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<SEC-DOCUMENT>0001116502-03-000932.txt : 20030520
<SEC-HEADER>0001116502-03-000932.hdr.sgml : 20030520
<ACCEPTANCE-DATETIME>20030520160118
ACCESSION NUMBER:		0001116502-03-000932
CONFORMED SUBMISSION TYPE:	10QSB
PUBLIC DOCUMENT COUNT:		5
CONFORMED PERIOD OF REPORT:	20030331
FILED AS OF DATE:		20030520

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CHINA RESOURCES DEVELOPMENT INC
		CENTRAL INDEX KEY:			0000793628
		STANDARD INDUSTRIAL CLASSIFICATION:	WHOLESALE-MISCELLANEOUS NONDURABLE GOODS [5190]
		IRS NUMBER:				970263643
		STATE OF INCORPORATION:			NV
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		10QSB
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-26046
		FILM NUMBER:		03712586

	BUSINESS ADDRESS:	
		STREET 1:		ROOM 2105 WEST TOWER SHUN TAK CENTRE
		STREET 2:		168-200 CONNAUGHT ROAD CENTRAL
		CITY:			SHEUNG WAN HONG KONG
		BUSINESS PHONE:		011-852-28

	MAIL ADDRESS:	
		STREET 1:		C/O BAKER & HOSTETLER
		STREET 2:		P O BOX 112
		CITY:			ORLANDO
		STATE:			FL
		ZIP:			32802

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	MAGENTA CORP
		DATE OF NAME CHANGE:	19940217
</SEC-HEADER>
<DOCUMENT>
<TYPE>10QSB
<SEQUENCE>1
<FILENAME>chinaresources-10qsb.txt
<DESCRIPTION>QUARTERLY REPORT
<TEXT>

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB


[X]      Quarterly report pursuant to section 13 or 15(d) of the Securities
         Exchange Act of 1934

         For the quarter period ended March 31, 2003
                                      --------------

[ ]      Transition report pursuant to section 13 or 15(d) of the Securities
         Exchange Act of 1934

         For the transition period from ___________ to _____________


                        CHINA RESOURCES DEVELOPMENT, INC.
               (Exact Name of registrant as Specified in Charter)


<TABLE>
<CAPTION>
<S>                                              <C>                            <C>
         Nevada                                  0-26046                        87-02623643
(State or other Jurisdiction              (Commission File Number)           (IRS Employer
      of incorporation)                                                     Identification No.)
</TABLE>


                     Room 2105, West Tower, Shun Tak Centre,
                  200 Connaught Road C., Sheung Wan, Hong Kong
                          Telephone: 011-852-2810-7205
                        (Address and telephone number of
                          principal executive offices)


Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such requirements
for the past 90 days.
                           Yes  [X]       No [ ]


Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 837,823 shares of common stock,
$0.001 par value, as of May 20, 2003.


<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

               CHINA RESOURCES DEVELOPMENT, INC. AND SUBSIDIARIES

               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
                    COMPREHENSIVE INCOME/(LOSS) (UNAUDITED)
               FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
             (Amounts in thousands, except share and per share data)


                                                 Three Months Ended March 31,
                                                 ----------------------------
                                                2003        2002         2003
                                             --------     --------     --------
                                                RMB         RMB           US$

NET SALES                                       2,202        1,714          266

COST OF SALES                                  (2,001)      (1,465)        (242)
                                             --------     --------     --------
GROSS PROFIT                                      201          249           24

DEPRECIATION                                     (215)        (211)         (26)

SELLING, GENERAL AND
  ADMINISTRATIVE EXPENSES                      (2,563)      (3,024)        (309)


FINANCIAL INCOME, NET                             174          282           21

OTHER (EXPENSE)/INCOME, NET                       (34)         411           (4)
                                             --------     --------     --------
LOSS BEFORE INCOME TAXES                       (2,437)      (2,293)        (294)

INCOME TAXES                                       --           --           --
                                             --------     --------     --------
NET LOSS                                       (2,437)      (2,293)        (294)
                                             --------     --------     --------
Other comprehensive income/(loss):
  foreign currency translation
    adjustments                                    --          110           --
                                             --------     --------     --------
COMPREHENSIVE LOSS                             (2,437)      (2,183)        (294)
                                             ========     ========     ========

LOSS PER SHARE: basic and diluted               (2.91)       (2.74)       (0.35)
                                             ========     ========     ========

WEIGHTED AVERAGE NUMBER
  OF SHARES OUTSTANDING                       837,823      837,823      837,823
                                             ========     ========     ========

See notes to condensed consolidated financial statements.


