses the asset and  liability  method of  accounting  for
           income  taxes.  Under the asset and  liability  method,  deferred tax
           assets and  liabilities  are recognized for the estimated  future tax
           consequences   attributable  to  differences  between  the  financial
           statement  carrying  amounts of existing  assets and  liabilities and
           their respective tax bases. This method also requires the recognition
           of future tax benefits such as net operating loss carry forwards,  to
           the extent that realization of such benefits is more likely than not.
           Deferred tax assets and  liabilities  are measured  using enacted tax
           rates expected to apply to taxable income in the years in which those
           temporary differences are expected to be recovered or settled.

     (f)   Related parties

           Parties are  considered  to be related if one party 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.  Parties are also  considered  to be related if
           they are subject to common control or common significant influence.

     (g)   Foreign currency transactions

           Foreign currency transactions denominated in foreign currencies other
           than RMB are recorded at the applicable  rates of exchange  ruling at
           the transaction dates. Monetary assets and liabilities denominated in
           foreign  currencies at the balance sheet date are translated into RMB
           at the applicable rate of exchange ruling at that date.

           The resulting  exchange  gains or losses are  recorded  in the income
           statement in the period in which they occur.

                                      F-8
<PAGE>

     3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

     (h)   Use of estimates

          The  preparation  of financial  statements in conformity  with US GAAP
          requires  management to make estimates and assumptions that affect the
          amounts reported in the financial  statements and accompanying  notes.
          Actual results could differ from those estimates.

      (i)    Operating leases

           Leases where  substantially all the rewards and risks of ownership of
           assets remain with the leasing company are accounted for as operating
           leases.

     (j)   Advertising costs

           The Company  expenses  advertising  costs when incurred.  The Company
           recorded  advertising  expense for the two years ended  September 30,
           2001  and  2000  of   RMB1,001,000   (US$121,000)   and   RMB997,000,
           respectively.


4.   PROPERTIES

     Book value by property type consisted of the following:
<TABLE>


                                                                    September 30,
                                                          2001          2001           2000
                                                      -----------    ---------      --------
                                                          US$           RMB            RMB
                                                          ---           ---            ---
                                                                  (In thousands)
     <S>                                             <C>            <C>           <C>

     Properties held for sale and development
        Real estate held for sale and development        5,356        44,329         54,595
        Construction in progress                         8,922        73,836         45,227
                                                    -----------    ----------    -----------
                                                        14,278      118,165          99,822
                                                    -----------    ----------    -----------
      Properties held for long term purposes
        Rental properties                                1,858        15,383          4,198
        Buildings                                        2,001        16,572         16,572
        Furniture and equipment                            528         4,371          1,857
        Less:  accumulated depreciation                   (379)       (3,135)        (2,162)
                                                    -----------    ----------    -----------
                                                         4,008        33,191         20,465
                                                    -----------    ----------    -----------
                                                         18,286      151,356        120,287
                                                    ===========    ==========    ===========
</TABLE>


     Construction  in progress  includes  the cost of homes under  construction,
     land and land  development  costs and the  carrying  cost of lots that have
     been substantially improved.

     At September  30, 2001,  certain real estate held for sale and  development
     with a  carrying  amount of  approximately  RMB2,600,000  (US$314,000)  was
     pledged  for an amount  due to the local  government  for land use right of
     approximately RMB1,315,000 (US$159,000).

                                       F-9
<PAGE>

4.   PROPERTIES (Continued)

     The Company's  rental  properties  and buildings are located in the PRC and
     the land on  which  the  Company's  rental  properties  and  buildings  are
     situated is  state-owned.  As of September 30, 2001, the Company was in the
     process of obtaining the property  certificates  for rental  properties and
     buildings with a carrying value  amounting to  approximately  RMB 3,967,000
     (US$479,000) and RMB 15,628,000 (US$1,888,000), respectively.

     Interest  incurred and  capitalized  on the  properties  held for sale and
     development   for  the  years  ended  September  30,  2001  and  2000  were
     approximately RMB2,148,000 (US$259,000) and RMB 2,311,000, respectively.


