UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[x]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March~~June 3130, 2013

[ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE ACT

For the transition period from _________to ___________

Commission File No. 333-169494

~~ZENITECH~~CHINA TIANFEIHONG ~~CORPORATION~~WINE INC.

(Exact name of registrant as specified in its charter)

Delaware		98-0360626
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

~~Suite~~1849 ~~1200,~~Licheng ~~1000~~Middle N.Avenue, ~~West~~ Longqiao Street, ~~Wilmington,~~ ~~Delaware,~~Chengxiang ~~19801~~District

Putian City, Fujian Province, China

(Address of principal executive offices) (zip code)

(~~302~~86) ~~295~~0594-~~4898~~6258386

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Copy of communications to:

~~Bacchus~~Indicate ~~Law~~by ~~Corporation~~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 filing requirements for the past 90 days. Yes [x] No [ ]

Karen Richardson, Esq.

SUITE 1820 CATHEDRAL PLACE, 925 WEST GEORGIA STREET

VANCOUVER, BRITISH COLUMBIA, CANADA V6C 3L2

Telephone: (604) 632-1284

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 filing requirements for the past 90 days.

Yes [x] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer," "accelerated filer,” and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [x]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [ ] No [x]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all ~~documents~~ documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

Yes [ ] No [ ]

-1-

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common equity as of the latest practicable date: As of ~~April~~August 3012, 2013, there were 142,~~380~~396,~~266~~711 shares of common stock, par value $0.~~0001~~0006 outstanding.

-2-

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

		Index
Balance Sheets at March 31, 2013 (Unaudited) and December 31, 2012		F-1
Balance Sheets at June 30, 2013 (Unaudited) and December 31, 2012		F-1
Statements of Operations for the three months ended March 31, 2013 and 2012, and the cumulative totals from July 28, 2005 (Inception) to March 31, 2013 (Unaudited)		F-2
Statements of Operations for the three months and six months ended June 30, 2013 and 2012, and the cumulative totals from July 28, 2005 (Inception) to June 30, 2013 (Unaudited)		F-2
Statement of Cash Flows for the three months ended March 31, 2013 and 2012, and the cumulative totals from July 28, 2005 (Inception) to March 31, 2013 (Unaudited)		F-3
Statement of Cash Flows for the six months ended June 30, 2013 and 2012, and the cumulative totals from July 28, 2005 (Inception) to June 30, 2013 (Unaudited)		F-3
Notes to the Interim Financial Statements		F-4

~~-3-~~ China Tianfeihong Wine Inc. (A Development Stage Company)

Zenitech Corporation

(A Development Stage Company)

Balance Sheets

(Unaudited)

	March 31, 2013			December 31, 2012
	June 30, 2013			December 31, 2012
	(Unaudited)
ASSETS
Current Assets
Cash	$	~~313~~234		$	322
Total Assets	$	~~313~~234		$	322
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	173,~~970~~066		$	17,947
Due to related party		90118,~~411~~455			79,889
Total Liabilities		~~108~~121,~~381~~521			97,836
Stockholders’ Deficit
Preferred Stock, 20,000,000 shares authorized, $0.0001 par value; No shares issued and outstanding		—			—
Common Stock, 80,000,000 shares authorized, $0.0001 par value; 14,380,266 shares issued and outstanding as of March 31, 2013 and December 31, 2012		1,438			1,438
Common Stock, 80,000,000 shares authorized $0.0006 par value; 2,396,711 shares issued and outstanding as of June 30, 2013 and December 31, 2012		1,438			1,438
Additional Paid-in Capital		315,895			315,895
Deficit Accumulated During the Development Stage		(~~425~~438,~~401~~620	)		(414,847	)
Total Stockholders’ Deficit		(~~108~~121,~~068~~287	)		(97,514	)
Total Liabilities and Stockholders’ Deficit	$	~~313~~234		$	322

F-1

~~Zenitech~~China ~~Corporation~~Tianfeihong Wine Inc. (A Development Stage Company)

(A Development Stage Company)

Statements of Operations

(Unaudited)