                                       2
<PAGE>


               CHINA RESOURCES DEVELOPMENT, INC. AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEETS
                   AS OF MARCH 31, 2003 AND DECEMBER 31, 2002
             (Amounts in thousands, except share and per share data)
<TABLE>
<CAPTION>

                                                              March 31,     December 31,        March 31,
                                                                  2003             2002             2003
                                                                   RMB              RMB              US$
                                                  Notes     (Unaudited)           (Note)      (Unaudited)
<S>                                                              <C>              <C>                <C>
ASSETS
CURRENT ASSETS:
  Cash and cash equivalents                                      5,377            4,082              649
  Trading securities                                             1,663            1,185              201
  Inventories - finished goods                                     679              649               82
  Other receivables, deposits and prepayments                    3,958            6,916              478
  Short term loans receivable                                    3,498            3,498              423
  Amounts due from employees                                        25              190                3
                                                              --------         --------         --------
TOTAL CURRENT ASSETS                                            15,200           16,520            1,836
PROPERTY AND EQUIPMENT                              2            6,255            6,468              755
INVESTMENTS                                                     63,000           63,000            7,609
VALUE-ADDED TAX RECEIVABLE                                       2,735            3,124              330
                                                              --------         --------         --------
TOTAL ASSETS                                                    87,190           89,112           10,530
                                                              ========         ========         ========

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
  Accounts payable                                                 237              256               28
  Other payables and accrued liabilities            3            9,518            8,984            1,150
  Income taxes                                                      50               50                6
  Amounts due to related companies                                 366              366               44
                                                              --------         --------         --------
TOTAL CURRENT LIABILITIES                                       10,171            9,656            1,228
                                                              --------         --------         --------

SHAREHOLDERS' EQUITY
  Preferred stock, authorized -
    10,000,000 shares in 2003 and 2002
      Series B preferred stock, US$0.001 par value:
        Authorized - 320,000 shares
        Issued and outstanding - 320,000 shares
          in 2003 and 2002                                           3                3               --
  Common stock, US$0.001 par value:
   Authorized - 200,000,000 shares
   Issued and outstanding - 837,823 shares
     in 2003 and 2002                                                7                7                1
Additional paid-in capital                                     169,052          169,052           20,417
Reserves                                                        28,028           28,028            3,385
Accumulated deficit                                           (120,229)        (117,792)         (14,520)
Accumulated other comprehensive gains                              158              158               19
                                                              --------         --------         --------
TOTAL SHAREHOLDERS' EQUITY                                      77,019           79,456            9,302
                                                              --------         --------         --------

TOTAL LIABILITIES AND SHAREHOLDERS'
  EQUITY                                                        87,190           89,112           10,530
                                                              ========         ========         ========
</TABLE>

Note: The balance sheet at December 31, 2002 has been derived from the audited
financial statements at that date but does not include all of the information
and footnotes required by accounting principles generally accepted in the United
States of America for complete financial statements.

See notes to condensed consolidated financial statements.


                                       3
<PAGE>


               CHINA RESOURCES DEVELOPMENT, INC. AND SUBSIDIARIES

           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
               FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
                             (Amounts in thousands)
<TABLE>
<CAPTION>

                                                           Three months ended March 31,
                                                        ---------------------------------
                                                          2003         2002        2003
                                                        -------      -------      -------
                                                          RMB          RMB          US$

<S>                                                       <C>             <C>         <C>
Net cash provided by operating activities                 1,297           56          156
                                                        -------      -------      -------
INVESTING ACTIVITIES
  Purchases of property and equipment                        (2)          (4)          --
  Advances of short term loans to third parties              --      (10,600)          --
  Repayments of short term loans from third parties          --        9,116           --
                                                        -------      -------      -------
Net cash (used in)/provided by investing activities          (2)       1,488           --
                                                        -------      -------      -------
NET INCREASE/(DECREASE) IN CASH AND CASH
   EQUIVALENTS                                            1,295       (1,432)         156

Cash and cash equivalents, at beginning of period         4,082        7,627          493
                                                        -------      -------      -------
Cash and cash equivalents, at end of period               5,377        6,195          649
                                                        =======      =======      =======
</TABLE>



See notes to condensed consolidated financial statements.


                                       4
<PAGE>

               CHINA RESOURCES DEVELOPMENT, INC. AND SUBSIDIARIES

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                  (Amounts in thousands, except per share data)

1.       BASIS OF PRESENTATION

         The accompanying unaudited condensed consolidated financial statements
         have been prepared in accordance with accounting principles generally
         accepted in the United States of America for interim financial
         information and with the instructions to Form 10-QSB and Item 310(b) of
         Regulation S-B. Accordingly, they do not include all of the information
         and footnotes required by accounting principles generally accepted in
         the United States of America for complete financial statements. In the
         opinion of management, all adjustments (consisting of normal recurring
         accruals) considered necessary for a fair presentation have been
         included. Operating results for the three-month period ended March 31,
         2003, are not necessarily indicative of the results that may be
         expected for the year ending December 31, 2003.

