                                LOAN AGREEMENT

1.  Parties: The undersigned is Heilongjiang Zhongqiang Power Tech. Co.,
    Ltd, the Borrower, and the Lender is China Financial Bank Harbin Branch.

2.  Date of Agreement: Nov. 20, 2004.

3.  Term, Principal amount and Purpose.

     3.1. Total loan amount is: 16,000,000.00 RMB ($1,932,368.00 USD).
     3.2. Purpose: These money use for purchasing machines and
          equipments for manufacturing battery only.
     3.3. Term: From Nov. 23, 2004 to Nov. 22, 2006.
     3.4. Lender promises to give Borrower this amount of money within
          5 hours after this agreement is signed.
     3.5. Borrower promises to repay by using the money as following
          (but not limited to):
           a). Sales income
           b). Other incomes
           c). Sell off guaranty
     3.6. Borrower promises to repay both principal and interest to
          Lender after the term finished.

4.  Interest Rate and Payment on Principal:

     4.1. The interest rate on this loan is 0.672% per month.
     4.2. The interest will start calculating after the Principal reach
          to the Borrower's account. The borrower will pay the interest by
          month.
     4.3. Prepayment .Borrower has the right to prepay the whole
          outstanding amount at any time. If Borrower pays early, or if this
          loan is refinanced or replaced by a new note, Lender will calculate
          the interest to the date that Borrower repays the whole Principal.

5.  Guaranty. Borrower uses it's properties, including workshops and
    office buildings, as Guaranty.

6.  Responsibility.

     6.1. Borrower's Responsibility
           a). Borrower promises to use the Principal only as the Purpose
               described above(3.2).
           b). Borrower will not use the Principal for any illegal operations.
           c). Before Borrower repays the Principal, any big
               management  actions occurred by Borrower, such as Merge, Split,
               Acquire etc,  need to report to Lender within 30 days.
           d). If Borrower faces a serious situation such as Dissolution or
               Shutout, Borrower promises to repay the Principal at once.
           e). Borrower should send monthly financial report and bank statement
               to Lender, and cooperate with Lender in investigating and
               checking Borrower's manufacture, operating and financial status.
     6.2. Lender's Responsibility
           a). Lender promises to give the money to Borrower on time.
           b). Lender shall not disclose any confidential information received
               from Borrower, including Borrower's debts, financial statement,
               manufacture and operating status.

7.  Changes

     7.1. If for any reasons Borrow wants to extend the Loan Term, Borrower
          needs to send an application to Lender in writing within 30
          days before the Principal Repay Date.
     7.2. If Borrower wants to transfer the debt under this agreement
          (the Principal) to a third Party, Borrower will need an agreement in
          writing from Lender. Before Lender and the third Party sign the new
          Loan Agreement, this agreement is still survive.
     7.3. Each Party need to inform the other Party in writing if they want to
          change any items in this agreement and then sign another agreement.

8.  If Borrower use the Principal for purpose other than it mentioned
    in this agreement (3.2), Lender has the right to stop this Loan and
    take back all the Principal and Interest at once. Plus, Lender has the
    right to charge a penalty fee for 0.0448% multiply the Principal per day.

9.  If Borrower couldn't repay the Principal and Interest on time, Lender has
    the right to change an extra Interest Rate at 0.0336% per day.

10. If Lender couldn't obey Item 5 in this agreement to lend the Principal to
    Borrower on time, Lender will pay Borrower a penalty fee for 0.01%
    multiply the Principal per day.

11. If there is any disagreement between two Parties during the Term, they
    should negotiate on that. If it doesn't work, each Party has the right to
    lawsuit the other Party.

12. If Borrower changes the address, mailing address, aitificial person and
    other registration information, Lender will need a written notice within
    7 days.

13. After negotiation, Borrower agrees to repay the principal as following
    step:

     13.1. Borrower will repay half of the Principal, 8 million RMB
           ($966,184.00 USD) by Nov. 23, 2005.
     13.2. Borrower will repay the rest of the Principal, 8 million RMB
           ($966,184.00 USD) by Nov. 23, 2006.

14. This agreement has two copies. Each Party has one and shall be an original.


Borrower: Heilongjiang Zhongqiang Power Tech. Co., Ltd
Address:  1 Weiyou Road, Shuangcheng City, Harbin, China. 150100
          Tel: 86-451-53118471

Lender:   China Financial Bank Harbin Branch
Address:  378 Xuanhua Street, Nangang Dist. Harbin, China. 150001
          Tel: 86-451-87520285



                                LOAN AGREEMENT

1.  Parties: The undersigned is Heilongjiang Zhongqiang Power Tech. Co.,
    Ltd, the Borrower, and the Lender is China Financial Bank Harbin Branch.