	For the Three Months Ended March 31, 2013			For the Three Months Ended March 31, 2012			From July 28, 2005 (Date of Inception) to March 31, 2013
	For the Three Months Ended June 30, 2013			For the Three Months Ended June 30, 2012			For the Six Months Ended June 30, 2013			For the Six Months Ended June 30, 2012			From July 28, 2005 (Date of Inception) to June 30, 2013
	(Unaudited)			(Unaudited)
Revenue	$	-		$	-		$	-		$	-		$	24,962
Revenue	$	–		$	–		$	24,962
Cost of Revenue		–			–			-			–			(24,776	)
Cost of Revenue		–			–			(24,776	)
Gross Profit		—			—			—			—			186
Gross Profit		—			—			186
Expenses
Expenses
General and administrative		13,219			5,200			23,773			22,411			438,806
General and administrative		10,554			17,211			425,587
Total Expenses		13,219			5,200			23,773			22,411			438,806
Total Expenses		10,554			17,211			425,587
Net Loss	$	(13,219	)	$	(5,200	)	$	(23,773	)	$	(22,411	)	$	(438,620	)
Net Loss	$	(10,554	)	$	(17,211	)	$	(425,401	)
Net Loss Per Common Share – Basic and Diluted	$	(0.01	)	$	(0.00	)	$	(0.01	)	$	(0.01	)
Net Loss Per Common Share – Basic and Diluted	$	(0.00	)	$	(0.00	)
Weighted Average Common Shares Outstanding		2,396,711			2,396,711			2,396,711			2,396,711
Weighted Average Common Shares Outstanding		14,380,000			14,380,000

F-2

~~Zenitech~~China ~~Corporation~~Tianfeihong Wine Inc.

(A Development Stage Company)

Statements of Cash Flows

(Unaudited)

	For the Three Months Ended March 31, 2013			For the Three Months Ended March 31, 2012			From July 28, 2005 (Date of Inception) to March 31, 2013
	For the Six Months Ended June 30, 2013			For the Six Months Ended June 30, 2012			From July 28, 2005 (Date of Inception) to June 30, 2013
Operating Activities
Net loss for the period	$	(1023,~~554~~773	)	$	(1722,~~211~~411	)	$	(~~425~~438,~~401~~620	)
Adjustment to reconcile net loss to net cash used in operating activities:
Stock issued for consulting services		—			—			196,280
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities		23(14,881	)		~~6,907~~513			3218,~~970~~066
Net Cash Used In Operating Activities		(1038,~~531~~654	)		(1021,~~304~~898	)		(~~196~~224,~~151~~274	)
Financing Activities
Due to related party		1038,~~522~~566			1022,~~715~~179			~~106~~134,~~431~~475
Advances from (repayments to) related party		—			—			(16,020	)
Proceeds from issuance of common stock		—			—			106,053
Net Cash (Used in) Provided by Financing Activities		1038,~~522~~566			1022,~~715~~179			~~196~~224,~~464~~508
Increase (Decrease) in Cash		(988	)		~~411~~281			~~313~~234
Cash - Beginning of Period		322			195			—
Cash - End of Period	$	~~313~~234		$	~~606~~476		$	~~313~~234
Non-cash Transactions:
Stock issued for settlement of accounts payable	$	—		$	—		$	15,000
Supplemental Disclosures:
Interest paid	$	—		$	—		$	—
Income taxes paid	$	—		$	—		$	—

F-3

1. Basis of Presentation

The accompanying unaudited ~~financial~~ financial statements of ~~Zenitech~~China ~~Corporation~~Tianfeihong Wine Inc. (the “Company”) have been prepared in accordance with accounting principles generally accepted in United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year ended December 31, 2012 have been omitted.

The accompanying financial statements are unaudited. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for all periods presented have been made.

2. Going Concern

These financial statements ~~have~~ have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has not generated significant revenue since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As at ~~March~~June 3130, 2013, the Company has accumulated losses since inception and has a working capital deficit. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

3. Related Party Transactions

At ~~March~~June 3130, 2013, the Company was indebted to the former President of the Company for $90118,~~411~~455 (December 31, 2012 - $79,889) for expenses paid on behalf of the Company. The related party advances ~~are~~were ~~payable~~paid onto ~~demand,~~the ~~unsecured~~former ~~and~~President ~~bear~~in nofull ~~interest~~upon closing of the change of control transaction on June 28, 2013. .

4. Commitment

On March 3, 2010, the Company entered into a license agreement with Guang Wei Qu (the "Licensor"), the owner of a patent in the People’s Republic of China for an environment-friendly floral sleeve product (the “Patent”). The Licensor granted an exclusive world-wide license to the Company to use the Patent and to manufacture, distribute, market, sell, lease and/or license or sub-license all products derived or developed from such Patent. In exchange, the Company will pay 12% of all product revenues as royalty fees on a quarterly basis.

5. Subsequent Events

On July 8, 2013, the Company’s Board of Directors and a major shareholder adopted and approved a name change of the Company from Zenitech Corporation to China Tianfeihong Wine Inc. and a one-for-six reverse stock split of the Company’s outstanding shares of common stock. The name change and reverse stock split has been approved by FINRA to be effective on August 12, 2013.