         The balance sheet at December 31, 2002 has been derived from the
         audited financial statements at that date but does not include all of
         the information and footnotes required by accounting principles
         generally accepted in the United States of America for complete
         financial statements. For further information, refer to the
         consolidated financial statements and footnotes thereto included in the
         Company's annual report on Form 10-KSB for the year ended December 31,
         2002.

         For the convenience of the reader, amounts in Renminbi ("RMB") have
         been translated into United States dollars ("US$") at the rate of
         US$1.00 = RMB8.28 quoted by the People's Bank of China as at March 31,
         2003. No representation is made that the RMB amounts could have been,
         or could be, converted into US$ at that rate.

         Certain comparative amounts have been reclassified to conform with the
         current period classifications.

2. PROPERTY AND EQUIPMENT
<TABLE>
<CAPTION>

                                                             March 31,         December 31,
                                                                  2003                 2002
                                                                   RMB                  RMB
<S>                                                              <C>                  <C>
         At cost:
           Buildings                                             4,260                4,260
           Machinery, equipment and motor vehicles               4,146                4,144
           Fixtures and furniture                                  219                  219
                                                               -------              -------
                                                                 8,625                8,623

         Accumulated depreciation                              (2,370)              (2,155)
                                                               -------              -------
                                                                 6,255                6,468
                                                               =======              =======
</TABLE>


                                       5
<PAGE>


3. OTHER PAYABLES AND ACCRUED LIABILITIES
<TABLE>
<CAPTION>

                                                               March 31,         December 31,
                                                                    2003                 2002
                                                                     RMB                  RMB
<S>                                                                <C>                  <C>
         Advances from a company owned by a former
          vice president                                           4,637                3,710
         Accrued salaries of a director                            1,318                1,488
         Other payables                                              886                1,674
         Accrued liabilities                                       2,677                2,112
                                                                  ------               ------
                                                                   9,518                8,984
                                                                  ======               ======
</TABLE>

4. TRADING SECURITIES

            Included in other income/(expenses) for the three months ended March
            31, 2003 and 2002 are unrealized losses on trading securities of
            (RMB151) and (RMB270), respectively.

5. SUBSEQUENT EVENT

            Pursuant to an agreement dated April 22, 2003, the Company disposed
            of its entire interest in Zhuhai Zhongwei Development Company Ltd.
            ("Zhuhai Zhongwei") to a third party affiliated with a former vice
            president. The Company recognized a gain of approximately RMB366
            (US$44,000) from the disposition which will be recorded in the
            second quarter of 2003. The sales price was RMB6,000 (US$724,600)
            of which RMB4,600 (US$555,500) was offset against amounts due to a
            company owned by the former vice president. The remaining RMB1,400
            (US$169,100) is due from the purchaser. Following the disposition,
            the Company has ceased supermarket operations.


                                       6
<PAGE>



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

         NET SALES AND GROSS PROFIT

         Net sales from supermarket operations for the first quarter of 2003
were RMB1,758,000 (US$212,000) which was comparable to RMB1,714,000 (US$207,000)
for the first quarter of 2002. For the first quarter of 2003, supermarket
operations had a gross profit and a gross profit margin of RMB201,000
(US$24,000) and 11.4%, respectively. For the first quarter of 2002, supermarket
operations had a gross profit and a gross profit margin of RMB249,000
(US$30,000) and 14.5%, respectively. The decrease in gross profit margin was due
to keen competition in Zhuhai.

         The Company periodically trades copper and sales for the first quarter
of 2003 were RMB444,000 (US$54,000) with zero gross profit margin.

         SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

         Selling, general and administrative expenses decreased by RMB461,000
(US$56,000) or 15.2% to RMB2,563,000 (US$309,000) for the first quarter of 2003
from RMB3,024,000 (US$365,000) for the first quarter of 2002. The decrease was
mainly due to the reduction of salary payable to the Company's CEO by
approximately RMB509,000 (US$61,000) and the reduction of legal and professional
fees, which was partly offset by the valuation allowance on VAT receivables of
RMB389,000 (US$47,000) provided in the first quarter of 2003.

         FINANCIAL INCOME, NET

         Net financial income decreased by RMB108,000 (US$13,000) or 38.3% to
RMB174,000 (US$21,000) for the first quarter of 2003 from RMB282,000 (US$34,000)
for the first quarter of 2002. The decrease was mainly due to the decrease in
short term loans to unaffiliated third parties.

         OTHER (EXPENSE)/INCOME, NET

         Other (expense)/income, net for the first quarter of 2003 mainly
included a net loss on trading of marketable securities of RMB59,000 (US$7,000).
Net income for the first quarter of 2002 represented a net loss on trading of
marketable securities of RMB77,000 (US$9,000) offset by the premium earned on
written put options of RMB488,000 (US$59,000).