5.   ACCOUNTS RECEIVABLE, NET

     Accounts receivable, net are analyzed as follows:
<TABLE>

                                                                  September 30,
                                                         2001         2001           2000
                                                      ---------     --------       --------
                                                         US$          RMB             RMB
                                                         ---          ---             ---
                                                                 (In thousands)
     <S>                                             <C>             <C>           <C>


     Accounts receivable                                  6,460         53,471        36,302
     Less: deferred gain on installment sales            (3,826)       (31,666)      (13,682)
                                                      -----------    ----------    -----------
                                                          2,634         21,805        22,620
                                                      -----------    ----------    -----------
      Retentions  held by  customers  in  relation to       977          8,086         3,498
          construction contracts

         Cost and  estimated  earnings  in  excess of
          billings on uncompleted contracts                 313          2,588         5,517
                                                      -----------    ----------    -----------
                                                          3,924         32,479        31,635
                                                      ===========    ==========    ===========
</TABLE>


6.       ACCOUNTS PAYABLE

     Accounts   payable   include  amounts  due  to   subcontractors,   totaling
     approximately  RMB 853,000 (US$  103,000) and RMB 862,000 at September  30,
     2001 and 2000,  respectively,  which have been retained pending  completion
     and acceptance of jobs.

                                      F-10
<PAGE>


7.   BALANCES WITH OWNERS

     The amounts due from owners were as follows:
<TABLE>

                                                             September 30,
                                                     2001         2001        2000
                                                  ---------    ---------   ----------
                                                     US$          RMB           RMB
                                                     ---          ---           ---
                                                             (In thousands)
     <S>                                        <C>            <C>           <C>

     Ms. Zhang Jing                                   28          229           229
     Mr. Zhang Zhao                                  243        2,015             -
     Baxian Club                                       -            -         2,702
                                                ---------    ---------    ----------
                                                     271        2,244         2,931
                                                ---------    ---------    ----------

     Less: deferred gain on installment sales       (142)      (1,176)         (117)
                                                ---------    ---------    ----------
                                                     129        1,068         2,814
                                                =========    =========    ==========
</TABLE>


     The amount due from Baxian Club represents  expenses paid by the Company on
     behalf of Baxian  Club of  approximately  RMB3,601,000  less the  excess of
     consideration  paid over the value of the  property  transferred  to Baxian
     Club as detailed in note 18(iii) to the financial statements.

     The amounts due to owners were as follows:
                                                September 30,
                                        2001         2001       2000
                                      --------    ---------   ---------
                                        US$          RMB           RMB
                                        ---          ---           ---
                                                (In thousands)
     Mr. Zhang Yuchen                   1,401       11,597         7,966
     Baxian Club                        1,293       10,707
                                                                       -
                                     ---------    ---------    ----------
                                        2,694       22,304         7,966
                                     =========    =========    ==========

     The  amount  due to Mr.  Zhang  Yuchen  represents  development  costs  and
     construction costs paid by Mr. Zhang Yuchen on behalf of the Company.

     The amount due to Baxian Club includes the development  cost or expenses of
     approximately  RMB1,814,000  (US$219,000)  paid by Baxian Club on behalf of
     the  Company  and  an  operating   loan  of   approximately   RMB10,099,000
     (US$1,220,000)  less the  rental  income  receivable  from  Baxian  Club of
     approximately  RMB307,000  (US$  37,000) as detailed in note 18(vii) to the
     financial statements.

     The amount due to an owner for project interest  includes  investment costs
     paid by Baxian Club of approximately RMB12,084,000  (US$1,460,000) pursuant
     to the  cooperative  agreement with the Company as detailed in noted 18(iv)
     to the financial statements .

     The balances  with owners are  unsecured,  interest-free  and have no fixed
     terms of repayment.
                                      F-11
<PAGE>


8.   BALANCES WITH RELATED COMPANIES

     The amount due from a related company represented an advancement made to or
     expenses paid on behalf of Beijing Yuchen  Properties  Management Co., Ltd.
     ("BYPM"), a company beneficially owned by Mr. Zhang Yuchen.