F-4

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

CAUTIONARY NOTICE REGARDING FORWARD LOOKING STATEMENTS

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and may involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable laws, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to our actual results.

Our financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.

In this annual report, unless otherwise specified, all dollar amounts are expressed in United States dollars.

Unless otherwise indicated, all references to “we”, “us” and “our” mean ~~Zenitech~~China ~~Corporation~~Tianfeihong Wine Inc.

OVERVIEW

We are a development stage company specializing in the development, manufacture, distribution and marketing of environmentally friendly floral sleeves and wrappers for the floriculture industry. Our environmentally friendly floral sleeves and wrappers are suitable for use with cut and potted flowers, greens and plants. We aim to reinvent traditional plastic packaging products to reduce and minimize the use of plastic materials damaging to the environment. Our vision is to develop products that will become widely accepted in the market. We intend to develop, market, manufacture and distribute our products.

We were incorporated in the State of Delaware on July 28, 2005 and have our head office at Suite 1200, 1000 N. West Street, Wilmington, DE 19801. We currently do not have any subsidiaries.

AsOn June ~~of March 31~~26, 2013, weWe ~~had~~entered ~~earned~~into ~~revenue~~a ofStock ~~$24,962.~~Purchase ~~This was~~Agreement ~~from~~(the ~~one~~“Agreement”) ~~client~~with ~~who~~Hong ~~will~~Yang (the ~~not~~“Seller”) and beZhiliang aFang ~~recurring~~( (the “Buyer” or “Purchaser”). ~~continuing~~Pursuant ~~customer.~~to ~~The~~the ~~revenue~~Agreement, ~~was~~the ~~received~~Seller assold ~~payment~~to ~~for~~the ~~research~~Buyer, and ~~information we~~the ~~provided~~Buyer agreed to itpurchase ~~regarding~~from the ~~new~~Seller, ~~compostable~~11,500,000 shares ~~materials~~of common stock, par value $0.0001 Inper share (the ~~process~~“Common Stock”) of ~~providing~~the Company, ~~that~~constituting ~~information~~approximately to79.97% of the ~~client,~~issued weand ~~had~~outstanding Common Stock. The closing of the ~~opportunity~~transactions to(the ~~learn~~“Closing”) ~~about~~contemplated aby ~~compostable~~the ~~floral~~Agreement ~~sleeve~~occurred ~~product~~and consummated on June 28, 2013. WeIn ~~then~~connection ~~decided~~with the toClosing, ~~explore~~Ms. Hong Yang resigned from the ~~business~~executive ~~further~~officer and ~~later~~director ~~decided~~positions toshe ~~enter~~held with the Company and Mo You Yu ~~into~~resigned from the ~~business~~director ofposition ~~developing,~~he ~~manufacturing,~~held ~~marketing~~with the company, and ~~distributing~~the ~~floral~~Company ~~sleeves~~appointed Zhiliang Fang as Chief Executive Officer effective as of the Closing, and ~~similar~~Chairman ~~products.~~of Wethe noCompany ~~longer~~effective 10 ~~provide~~days ~~research~~following ~~services~~the later of the date of the filing of this Information Statement with the SEC pursuant to Rule 14f-1 or the date of mailing of this Information Statement to our stockholders.

Upon the Closing, the Buyer owned 79.97% of the issued and outstanding Common Stock. In addition, as of the Closing, Ruitao Jiang and ZhuJun Chen have been appointed as the Directors of the Company 10 days following the later of the date of the filing of this Information Statement with the SEC pursuant to Rule 14f-1 or the date of mailing of this Information Statement to our stockholders. As of the Closing, Lirong Zheng has been appointed as the Chief Financial Officer of the Company effective immediately.

As of June 30, 2013, we had earned revenue of $24,962. This was from one client who will not be a recurring or continuing customer. The revenue was received as payment for research and information we provided to it regarding new compostable materials. In the process of providing that information to the client, we had the opportunity to learn about a compostable floral sleeve product. We then decided to explore the business further and later decided to enter into the business of developing, manufacturing, marketing and distributing floral sleeves and similar products. We no longer provide research services.

Since we no longer provide research services, we will not receive additional revenue from these or other research clients. We intend to concentrate on the business of environmentally friendly floral sleeves and wrappers and the possible development of new, related products.

We are now working with the Chinese inventor, Mr. Guang Wei Qu and his research team. Together, we are researching both the material formula and manufacturing processes for new packaging products.

The license agreement with Mr. Qu gives us an exclusive worldwide perpetual license to use or cause to be used Mr. Qu’s patent and any improvements in any manner and for any purpose whatsoever and including, without limiting the generality of the foregoing, to manufacture, distribute, market, and sell floral sleeves and wrappers anywhere in the world during the continuance of the license agreement.