         INCOME TAXES

         It is management's intention to reinvest all income attributable to the
Company earned by its operations outside the US. Accordingly, no US corporation
income taxes are included in these consolidated financial statements.

         Under the current laws of the BVI, dividends and capital gains arising
from the Company's investments in the BVI are not subject to income taxes and no
withholding tax is imposed on payments of dividends to the Company.

         LIQUIDITY AND CAPITAL RESOURCES

         The Company's primary liquidity needs are to fund operating expenses
and to expand business operations. The Company has financed its working capital
requirements primarily through internally generated cash.

         The Company had a working capital surplus of approximately RMB5,029,000
(US$607,000) as of March 31, 2003, compared to that of approximately
RMB6,864,000 (US$829,000) as of December 31, 2002. Net cash provided by
operating activities for the three months ended March 31, 2003 was approximately
RMB1,297,000 (US$156,000), as compared to RMB56,000 (US$7,000) for the
corresponding period in 2002. Net cash inflows/outflows from the Company's
operating activities are attributable to the Company's net loss and changes in
operating assets and liabilities. Net cash provided by investing activities for
the three months ended March 31, 2002 was primarily attributable to advances and
repayments of short term loans to/from third parties.

                                       7
<PAGE>

         Except as disclosed above, there have been no other significant changes
in financial condition and liquidity since the fiscal year ended December 31,
2002. The Company believes that internally generated funds will be sufficient to
satisfy its anticipated working capital needs for at least the next twelve
months.

         MARKET RISK AND RISK MANAGEMENT POLICIES

         All of the Company's sales and purchases are made domestically and are
denominated in RMB. Accordingly, the Company and its subsidiaries do not have
material market risk with respect to currency fluctuation. As the reporting
currency of the Company's consolidated financial statements is also RMB, there
is no significant translation difference arising on consolidation. However, the
Company may suffer exchange loss when it converts RMB to other currencies, such
as the Hong Kong Dollar or United States Dollar.

         The Company's interest income is most sensitive to changes in the
general level of RMB interest rates. In this regard, changes in RMB interest
rates affect the interest earned on the Company's cash equivalents. At March 31,
2003, the Company's cash equivalents are mainly RMB, Hong Kong Dollar and United
States Dollar deposits with financial institutions, bearing market interest
rates without fixed term.

         At March 31, 2003, the Company had short-term investments in trading
securities in the Hong Kong and United States stock markets with a total market
value of RMB1,663,000 (US$201,000). These investments expose the Company to
market risks that may cause the future value of these investments to be lower
than the original cost of such investments.

         SUBSEQUENT EVENT

         Pursuant to an agreement dated April 22, 2003, the Company disposed of
its entire interest in Zhuhai Zhongwei Development Company Ltd. ("Zhuhai
Zhongwei") to a third party affiliated with a former vice president. The Company
recognized a gain of approximately RMB366,000 (US$44,000) from the disposition
which will be recorded in the second quarter of 2003. The sales price was RMB6
million (US$724,600) of which RMB4.6 million (US$555,500) was offset against
amounts due to a company owned by the former vice president. The remaining
RMB1.4 million (US$169,100) is due from the purchaser. Following the
disposition, the Company has ceased supermarket operations.


                                       8
<PAGE>

ITEM 3. CONTROLS AND PROCEDURES

         On May 20, 2003, the Company's management concluded its evaluation of
the effectiveness of the design and operation of the Company's disclosure
controls and procedures. As of the Evaluation Date, the Company's Chief
Executive Officer and its Chief Financial Officer concluded that the Company
maintains disclosure controls and procedures that are effective in providing
reasonable assurance that information required to be disclosed in the Company's
reports under the Securities Act of 1934 (Exchange Act) is recorded, processed,
summarized and reported within the time periods specified in the SEC's rules and
forms, and that such information is accumulated and communicated to the
Company's management, including its Chief Executive Officer and its Chief
Financial Officer, as appropriate, to allow timely decisions regarding required
disclosure. The Company's management necessarily applied its judgment in
assessing the costs and benefits of such controls and procedures, which, by
their nature, can provide only reasonable assurance regarding management's
control objectives. There have been no significant changes in the Company's
internal controls or in other factors that could significantly affect these
controls subsequent to the Evaluation Date.


                                       9
<PAGE>

                           PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS:

         NONE

ITEM 2.  CHANGES IN SECURITIES:

         NONE

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES:

         NONE

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

         NONE

ITEM 5.  OTHER INFORMATION:

         NONE

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

10.15    Agreement for the Sale and Purchase of Shares in Zhuhai Zhongwei
         Development Co. Ltd. dated April 22, 2003 by and between HARC and Li
         Qing Quan (Certified English translation of original Chinese version
         filed herewith.)