     The amounts due to related companies were analyzed as follows:
<TABLE>


                                                                           September 30,
                                                                   2001        2001         2000
                                                                 ---------  ---------    ----------
                                                                    US$       RMB           RMB
                                                                    ---       ---           ---
                                                                         (In thousands)
  <S>                                                            <C>         <C>           <C>

   BYPM                                                                -            -         7,000
   Beijing Baxian Villa Property Management Co., Ltd.("BBVPM")     1,197        9,909        13,969
                                                                 ---------   ---------    ---------
                                                                   1,197        9,909        20,969
                                                                 =========   =========    =========
</TABLE>


     The amount due to BYPM as of September  30, 2000  primarily  represents  an
     operating  loan.  The amount was unsecured,  interest-bearing  at 6.44% per
     annum and was fully repaid during the year ended September 30, 2001.

     The amount due to BBVPM at September 30, 2001 and 2000  includes  operating
     loans of RMB8,200,000  (US$991,000)  and RMB 13,200,000,  respectively  and
     construction  costs paid by BBVPM on behalf of the Company of approximately
     RMB1,709,000  (US$206,000)  and RMB769,000 ,  respectively.  Except for the
     amount of RMB 5,000,000  (US$604,000) and RMB10,000,000 as of September 30,
     2001 and 2000,  respectively which bear interest at a weighted average rate
     of 9% and 12% per annum,  respectively,  all the amounts are  unsecured and
     interest free.


 9.  SHORT TERM BANK LOAN

     Short-term bank loan bears interest at a weighted  average rate of 6.7% and
     6.5%  per  annum  for  the  years  ended   September  30,  2001  and  2000,
     respectively.


10. DUE TO A DIRECTOR

     The balance represented an amount due to Ms. Zhou Jianming,  a director and
a beneficial owner of Baxian Club.


                                      F-12
<PAGE>



11.  TAX

     In  accordance  with PRC  income  tax laws,  the  Company  is  subject to a
     statutory  income tax rate of 33%.  From  October 1, 1999 to  December  31,
     1999, taxable income for home sales was determined based on pre-tax income.
     Beginning on January 1, 2000,  the basis on which  taxable  income for home
     sales  was  determined  was  changed  by the tax  authority,  subsequently,
     taxable income for home sales was  calculated  based on 5% of the home sale
     revenue of the Company.  The Company  incurred a net deferred tax liability
     of approximately  RMB500,000 due to the change in the method of calculating
     taxable income.  Taxable income for the construction  business was based on
     pre-tax income,  however the tax authority is in the process of considering
     alternative bases on which to determine taxable income for the construction
     business. A change in existing tax law may have a significant impact on the
     Company's  deferred  tax  assets  and  liabilities  and  future  income tax
     expenses.

     Significant components of the provision for income taxes attributable to
     income before income taxes are as follows:

                                                    2001       2001        2000
                                                  --------   -------      ------
                                                     US$        RMB         RMB
                                                     ---        ---         ---
                                                           (In thousands)

     Current tax expense                             269       2,230       1,969
     Deferred tax expense (benefit)                  (81)       (669)        490
                                                 -------     --------    -------
                                                     188       1,561       2,459
                                                 =======     ========    =======


     The  reconciliation  of income tax computed at the PRC statutory income tax
     rate of 33% (2000: 33%) to income is as follows:
<TABLE>


                                                                                     2001        2001         2000
                                                                                 -------- -- -------- -- ---------
                                                                                      US$         RMB          RMB
                                                                                      ---         ---          ---
                                                                                            (In thousands)
  <S>                                                                            <C>            <C>           <C>

   Book income tax expense based on the statutory rate                                524       4,333        7,436
   Impact of the bases on which taxable income is calculated                         (336)                 (5,219)
                                                                                               (2,772)
   Additional sales for tax purposes (transaction with owner)                           -           -          242
                                                                                 --------    --------    ---------
                                                                                      188       1,561        2,459
                                                                                 ========    ========    =========
</TABLE>