-4-

In addition to attempting to develop new uses for the patent and attempting to developing new materials with Mr. Qu and his team, we intend to manufacture, distribute, market and sell the patented environmentally friendly floral sleeves and wrappers made from paper or recycled paper coated with harmless plastics which is partly or completely biodegradable depending on the material used. Under the agreement, Mr. Guang Wei Qu, as licensor, who owns patent number CN201415829, granted us an exclusive worldwide license of the patent. Other material terms of the agreement are as follows:

●	The licensor is to provide us with all necessary technical drawings, schematics and information and all appropriate assistance as may be required by us;
●	The licensor owns any and all right, title and interest in and to the patent, including improvements;
●	We agree that all trademarks, patents, copyright and other intellectual right, property and information, whether now existing, in progress, or arising in the future in any jurisdiction, of or in relation to the patent, belong solely and exclusively to the licensor;
●	We agree that all improvements of the patent belong to the licensor whether developed or acquired by us or the licensor;
●	We agree that, during and after the term of the agreement, we will not contest the licensor's right and ownership in and to any part of the patent or any improvements, nor will we in any way dispute or impugn the validity of any of the licensor's ownership, copyright, trademark or patent therein nor the right of the licensor to receive, whether by assignment or grant, any of the same;
●	We will notify the licensor of any infringement or challenge or duplicate to the copyright, trademark or patent or proprietorship of the patent as soon as we become aware of such and such challenge shall be defended or prosecuted by the licensor at the mutual and equal cost of the parties;
●	We will, at the request and the cost of the licensor, enter into such further agreements and execute any and all documents as may be required to ensure that ownership of the patent and any improvements resides with the licensor;
●	We, in perpetuity, are required to pay to the licensor a royalty fee of 12% of all product revenues from the manufacturing, distribution and sale of the product and any improvements of the patent;
●	We will pay and provide an accounting for the royalty fee quarterly, within ten calendar days after the end of each quarter. The royalty fee will be calculated on all amounts invoiced, or deemed invoiced, in a quarter; and
●	The term of the agreement shall be perpetual and be in full force and effect as long as the terms and conditions of the agreement are being met.

Therefore we plan to focus in the coming months on the development of patented environmentally friendly floral sleeves and wrappers and other applications for the patented technology. We are currently working on finding production facilities for our product in order to contract for the manufacturing or purchase the ~~facilities. We plan to generate revenue from sales of this product, commercializing and marketing the product initially in China, Japan, the United States and Canada.~~

facilities. We plan to generate revenue from sales of this product, commercializing and marketing the product initially in China, Japan, the United States and Canada.

We have identified the provinces of Ontario and British Columbia of Canada, and the states of California, Florida, Texas, Michigan and North Carolina as our primary target markets in North America. These two provinces and five states represent the largest production and sales of the floriculture industry in North America. The U.S. National Agricultural Statistics Service states in its Floriculture Crops Summaries found on it website at http://usda.mannlib.cornell.edu/MannUsda/viewDocumentInfo.do?documentID=1072 that in 2008 and 2009, California, Florida, Texas, Michigan and North Carolina represented the largest markets in the U.S. floriculture industry. In 2009, the U.S. National Agricultural Statistics Service reports, the wholesale value of the floriculture industry in these five states was USD $2.53 billion. Our floral and plant sleeves are for use with potted plants in hanging baskets, potted flowering plants, cut flowers and cut greens.

On our behalf, our consultants have attended 18 flower EXPOs, trade shows and fairs in China for research and marketing for the environmentally friendly floral sleeves and wrappers.

-5-

Contract with An Hui Jia Lian Plastic Packaging Machinery Factory

We have also entered into a compostable floral sleeve sample-making service agreement on October 8, 2010 with An Hui Jia Lian Plastic Packaging Machinery Factory. This agreement was attached to our registration statement and filed with the SEC. In our agreement with An Hui Jia Lian Plastic Packaging Factory, An Hui Jia Lian has agreed to provide us with compostable floral sleeve sample-making services. We have agreed to purchase 1000 samples at an estimated 500 RMB. So far we have not paid for or received any of these samples. Previously, pursuant to an oral agreement, we purchased 100 samples of our environmentally friendly floral sleeves made by the An Hui Jia Lian Plastic Packing Factory. We used those samples to market our product to potential customers. The new samples will be in different sizes and colors to show as many varieties we have designed to date. Since November 8, 2010, our consultant, Mr. Yu has been working closely on the samples with the factory engineers and specialists to ensure that the new samples will be made as we want them to be.