10.16    Agreement for the Sale and Purchase of Shares in Zhuhai Zhongwei
         Development Co. Ltd. dated April 22, 2003 by and between Lin Jia Ping
         and Li Qing Quan (Certified English translation of original Chinese
         version filed herewith.)

99.1     Certification of Chief Executive Officer

99.2     Certification of Chief Financial Officer

         During the three months ended March 31, 2003, the Company filed no
         current report on Form 8-K.


                                       10
<PAGE>

                                   SIGNATURES


Pursuant to the requirements 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 RESOURCES DEVELOPMENT, INC.





May 20, 2003                        By:/s/ Ching Lung Po
                                       --------------------------------------
                                       Ching Lung Po, Chief Executive Officer



                                    By:/s/ Tam Cheuk Ho
                                       --------------------------------------
                                       Tam Cheuk Ho, Chief Financial Officer



                                       11
<PAGE>



CERTIFICATION PURSUANT TO RULE 13A-14 OR 15D-14 OF THE SECURITIES EXCHANGE ACT
- ------------------------------------------------------------------------------
OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
- -----------------------------------------------------------------------------

I, Ching Lung Po, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of China Resources
     Development, Inc.;

2.   Based on my knowledge, this quarterly report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary in
     order to make the statements made, in light of the circumstances under
     which such statements were made, not misleading with respect to the period
     covered by this quarterly report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this quarterly report, fairly present in all
     material respects the financial condition, results of operations and cash
     flows of the registrant as of, and for, the periods presented in this
     quarterly report.

4.   The registrant's other certifying officers and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a) designed such disclosure controls and procedures to ensure that material
     information relating to the registrant, including its consolidated
     subsidiaries, is made known to us during the period in which this quarterly
     report is being prepared;

     b) evaluated the effectiveness of the registrant's disclosure controls and
     procedures as of a date within 90 days prior to the filing date of this
     quarterly report; and

     c) presented in this quarterly report our conclusions about the
     effectiveness of the disclosure controls and procedures based on our
     evaluation as of that date;

5.   The registrant's other certifying officers and I have disclosed to the
     registrant's auditors and the audit committee of registrant's board of
     directors (or persons fulfilling the equivalent function):

     a) all significant deficiencies in the design or operation of internal
     controls which could adversely affect the registrant's ability to record,
     process, summarize and report financial data and have identified for the
     registrant's auditors any material weaknesses in internal controls; and

     b) any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal
     controls; and

6.   The registrant's other certifying officers and I have indicated in this
     quarterly report whether or not there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Date: May 20, 2003

/s/ Ching Lung Po
- ------------------------
Chief Executive Officer


                                       12
<PAGE>



CERTIFICATION PURSUANT TO RULE 13A-14 OR 15D-14 OF THE SECURITIES EXCHANGE ACT
- ------------------------------------------------------------------------------
OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
- -----------------------------------------------------------------------------

I, Tam Cheuk Ho, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of China Resources
     Development, Inc.;

2.   Based on my knowledge, this quarterly report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary in
     order to make the statements made, in light of the circumstances under
     which such statements were made, not misleading with respect to the period
     covered by this quarterly report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this quarterly report, fairly present in all
     material respects the financial condition, results of operations and cash
     flows of the registrant as of, and for, the periods presented in this
     quarterly report.

4.   The registrant's other certifying officers and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a) designed such disclosure controls and procedures to ensure that material
     information relating to the registrant, including its consolidated
     subsidiaries, is made known to us during the period in which this quarterly
     report is being prepared;

     b) evaluated the effectiveness of the registrant's disclosure controls and
     procedures as of a date within 90 days prior to the filing date of this
     quarterly report; and

     c) presented in this quarterly report our conclusions about the
     effectiveness of the disclosure controls and procedures based on our
     evaluation as of that date;

5.   The registrant's other certifying officers and I have disclosed to the
     registrant's auditors and the audit committee of registrant's board of
     directors (or persons fulfilling the equivalent function):

     a) all significant deficiencies in the design or operation of internal
     controls which could adversely affect the registrant's ability to record,
     process, summarize and report financial data and have identified for the
     registrant's auditors any material weaknesses in internal controls; and

     b) any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal
     controls; and

6.   The registrant's other certifying officers and I have indicated in this
     quarterly report whether or not there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Date:  May 20, 2003

/s/ Tam Cheuk Ho
- ------------------------
Chief Financial Officer

                                       13

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.15
<SEQUENCE>3
<FILENAME>harcagreement-shares.txt
<DESCRIPTION>SALE AND PURCHASE OF SHARES AGREEMENT
<TEXT>

                                  EXHIBIT 10.15

                AGREEMENT FOR THE SALE AND PURCHASE OF SHARES IN
                      ZHUHAI ZHONGWEI DEVELOPMENT CO. LTD.