2.  Date of Agreement: Nov. 20, 2004.

3.  Term, Principal amount and Purpose.

     3.1. Total loan amount is: 4,000,000.00 RMB ($483,092.00 USD).
     3.2. Purpose: These money use for purchasing machines and equipments for
          manufacturing battery only.
     3.3. Term: From Nov. 23, 2004 to Nov. 22, 2006.
     3.4. Lender promises to give Borrower this amount of money within 5 hours
          after this agreement is signed.
     3.5. Borrower promises to repay by using the money as following (but not
          limited to):
           a). Sales income
           b). Other incomes
           c). Sell off guaranty
     3.6. Borrower promises to repay both principal and interest to Lender
          after the term finished.

4.  Interest Rate and Payment on Principal:
     4.1. The interest rate on this loan is 0.672% per month.
     4.2. The interest will start calculating after the Principal reach to the
          Borrower's account. The borrower will pay the interest by month.
     4.3. Prepayment .Borrower has the right to prepay the whole outstanding
          amount at any time. If Borrower pays early, or if this loan is
          refinanced or replaced by a new note, Lender will calculate the
          interest to the date that Borrower repays the whole Principal.

5.  Guaranty. Borrower uses part of it's land as Guaranty.

6.  Responsibility.
     6.1. Borrower's Responsibility
           a). Borrower promises to use the Principal only as the Purpose
               described above(3.2).
           b). Borrower will not use the Principal for any illegal operations.
           c). Before Borrower repays the Principal, any big management
               actions occurred by Borrower, such as Merge, Split, Acquire
               etc,  need to report to Lender within 30 days.
           d). If Borrower faces a serious situation such as Dissolution or
               Shutout, Borrower promises to repay the Principal at once.
           e). Borrower should send monthly financial report and bank
               statement to Lender, and cooperate with Lender in investigating
               and checking Borrower's manufacture, operating and financial
               status.
     6.2. Lender's Responsibility
           a). Lender promises to give the money to Borrower on time.
           b). Lender shall not disclose any confidential information received
               from Borrower, including Borrower's debts, financial statement,
               manufacture and operating status.

7.  Changes
     7.1. If for any reasons Borrow wants to extend the Loan Term, Borrower
          needs to send an application to Lender in writing within 30
          days before the Principal Repay Date.
     7.2. If Borrower wants to transfer the debt under this agreement (the
          Principal) to a third Party, Borrower will need an agreement in
          writing from Lender. Before Lender and the third Party sign the new
          Loan Agreement, this agreement is still survive.
     7.3. Each Party need to inform the other Party in writing if they want to
          change any items in this agreement and then sign another agreement.

8.  If Borrower use the Principal for purpose other than it mentioned
    in this agreement (3.2), Lender has the right to stop this Loan and
    take back all the Principal and Interest at once. Plus, Lender has the
    right to charge a penalty fee for 0.0448% multiply the Principal per day.

9.  If Borrower couldn't repay the Principal and Interest on time, Lender has
    the right to change an extra Interest Rate at 0.0336% per day.

10. If Lender couldn't obey Item 5 in this agreement to lend the Principal to
    Borrower on time, Lender will pay Borrower a penalty fee for 0.01%
    multiply the Principal per day.

11. If there is any disagreement between two Parties during the Term, they
    should negotiate on that. If it doesn't work, each Party has the
    right to lawsuit the other Party.

12. If Borrower changes the address, mailing address, aitificial person
    and other registration information, Lender will need a written notice
    within 7 days.

13. After negotiation, Borrower agrees to repay the principal as following
    step:
     13.1. Borrower will repay half of the Principal, 2 million RMB
           ($241,546.00 USD) by Nov. 23, 2005.
     13.2. Borrower will repay the rest of the Principal, 2 million RMB
           ($241,546.00 USD) by Nov. 22, 2006.

14. This agreement has two copies. Each Party has one and shall be an original.



Borrower: Heilongjiang Zhongqiang Power Tech. Co., Ltd
Address:  1 Weiyou Road, Shuangcheng City, Harbin, China. 150100
Tel:      86-451-53118471

Lender:   China Financial Bank Harbin Branch
Address:  378 Xuanhua Street, Nangang Dist. Harbin, China. 150001
          Tel: 86-451-87520285