Potential Future Agreements withAn Hui Jia Lian Plastic Packaging Machinery Factory

If we are able to raise adequate funds, we intend to enter into future agreements with An Hui Jia Lian Plastic Packaging Machinery Factory which will include (i) An Hui Jia Lian additional services to produce the first inventory of 2 million floral sleeves and wrappers for the market.

New Patents and Developments of Patented Processes and Products

We continue to see changes in the environmental packaging market. Although the European market has shown a preference for environmentally sensitive products for some time now, we believe that the current U.S. administration’s focus on green technology for both economic and environmental reasons continues to influence a shift away from more traditional packaging products towards environmentally friendly products like ours. We believe that our products and our company can benefit from this trend.

Mr. Qu and his team continue to attempt to develop new, environmentally-friendly packaging materials and products. In exchange for obtaining licensing rights similar to those we have for the floral sleeve and wrapper product, we intend to help Mr. Qu apply and pay for additional patent fees if and when he is in a position to apply for them in the future and when we determine it is in our best interests to do so.

Over the next 12 months, we intend to determine whether it is in our best interests to apply for additional patents for the environmentally friendly floral sleeves ~~and~~ and wrappers in other countries. We do not yet know whether we will decide to apply for those patents or, if we do, in which ~~countries~~ countries we will make the applications. We do intend to apply for the classification as a biodegradable product from the Biodegradable Products Institute in New York, New York. Over the next 12 months we also intend to establish our first production plant and retain highly skilled employees and consultants to operate the plant and the marketing and distribution components of our business. We also intend to complete the development of our marketing plan, enter into agreements with retail flower distributors and wholesale distributors of packaging materials and complete private and/or public financing.

plant and the marketing and distribution components of our business. We also intend to complete the development of our marketing plan, enter into agreements with retail flower distributors and wholesale distributors of packaging materials and complete private and/or public financing.

Until we have established a production plant, we intend to contract with An Hui Jia Lian Plastic Packaging Factory to produce the products for us first for any orders we may receive. Also, we have begun talks with An Hui Jia Lian to discuss the possibility of our purchasing machinery from them for the establishment of our own production plant.

We have not yet entered into agreements with any floral businesses, stores, or wholesale distributors of packaging materials for distribution of our product and there is no assurance that we will be able to do so. We currently do not have sufficient financing to fully execute our business plan and there is no assurance that we will be able to obtain the necessary financing to do so. If we are unable to obtain the necessary financing, we may be forced to cease our business.

~~-6-~~Results of Operations for the Three Months ended June 30, 2013 Compared to Three Months ended June 30, 2012

~~Results~~We ofdid ~~Operations~~not ~~for~~generate any revenue for the ~~Three~~three ~~Months~~months ended ~~March 31~~June 30, 2013 ~~Compared~~or toJune ~~Three~~30, ~~Months~~2012. ~~ended~~From ~~March~~our 31inception on July 28, ~~2012~~2005 to June 30, ~~and~~2013, ~~for~~we generated revenue of $24,962. For the ~~Period~~three ~~from~~months ~~July~~ended 28June 30, ~~2005~~2013 ~~(Date~~we incurred a net loss of ~~Inception)~~$13,219, compared to ~~March~~a 31net loss of $5,200 for the three months ended June 30, 2012. Our net loss per share was 0.01 for the three months ended June 30, 2013, and nil for the three months ended June 30, 2012.

WeOur ~~did~~general ~~not~~and ~~generate~~administrative ~~any revenue~~ fees for the three months ended ~~March~~ ~~31,~~June ~~2013 or March 31~~30, ~~2012. From our inception on July 28, 2005 to March 31,~~ 2013, wewere ~~generated revenue of~~ $2413,~~962. For the three months ended March 31~~219, ~~2013 we incurred a net loss of $10,554,~~ compared to ~~a net loss of~~ $175,~~211~~200 for the ~~three~~same ~~months~~period ended ~~March~~ 31June 30, 2012. ~~From~~Our ~~our~~general and ~~inception~~administrative onexpenses ~~July~~consist ~~28,~~primarily ~~2005~~of ~~to March 31~~legal, ~~2013,~~accounting weand ~~incurred~~audit afees ~~net~~as ~~loss~~well ofas ~~$425,401.~~expenses ~~Our~~incurred ~~net~~for ~~loss~~rent ~~per~~and ~~share~~other ~~was~~administrative ~~nil~~expenses. ~~for~~These ~~the~~include ~~three~~marketing ~~months~~and ~~ended~~promotion, ~~March~~office 31maintenance, ~~2013~~communication expenses, courier and ~~nil~~postage costs, ~~for~~web ~~the~~development ~~three~~and ~~months ended March 31, 2012~~office.