This Agreement is made and entered into by and between:

The Seller:       Hainan Cihui Industrial Co. Ltd.
                  Legal representative : Mr. Ching Lung Po

The Purchaser : Mr. Li Qing Quan

WHEREAS the Seller owns 5,400,000 shares, representing 90% of the total issued
and outstanding share capital of Zhuhai Zhongwei Development Co. Ltd. (the
"Company") and desires to sell all of and the Purchaser desires to purchase all
of such share capital.

NOW IT IS HEREBY AGREED AS FOLLOWS:-

                           ARTICLE I SALE AND PURCHASE

      Upon and subject to the terms and conditions of this Agreement, the Seller
shall sell and the Purchaser shall purchase 5,400,000 shares of the Company (the
"Shares") held by the Seller.

                            ARTICLE II EFFECTIVE DATE

      This Agreement shall be effective on January 1, 2003 and shall be binding
on all parties to this Agreement.

                           ARTICLE III PURCHASE PRICE

      The consideration for the Shares shall be RMB5,400,000 (the "Purchase
Price") and shall be payable within one month from the date of this Agreement.
The Shares shall include all rights and interests attached to the Shares from
the Effective Date.

                        ARTICLE IV COMPLETION OF TRANSFER

      The transfer of Shares shall take place at the headquarters of the
Company, except otherwise agreed by all parties concerned, the following
business shall be completed:-

      (1) The Seller shall deliver or procure the delivery to the Purchaser the
following document:

            (A) the share certificate for the Shares ; and

            (B) the written resignation of all directors nominated by the
Seller.

      (2) The Seller shall procure that a board meeting of the Company be held
to adopt the following resolutions:-

            (A) appoint the nominees of the Purchaser as directors;

            (B) approve the resignation submitted by the directors nominated by
the Seller and

            (C) approve the registration of the transfer of Shares on the
shareholders register.

                                    ARTICLE V
                  REPRESENTATIONS AND WARRANTIES OF THE SELLER

1     The Seller is a legal person duly organized and validly existing under the
laws of the People's Republic of China. The Seller has full corporate power and
authority to execute this Agreement and to perform its responsibility hereunder.


<PAGE>

2     The Seller shall execute and to perform its responsibility of this
Agreement. The execution of this Agreement shall be duly and validly authorized,
and shall be legally enforceable against the Seller.

3     The Shares are validly issued, outstanding, fully paid and nonassessable.
All related stamp duty has been paid. The Shares are free and clear of all
liens, security interests, pledges or encumbrances of any kind.

4     The execution by the Seller of this Agreement and the performance by the
Seller of its responsibility under this Agreement:

      (A) shall not breach any articles of association or other comparable
corporate charter documents of the Seller and the Company;

      (B) shall not breach any law, rule, regulation, order, writ, judgment,
injunction, decree, determination or award or contract or agreement applicable
to the Seller and the Company or any of their assets and properties.

                                   ARTICLE VI
                 REPRESENTATIONS AND WARRANTIES OF THE PURCHASER

1     The Purchaser has full corporate power and authority to execute this
Agreement and to perform its responsibility hereunder.

2     The Purchaser shall execute and to perform its responsibility of this
Agreement. The execution of this Agreement shall be duly and validly authorized,
and shall be legally enforceable against the Purchaser.

3     The execution by the Purchaser of this Agreement and the performance by
the Purchaser of its responsibility under this Agreement:

      (A) shall not breach any articles of association or other comparable
corporate charter documents of the Purchaser;

      (B) shall not breach any law, rule, regulation, order, writ, judgment,
injunction, decree, determination or award or contract or agreement applicable
to the Purchaser or any of its assets and properties.

                                   ARTICLE VII
                             CONTINUING PERFORMANCE

1     Both the Seller and the Purchaser shall execute and perform and cause or
procure to execute and perform all such other documents, acts and things as may
be required by or incidental to the preparation, execution, completion and
performance of this Agreement and the documents and transactions contemplated
hereby.

2     After the completion of the transfer, all provisions hereof shall, so far
as they remain capable of being performed or observed, continue in full force.

                                  ARTICLE VIII
                              LAW AND JURISDICTION

1     This Agreement is governed by and shall be construed in accordance with
the laws of the People's Republic of China.

2     The parties irrevocably submit to the exclusive jurisdiction of the courts
of the People's Republic of China.

                                       2
<PAGE>

                                   ARTICLE IX
                                  MISCELLANEOUS

1     This Agreement supersedes all prior discussion and agreements between the
parties hereto with respect to the subject matter hereof and contain the sole
and entire agreement between the parties hereto with respect to the subject
matter hereof.