     Significant components of the company's deferred tax assets and liabilities
     as of September 30, 2000 and 2001 consisted of the following:
<TABLE>

                                                                           2001        2001         2000
                                                                       -------- -- -------- -- ---------
                                                                            US$         RMB          RMB
                                                                            ---         ---          ---
                                                                                 (In thousands)
<S>                                                                     <C>        <C>           <C>

   Deferred tax assets:
        Accumulated deferred gain on installment sales                       65         542          228
   Deferred tax liabilities:
        Excess of revenue recognized under installment sales method          43         363          718
                                                                       --------    --------    ---------
   Net deferred tax asset (liability)                                        22         179         (490)
                                                                       ========    ========    =========
</TABLE>

                                      F-13

<PAGE>


12. PAID-IN CAPITAL

     As of September 30,1999, the capital of the Company registered with the PRC
     government  ("registered  capital") was RMB10,000,000 and was fully paid in
     cash. Pursuant to a capital verification report dated December 7, 1999, the
     Company's   registered   capital  was  increased  from   RMB10,000,000   to
     RMB50,000,000.  The  increase  in  capital  is  comprised  of  RMB5,000,000
     received  from the sale of  additional  equity  interest in the Company and
     RMB35,000,000 related to equity revaluations permitted under PRC law, which
     are not permitted under US generally accepted  accounting  principles.  The
     excess of  registered  capital over cash  contributions  is  classified  as
     capitalization in excess of contributed capital.

     Subsequent to the balance sheet date on December 19, 2001,  the  registered
     capital of the Company was increased from RMB 50 million to RMB 80 million.
     The new registered capital of RMB 30 million was fully paid in cash.


13.  STATUTORY RESERVE

     In  accordance  with the Company Law of the PRC, the Company is required to
     transfer  part of the profit  after tax, as  reported in the PRC  statutory
     accounts, to the statutory surplus reserve and the statutory public welfare
     fund. These represented approximately 10% and 5% of the profit after tax of
     the Company's PRC statutory  accounts.  The statutory reserve  appropriated
     from retained  earnings for  September  30, 2001 and 2000 was  RMB2,275,000
     (US$275,000)  and  RMB699,000,  respectively.  In  addition,  the  board of
     directors may determine to appropriate  part of the profit after tax to the
     discretionary  surplus  reserve.  As of  September  30,  2001 and 2000,  no
     discretionary surplus reserve was appropriated.

     These reserves are not distributable and are created for specific purposes.
     The board of directors has the sole  discretion over the application of the
     funds.
                                      F-14
<PAGE>


14.      HOME SALES

     Gross profit of home sales is summarised as follows:
<TABLE>

                                                             2001           2001           2000
                                                          ----------     ---------      ---------
                                                              US$            RMB            RMB
                                                              ---            ---            ---
                                                                        (In thousands)
<S>                                                       <C>             <C>          <C>


     Home sales                                               9,327          77,196       77,395
     Less:  sales tax                                          (503)         (4,168)      (4,973)
                                                          ----------    -----------    -----------
                                                              8,824          73,028       72,422
     Cost of home sales                                      (4,524)        (37,448)     (34,982)
                                                          ----------    -----------    -----------
                                                              4,300          35,580       37,440

     Less:  deferred gross profit on installment sales       (2,804)        (23,198)     (12,221)
                                                          ----------    -----------    -----------
     Realised gross profit on sales                           1,496          12,382       25,219

     Add:  gross profit realised on installment sales of
           prior years                                          502           4,156        5,453

                                                          ----------    -----------    -----------
     Gross profit realised this year                          1,998          16,538       30,672
                                                          ==========    ===========    ===========

     Home sales, net is summarised as follows:

                                                               2001           2001           2000
                                                            ---------       --------       --------
                                                                US$            RMB            RMB
                                                                ---            ---            ---
                                                                         (In thousands)

     Home sales                                                9,327         77,196         77,395