~~Our~~Results ~~total~~of ~~operating~~Operations ~~expenses were $10,554~~ for the ~~three months~~Six Months ended ~~March~~June 3130, 2013, ~~compared~~Compared to ~~$17,211~~Six ~~for~~Months ~~the same period~~ ended ~~March~~June 3130, 2012, aand ~~decrease~~for ofthe ~~approximately~~Period ~~$6,657 that resulted primarily~~ from ~~a decrease in our professional fees. From our inception on~~ July 28, 2005 to(Date ~~March~~of ~~31, 2013, we incurred total operating~~Inception) ~~expenses~~to ofJune ~~$425~~30,~~587.~~ 2013

~~Our~~We ~~general~~did ~~and~~not ~~administrative~~generate ~~fees~~any ~~for~~revenue for the ~~three~~six months ended ~~March~~ 31June 30, 2013 ~~were~~or ~~$10,554,~~June ~~compared to $17~~30,~~211~~ ~~for~~2012. ~~the~~From ~~same~~our ~~period~~inception ~~ended~~on ~~March~~July 3128, ~~2012.~~2005 ~~Our~~to ~~general~~June ~~and~~30, ~~administrative~~2013, ~~expenses consist~~we ~~primarily~~generated revenue of ~~legal~~$24,962. ~~accounting~~For ~~and~~the ~~audit~~six ~~fees~~months asended ~~well~~June as30, ~~expenses~~2013 we incurred ~~for~~a ~~rent~~net ~~and~~loss ~~other~~of ~~administrative~~$23,773, ~~expenses. These~~compared ~~include~~to ~~marketing~~a ~~and~~net ~~promotion,~~loss ~~office~~of ~~maintenance~~$22,411 ~~communication~~for ~~expenses,~~the six ~~courier~~months ~~and~~ended ~~postage~~June ~~costs~~30, ~~web development and office~~2011. From our inception on July 28, 2005 to ~~March~~June 3130, 2013, we incurred ~~general~~a ~~and~~net ~~administrative~~loss ~~expenses~~ of $~~425~~438,~~587~~620. Our net loss per share was nil for the six months ended June 30, 2013, and nil for the six months ended June 30, 2012.

Our general and administrative fees for the six months ended June 30, 2013 were $23,773, compared to $22,411 for the same period ended June 30, 2012. Our general and administrative expenses consist primarily of legal, accounting and audit fees as well as expenses incurred for rent and other administrative expenses. These include marketing and promotion, office maintenance, communication expenses, courier and postage costs, web development and office. From our inception on July 28, 2005 to June 30, 2013, we incurred general and administrative expenses of $438,806.

Liquidity and Capital Resources

Working Capital and Operations

As of ~~March~~June 3130, 2013, we had $~~313~~234 in total assets, comprised solely of cash, $~~108~~121,~~381~~521 in total liabilities and a working capital deficit of $~~108~~121,~~068~~287. As of ~~March~~June 3130, 2013 we had an accumulated deficit of $~~425~~438,~~401~~620.

AsFor ofthe ~~March~~six ~~31,~~months ~~2012~~ended June 30, 2013 we ~~had~~spent net cash of $~~606~~38,654 inon ~~total assets~~operating activities, ~~comprised~~the ~~solely~~majority of ~~cash,~~which ~~$77,449~~was inattributable ~~total~~to ~~liabilities~~our ~~and~~net aloss ~~working~~as ~~capital~~described ~~deficit~~above. For the six months ended June 30, 2012 we spent net cash of $7621,~~843~~898 on operating activities. AsFrom ofour ~~March~~inception 31on July 28, ~~2012~~2005 to June 30, 2013 we ~~had~~spent annet ~~accumulated~~cash ~~deficit~~of $224,274 on operating activities, all of which was attributable to our net loss as described above, as offset by certain adjustments and $~~394~~18,~~176.~~066 in accounts payable and accrued liabilities