2     The heading used in this Agreement have been inserted for convenience of
reference only and do not define or limit the provision hereof.

3     This Agreement shall be executed in required number of counterparts, each
of which shall be deemed an original.

Dated this 22nd day of April, 2003.

The Seller:
Hainan Cihui Industrial Co. Ltd.

By: /s/Ching Lung Po
- ---------------------
Ching Lung Po

The Purchaser:

By: /s/Li Qing Quan
- ---------------------
Li Qing Quan


                                       3
<PAGE>


Agreement for the Sale and Purchase of Shares in Zhuhai Zhongwei Development Co.
Ltd. by and between HARC and Li Qing Quan dated April 22, 2003 (Certified
English translation of original Chinese version)

The undersigned officer of China Resources Development, Inc. hereby certifies
that the foregoing is a fair and accurate English translation of the original
Chinese version of the Agreement for the Sale and Purchase of Shares in Zhuhai
Zhongwei Develoment Co. Ltd. by and between HARC and Li Qing Quan dated April
22, 2003.

                             /s/ Wong Wah On
                             ----------------------------------------------
                             Wong Wah On, Director and Financial Controller


                                       4


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.16
<SEQUENCE>4
<FILENAME>pingagreement-shares.txt
<DESCRIPTION>SALE AND PURCHASE OF SHARES AGREEMENT
<TEXT>



                                  EXHIBIT 10.16

                AGREEMENT FOR THE SALE AND PURCHASE OF SHARES IN
                      ZHUHAI ZHONGWEI DEVELOPMENT CO. LTD.

This Agreement is made and entered into by and between:

The Seller:       Mr. Lin Jia Ping

The Purchaser:    Mr. Li Qing Quan

WHEREAS the Seller owns 600,000 shares, representing 10% of the total issued and
outstanding share capital of Zhuhai Zhongwei Development Co. Ltd. (the
"Company") and desires to sell all of and the Purchaser desires to purchase all
of such share capital.

NOW IT IS HEREBY AGREED AS FOLLOWS:-

                           ARTICLE I SALE AND PURCHASE

      Upon and subject to the terms and conditions of this Agreement, the Seller
shall sell and the Purchaser shall purchase 600,000 shares of the Company (the
"Shares") held by the Seller.

                            ARTICLE II EFFECTIVE DATE

      This Agreement shall be effective on January 1, 2003 and shall be binding
on all parties to this Agreement.

                           ARTICLE III PURCHASE PRICE

      The consideration for the Shares shall be RMB600,000 (the "Purchase
Price") and shall be payable within one month from the date of this Agreement.
The Shares shall include all rights and interests attached to the Shares from
the Effective Date.

                        ARTICLE IV COMPLETION OF TRANSFER

      The transfer of Shares shall take place at the headquarters of the
Company, except otherwise agreed by all parties concerned, the following
business shall be completed:-

      (1) The Seller shall deliver or procure the delivery to the Purchaser the
following document:

            (A) the share certificate for the Shares ; and

            (B) the written resignation of all directors nominated by the
Seller.

      (2) The Seller shall procure that a board meeting of the Company be held
to adopt the following resolutions:-

            (A) appoint the nominees of the Purchaser as directors;

            (B) approve the resignation submitted by the directors nominated by
the Seller and

            (C) approve the registration of the transfer of Shares on the
shareholders register.

                                    ARTICLE V
                  REPRESENTATIONS AND WARRANTIES OF THE SELLER

1     The Seller has full corporate power and authority to execute this
Agreement and to perform its responsibility hereunder.

2     The Seller shall execute and to perform its responsibility of this
Agreement. The execution of this Agreement shall be duly and validly authorized,
and shall be legally enforceable against the Seller.


<PAGE>

3     The Shares are validly issued, outstanding, fully paid and nonassessable.
All related stamp duty has been paid. The Shares are free and clear of all
liens, security interests, pledges or encumbrances of any kind.

4     The execution by the Seller of this Agreement and the performance by the
Seller of its responsibility under this Agreement:

      (A) shall not breach any articles of association or other comparable
corporate charter documents of the Seller and the Company;

      (B) shall not breach any law, rule, regulation, order, writ, judgment,
injunction, decree, determination or award or contract or agreement applicable
to the Seller and the Company or any of their assets and properties.

                                   ARTICLE VI
                 REPRESENTATIONS AND WARRANTIES OF THE PURCHASER

1     The Purchaser has full corporate power and authority to execute this
Agreement and to perform its responsibility hereunder.

2     The Purchaser shall execute and to perform its responsibility of this
Agreement. The execution of this Agreement shall be duly and validly authorized,
and shall be legally enforceable against the Purchaser.