     Less:  sales tax                                           (503)        (4,168)        (4,973)

           deferred gross profit on
               installment sales                              (2,804)       (23,198)       (12,221)

     Add:   gross profit realised on
           installment      sales of prior years                 502          4,156          5,453
                                                          ----------    -----------    -----------
                                                               6,522         53,986         65,654
                                                          ==========    ===========    ===========

</TABLE>
                                      F-15
<PAGE>


15. LEASES

     The Company,  as lessor,  has entered into  noncancelable  operating leases
     expiring at various  dates  through 2006 with Baxian Club.  Rental  revenue
     under these leases totaled RMB 307,000 (US$37,000) in 2001 and nil in 2000.
     Future minimum rental revenue under existing noncancelable operating leases
     as of September 30, 2001, is summarized as follows:

                                                        US$          RMB
                                                        ---          ---
                                                         (In thousands)

         2002                                             81          670
         2003                                             81          670
         2004                                             56          468
         2005                                             48          400
         2006                                             12          100
                                                     --------    ---------
         Total                                           278        2,308
                                                     ========    =========

     The book value of the Company's  properties  under operating leases or held
     for  rental  purpose  summarized  below  has been  included  in the  rental
     properties (note 4):

                                                       September 30,
                                              2001          2001         2000
                                            --------      --------     --------
                                               US$          RMB          RMB
                                               ---          ---          ---
                                                       (In thousands)

          Rental properties                  1,858       15,383        4,198
          Less: accumulated depreciation       (28)        (231)        (147)
                                          ----------    ---------    ---------
                                             1,830       15,152        4,051
                                          ==========    =========    =========

     The Company,  as lessee, has entered into  non-cancelable  operating leases
     expiring at various dates through 2027.  Rental  expense under these leases
     was approximately RMB720,000 (US$87,000) and RMB181,000 for the years ended
     September 30, 2001 and 2000, respectively. Future minimum lease payments as
     of September 30, 2001, are summarized as follows:

                                                        US$          RMB
                                                         (In thousands)
         2002                                           103          854
         2003                                           103          854
         2004                                           104          860
         2005                                           105          872
         2006                                           105          872
         Thereafter                                   3,512       29,065
                                                    --------    ---------
         Total                                        4,032       33,377
                                                    ========    =========

                                      F-16
<PAGE>

16.  COMMITMENTS AND CONTINGENCIES

(a)      As of September 30, 2001,  the Company had  agreements to purchase land
         for future development with purchase prices  aggregating  approximately
         RMB 50,330,000  (US$6,082,000) of which RMB 2,000,000  (US$242,000) has
         been  paid  or  deposited.  The  remaining  balances  repayable  in the
         following years are as follows:

                                                      2001            2001
                                                    --------        -------
                                                       US$            RMB
                                                       ---            ---
                                                          (In thousands)
         2002                                          1,873           15,499
         2003                                          1,591           13,166
         2004                                          1,047            8,666
         2005                                          1,571           12,999
                                                    ---------       ----------
         Total minimum payments                        6,082           50,330
                                                    =========       ==========

           Obtaining the proper legal title of the land is  contingent  upon the
           payment  of the  consideration  and  the  approval  of  the  relevant
           government authority.

     (b)   Pursuant  to  an  agreement   entered  between  the  Company  and  an
           independent  third  party on May 10,  2001,  the  Company  agreed  to
           replace the  independent  third party in an application  for the land
           use  right  of  land  with  an  aggregate  area  of  48,006  M2.  The
           consideration of the land use right was not specified. However, based
           on the prevailing land use fee applicable in Beijing,  the total land
           use  fee  is   estimated   to  be   approximately   RMB18,000,000(US$
           2,175,000).   The  Company  is  in  the  process  of  replacing   the
           independent  third  party in  applying  for the land  use  right.  No
           consideration has been paid in this respect.