For the ~~three~~six months ended ~~March~~June 3130, 2013 we ~~spent~~received ~~net cash of~~ $1038,~~531~~566 onfrom ~~operating~~financing activities, ~~the~~all ~~majority~~ of which was ~~attributable~~in tothe ~~our~~form ~~net~~of ~~loss~~funds asfrom ~~described~~a ~~above,~~related asparty. ~~offset~~For by the ~~creation~~ ofsame ~~$23~~ period in ~~accounts~~our ~~payable~~prior ~~and~~fiscal ~~accrued~~year ~~liabilities.~~we ~~For~~received ~~the~~$22,179 ~~three~~from ~~months~~financing ~~ended~~activities, ~~March~~all ~~31,~~of ~~2012~~which wewas ~~spent~~in ~~net~~the ~~cash~~form of ~~$10,304 on~~funds ~~operating~~from ~~activities.~~a related party. From our inception on July 28, 2005 to ~~March~~June 3130, 2013 we ~~spent~~received net cash of $~~196~~224,~~151~~508 onfrom ~~operating~~financing activities, including $106,053 ~~all~~in ofproceeds ~~which~~from ~~was~~the ~~attributable~~issuance toof our ~~net~~common ~~loss~~stock ~~as described above, as offset by certain adjustments~~ and $32118,~~970~~455 innet ~~accounts~~borrowing ~~payable and~~from ~~accrued~~a ~~liabilities~~related party.

From our inception on July 28, 2005 to March 31, 2013 we received net cash of $196,464 from financing activities, including $106,053 in proceeds from the issuance of our common stock and $90,411 from a related party.

Our capital requirements relating to the manufacturing and marketing of our products have been, and will continue to be, significant. We are dependent on the proceeds of future financing in order to continue in business and to develop and commercialize proposed products. We expect to require a minimum of $200,000 and a maximum of $625,000 to continue our planned operations for the next 12 months.

There can be no assurance that we will be able to raise the substantial additional capital resources necessary to permit us to pursue our business plan. We have no current arrangements with respect to, or sources of, additional financing and there can be no assurance that any such financing will be available to us on commercially reasonable terms, or at all. Any inability to obtain additional financing will have a material adverse effect on us, such as requiring us to significantly curtail or cease operations. To raise the additional funds that we will require, we intend to sell additional shares of our common stock or borrow the money.

-7-

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders.

Going Concern

We have not generated any significant revenues and are dependent upon obtaining outside financing to carry out our operations and activities. If we are unable to raise equity or secure alternative financing, we may not be able to continue our operations and our business plan may fail. Our continuation as a going concern is dependent upon the continued financial support from our shareholders, our ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As at March 31, 2013, we had accumulated losses since inception. These factors raise substantial doubt regarding our ability to continue as a going concern.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 4T4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) as of March 31, 2013 (the “Evaluation Date”). This evaluation was carried out by our former management, with the participation of our former principal executive officer and principal financial officer, Hong Yang. Based upon that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were not effective as of the Evaluation Date.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our company's reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that ~~information~~ information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our principal executive office and principal financial officer as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II -8- OTHER INFORMATION

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We know of no material, existing or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

ITEM 1. LEGAL PROCEEDINGS

ITEM 1 A. RISK FACTORS

~~Item~~Please ~~1A.~~consider ~~Risk~~the ~~Factors~~following risk factors before deciding to invest in our common stock.

~~Please~~Any investment in our common stock involves a high degree of risk. You should carefully consider the ~~following~~risks ~~risk~~described ~~factors~~below and all of the information contained in this report before deciding to ~~invest~~whether into purchase our common stock. The occurrence of any of the following risks could harm our business. You may lose part or all of your investment due to any of these risks.

~~Any~~This report ~~investment~~also ~~in our common stock involves a high degree~~contains offorward-looking ~~risk.~~statements ~~You~~that ~~should~~involve ~~carefully consider the~~ risks ~~described below~~ and ~~all~~uncertainties. ofOur ~~the~~actual ~~information~~results ~~contained~~could indiffer ~~this~~materially ~~Prospectus~~from ~~before~~those ~~deciding~~anticipated ~~whether~~in tosuch ~~purchase~~forward-looking ~~our~~statements ~~common~~as ~~stock.~~a ~~The~~result ~~occurrence~~ of ~~any~~certain offactors, including the ~~following~~ risks ~~could~~described ~~harm~~below ~~our business. You may lose~~and ~~part~~elsewhere orin ~~all~~this ~~of your investment due to any of these risks~~report.

~~This~~RISKS ~~Prospectus~~RELATED ~~also~~TO ~~contains~~OUR forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of certain factors, including the risks described below and elsewhere in this Prospectus.BUSINESS

~~RISKS~~1. ~~RELATED~~There TOis ~~OUR~~no ~~BUSINESS~~assurance that the market for biodegradable materials will grow and we may not be able to achieve or sustain profitable operations.