3     The execution by the Purchaser of this Agreement and the performance by
the Purchaser of its responsibility under this Agreement:

      (A) shall not breach any articles of association or other comparable
corporate charter documents of the Purchaser;

      (B) shall not breach any law, rule, regulation, order, writ, judgment,
injunction, decree, determination or award or contract or agreement applicable
to the Purchaser or any of its assets and properties.

                                   ARTICLE VII
                             CONTINUING PERFORMANCE

1     Both the Seller and the Purchaser shall execute and perform and cause or
procure to execute and perform all such other documents, acts and things as may
be required by or incidental to the preparation, execution, completion and
performance of this Agreement and the documents and transactions contemplated
hereby.

2     After the completion of the transfer, all provisions hereof shall, so far
as they remain capable of being performed or observed, continue in full force.

                                  ARTICLE VIII
                              LAW AND JURISDICTION

1     This Agreement is governed by and shall be construed in accordance with
the laws of the People's Republic of China.

2     The parties irrevocably submit to the exclusive jurisdiction of the courts
of the People's Republic of China.

                                   ARTICLE IX
                                  MISCELLANEOUS

1     This Agreement supersedes all prior discussion and agreements between the
parties hereto with respect to the subject matter hereof and contain the sole
and entire agreement between the parties hereto with respect to the subject
matter hereof.

                                       2
<PAGE>

2     The heading used in this Agreement have been inserted for convenience of
reference only and do not define or limit the provision hereof.

3     This Agreement shall be executed in required number of counterparts, each
of which shall be deemed an original.

Dated this 22nd day of April, 2003.

The Seller:

By: /s/Lin Jia Ping
- ----------------------
Lin Jia Ping

The Purchaser:

By: /s/Li Qing Quan
- ----------------------
Li Qing Quan



                                       3
<PAGE>


Agreement for the Sale and Purchase of Shares in Zhuhai Zhongwei Development Co.
Ltd. by and between Lin Jia Ping and Li Qing Quan dated April 22, 2003
(Certified English translation of original Chinese version)

The undersigned officer of China Resources Development, Inc. hereby certifies
that the foregoing is a fair and accurate English translation of the original
Chinese version of the Agreement for the Sale and Purchase of Shares in Zhuhai
Zhongwei Develoment Co. Ltd. by and between Lin Jia Ping and Li Qing Quan dated
April 22, 2003.

                          /s/ Wong Wah On
                          --------------------------------
                          Wong Wah On, Director and Financial Controller



                                       4


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>5
<FILENAME>ceocertification.txt
<DESCRIPTION>CEO CERETIFICATION
<TEXT>
                                  Exhibit 99.1

                CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
      AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


      In connection with the Quarterly Report of China Resources Development,
Inc. (the "Company") on Form 10-QSB for the quarter ended March 31, 2003 as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), I, Ching Lung Po, Chief Executive Officer of the Company, certify,
pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002, that:

(1)   The Report fully complies with the requirements of section 13(a) or 15(d)
of the Securities Exchange Act of 1934; and

(2)   The information contained in the Report fairly presents, in all material
respects, the financial condition and result of operations of the Company.



/s/ Ching Lung Po
- -----------------------
Ching Lung Po
Chief Executive Officer
May 20, 2003

A signed original of these written statements required by Section 906 has been
- ------------------------------------------------------------------------------
provided to China Resources Development, Inc. and will be retained by China
- ---------------------------------------------------------------------------
Resources Development, Inc. and furnished to the Securities and Exchange
- ------------------------------------------------------------------------
Commission or its staff upon request.
- -------------------------------------



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>6
<FILENAME>cfocertification.txt
<DESCRIPTION>CFO CERTIFICATION
<TEXT>


                                  Exhibit 99.2

                CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
      AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


      In connection with the Quarterly Report of China Resources Development,
Inc. (the "Company") on Form 10-QSB for the quarter ended March 31, 2003 as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), I, Tam Cheuk Ho, Chief Financial Officer of the Company, certify,
pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002, that:

(1)   The Report fully complies with the requirements of section 13(a) or 15(d)
of the Securities Exchange Act of 1934; and

(2)   The information contained in the Report fairly presents, in all material
respects, the financial condition and result of operations of the Company.



/s/ Tam Cheuk Ho
- ------------------------
Tam Cheuk Ho
Chief Financial Officer
May 20, 2003

A signed original of these written statements required by Section 906 has been
- ------------------------------------------------------------------------------
provided to China Resources Development, Inc. and will be retained by China
- ---------------------------------------------------------------------------
Resources Development, Inc. and furnished to the Securities and Exchange
- ------------------------------------------------------------------------
Commission or its staff upon request.
- -------------------------------------



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