     (c)   On October 28,  2000,  the Company  entered  into a land  improvement
           contract with an independent  third party.  The contract  amounted to
           RMB19,500,000  (US$ 2,356,000) of which RMB 8,500,000  (US$1,027,000)
           has been paid and included in  construction in progress (note 4). The
           balance  of the  contract  sum has to be  settled  in 2002  when  the
           construction is expected to be completed.

(d)        As of  September  30,  2001,  the  Company  had  agreements  of  sale
           outstanding  to deliver 4 villas  with an  aggregate  sales  value of
           approximately RMB7,112,000 (US$859,000). The apartments were still in
           the progress of development  and the deposit  received in this regard
           was approximately RMB 3,030,000 (US$366,000) at September 30, 2001.

17.   RETIREMENT PLAN

      As stipulated by the PRC government regulations,  the Company participates
      in a defined  contribution  retirement  plan  organized by  government  of
      Beijing,  the PRC.  All  permanent  employees  are  entitled  to an annual
      pension  which is equal to a fixed  proportion of their final basic salary
      at their  retirement  date.  The Company and its employees are required to
      make  contributions  to the retirement  plan at rates of 19% and 5% of the
      employees'  basic  salary,  respectively.  Payment  is made,  on a monthly
      basis, to a PRC insurance company  organized by the PRC government,  which
      is responsible for the payments of pension benefits to retired  employees.
      The Company has no obligations for the pension  benefits beyond the annual
      contributions  as  described  above.  The  pension  costs  expensed by the
      Company during the years ended September 30, 2001 and 2000 amounted to RMB
      199,000 (US$24,000) and RMB 192,000, respectively.

                                      F-17
<PAGE>

18.   RELATED PARTY TRANSACTIONS

       (i)  As of September  30, 2000,  the amount due to BYPM of  approximately
            RMB7,000,000  bore interest at 6.44% per annum. The amount was fully
            settled during the year ended September 30, 2001. The total interest
            paid and payable to BYPM for the year ended  September  30, 2001 and
            2000 was  approximately  RMB179,000  (US$22,000)  and  RMB450,000  ,
            respectively.  The  beneficial  equity  holder of BYPM is Mr.  Zhang
            Yuchen.

       (ii) As of  September  30,  2001 and 2000,  the  amount  due to BBVPM was
            approximately  RMB  9,909,000  (US$1,197,000)  and RMB  13,969,000 ,
            respectively. Of the amount due to BBVPM, approximately RMB5,000,000
            and RMB10,000,000 at September 30, 2001 and 2000,  respectively bore
            interest  at a  weighted  average  rates  of 9% and  12%  per  annum
            respectively.  The total  interest paid and payable to BBVPM for the
            year ended September 30, 2001 and 2000 was approximately  RMB793,000
            (US$96,000) and RMB 1,201,000 , respectively.  The beneficial equity
            holder of BBVPM is Mr. Zhang Yuchen.

      (iii) During the period from  October  1999 to January  2000,  the Company
            transferred  10  apartments  and 5  villas  to  Baxian  Club  for an
            aggregate consideration of approximately RMB14,714,000, RMB9,467,000
            in cash and a receivable of RMB5,247,000. The difference between the
            carrying  value  of the  property  and the  consideration  received,
            RMB899,000  was applied as a reduction  to  outstanding  amounts due
            from owners.

      (iv)  On May 28, 2001,  Baxian Club contributed 10 apartments and 9 villas
            to the Company in exchange  for a 10%  interest in Century Star City
            Project,  which is currently under  construction.  The  contribution
            included 4 villas  that were sold to Baxian  Club in prior years and
            the  Company  accounted  for as  sales.  The  Company  recorded  the
            contribution of the 4 villas at Baxian Club's cost less accumulation
            depreciation of  approximately  RMB2,960,000 as "due to an owner for
            project  interest".  The Company recorded the contribution of the 10
            apartments and 5 other villas at the original construction cost less
            accumulated  depreciation  of  approximately  RMB8,225,000  plus the
            excess of cash paid greater than the original  construction  cost of
            approximately RMB899,000 as "due to an owner for project interest".

      (v)   On January 25, 2000, the Company entered into a sales agreement with
            Ms. Zhang Jing.  According to the  agreement,  the Company agreed to
            sell a villa to Ms. Zhang Jing for a consideration  of approximately
            RMB729,000.  As of September 30, 2001, the amount due from Ms. Zhang
            Jing in respect of this  transaction was  approximately  RMB 229,000
            (US$28,000).

      (vi)  On March 10, 2000 and October 27,  2000,  the Company  entered  into
            sales agreements with Mr. Zhang Zhao for the sales of two villas for
            approximately    RMB2,360,000    (US$285,000)    and    RMB2,615,000
            (US$316,000), respectively. As of September 30, 2001, the amount due
            from  Mr.  Zhang  Zhao  in  respect  of the  villas  sold to him was
            approximately RMB2,015,000 (US$243,000).

      (vii) On June 30,  2001,  the  Company  entered  into an  operating  lease
            agreement  with  Baxian  Club.  According  to  the  operating  lease
            agreement,  the Company agreed to lease properties with the carrying
            value of approximately  RMB15,152,000  (US$1,830,000) to Baxian Club
            for 3 to 5 years for minimum rental income as detailed in note 15 to
            the financial  statements.  The total rental income received in this
            respect was RMB307,000  (US$37,000) for the year ended September 30,
            2001.

19.   FINANCIAL INSTRUMENTS

      Financial  instruments that potentially subject the Company to significant
      concentration of credit risk consist principally of accounts receivable.

      Concentrations  of credit  risk with  respect to accounts  receivable  are
      limited  due to the large  number of  entities  comprising  the  Company's
      customer  base.  The Company  does not  require  collateral  for  accounts
      receivable  but generally,  could  re-seize the properties  when customers
      default.

      The carrying value of the financial instruments of the Company approximate
      fair value.


20.   SEGMENT INFORMATION

      Home sales and construction comprise the separate industry segments of the
      Company.

      Total   revenue  and  other   income,   operating   income,   income  tax,
      depreciation,  total assets and properties  held for long term purposes by
      industry segment for 2001 and 2000 are set forth below:
<TABLE>

      Revenue and other income                       2001           2001           2000
                                                 ----------    -----------    -----------
                                                    US$            RMB            RMB
                                                    ---            ---            ---
                                                             (In thousands)
       <S>                                         <C>            <C>           <C>
       Home sales
           - to third party                         6,350           52,561         62,602
           - to related party                         172            1,425          3,052
       Construction                                 6,238           51,631         25,415
       Others                                          89              735             44
                                                 ----------    -----------    -----------
                                                   12,849          106,352         91,113
                                                 ==========    ===========    ===========


     Operating income                               2001           2001           2000
                                                 ----------    -----------    -----------
                                                     US$            RMB            RMB
                                                     ---            ---            ---
                                                               (In thousands)
       Home sales                                     1,289         10,659         23,257
       Construction                                     220          1,823          1,979
       Others                                            78            651         (2,703)
                                                 ----------    -----------    -----------
                                                      1,587         13,133         22,533
                                                 ==========    ===========    ===========

                                                         September 30,
     Total assets                                   2001           2001           2000
                                                 ----------    -----------    -----------
                                                     US$            RMB            RMB
                                                     ---            ---            ---
                                                                (In thousands)
       Home sales                                    19,216        159,050        145,194
       Construction                                   1,870         15,482         13,953
       Others                                         4,105         33,983         23,853
                                                 ----------    -----------    -----------
                                                     25,191        208,515        183,000
                                                 ==========    ===========    ===========
                                                      6,522         53,986         65,654

    Construction contract revenue                     6,238         51,631         25,415
    Rental income from a related party                   37            307              -
     Other income                                        52            428             44
                                                 -----------    ----------    ------------
                                                     12,849        106,352         91,113
                                                 -----------    ----------    ------------
Cost and expenses
    Cost of home sales                               (4,524)      (37,448)        (34,982)
    Cost of construction contract revenue
</TABLE>
                                      F-18





</TEXT>
</DOCUMENT>