1The use of biodegradable packaging materials, such as in the environmentally friendly floral sleeve and wrapper product instead of plastics may be considered a luxury in certain segments of our target markets. ~~There~~In order for the market for biodegradable materials to develop, it will be necessary for a portion of the population in our target markets to become willing to pay the cost associated with biodegradable materials, which may in some cases be higher than the cost associated with non-biodegradable materials, in order to obtain the related social benefits. At present our largest market is noprojected ~~assurance~~to be in China. Although the economy of China is growing, the average income of the Chinese population remains far below that of European and American countries where biodegradable materials have developed a clientele. The conversion of the ~~market~~Chinese ~~for~~population from standard plastics to biodegradable materials will require the concerted efforts of the biodegradable materials industry, provincial and national government, and popular opinion. If a significant portion of the Chinese population is not willing to pay the cost associated with biodegradable materials, the growth of our business will ~~grow~~be hindered and we may not be able to achieve or sustain profitable operations.

~~The~~2. ~~use~~Our oflack ~~biodegradable packaging materials, such as in the environmentally friendly floral sleeve and wrapper product instead~~ of ~~plastics~~generating ~~may be considered a luxury in certain segments of~~revenues ~~our~~from ~~target~~operations ~~markets.~~makes ~~In order for the market for biodegradable materials to develop,~~ it ~~will~~difficult ~~be necessary~~ for aus ~~portion of the population in our target markets~~ to ~~become~~evaluate willing to pay the cost associated with biodegradable materials, which may in some cases be higher than the cost associated with non-biodegradable materials, in order to obtain the related social benefits. At present our ~~largest~~future ~~market~~business isprospects ~~projected~~and to bemake indecisions ~~China.~~based ~~Although~~on ~~the~~those ~~economy of China is growing,~~estimates ~~the average income~~ of ~~the~~our ~~Chinese~~future ~~population remains far below that of European and American countries where biodegradable materials have developed a clientele~~performance. ~~The~~Investors ~~conversion~~do of the Chinese population from standard plastics to biodegradable materials will require the concerted efforts of the biodegradable materials industry, provincial and national government, and popular opinion. If a significant portion of the Chinese population is not ~~willing~~have tohistorical ~~pay~~information ~~the~~on ~~cost~~which ~~associated with biodegradable materials, the growth of our business will be hindered and we may not be able~~ to ~~achieve~~base ortheir ~~sustain profitable operations~~decisions.

~~-9-~~As of the date of this report, we have not generated any significant revenues. Our business plan is still speculative and unproven. There is no assurance that we will be successful in executing our business plan or that even if we successfully implement our business plan, we will ever generate revenues or profits, which makes it difficult to evaluate our business. Because of the uncertainties related to our lack of historical revenues from operations, we may be hindered in our ability

2.to ~~Our~~anticipate ~~lack~~and oftimely ~~generating~~adapt to fluctuations in sales volumes, revenues ~~from~~or ~~operations makes~~expenses. itIf ~~difficult~~we ~~for~~make uspoor tobudgetary ~~evaluate~~decisions ~~our~~as ~~future~~a ~~business~~result ~~prospects~~of unreliable historical data, we may never generate revenues and tomay ~~make~~incur ~~decisions~~substantial ~~based~~losses, onwhich ~~those~~may ~~estimates~~result ofin a decline in our ~~future performance~~stock price. Investors do not have historical information on which to base their decisions.

As3. ofWe ~~the~~may ~~date~~be ofunable ~~this~~to ~~registration~~protect ~~statement, we have not~~our ~~generated~~proprietary ~~any~~and ~~significant~~technology ~~revenues.~~rights ~~Our~~under ~~business~~our ~~plan~~license isagreement ~~still~~with ~~speculative~~Mr. Qu and ~~unproven~~Mr. ~~There~~Qu ismay nonot ~~assurance that we will~~ be ~~successful~~ inable ~~executing~~to ~~our~~protect ~~business~~his ~~plan~~own ~~or that even if we successfully implement our business plan, we will ever generate revenues~~proprietary orrights ~~profits,~~pursuant ~~which makes it difficult~~ to ~~evaluate~~his ~~our business~~patent. ~~Because~~If of the ~~uncertainties~~proprietary ~~related~~rights toare ~~our~~not ~~lack~~protected, ofthen ~~historical~~our ~~revenues from~~competitors ~~operations, we~~ may becopy ~~hindered in~~ our ~~ability~~products ~~to anticipate~~ and ~~timely adapt to fluctuations in sales volumes, revenues or~~put ~~expenses.~~us Ifout ~~we make poor budgetary decisions as a result~~ of ~~unreliable historical data~~business, wecausing ~~may~~investors ~~never generate revenues and may incur substantial losses, which may result~~ in ~~a decline in~~ our ~~stock~~company ~~price. Investors do not have historical information on which~~ to ~~base~~lose their ~~decisions~~entire investment.

3.Our Wesuccess ~~may~~will bedepend ~~unable~~in part on our ability to protect our proprietary ~~and technology~~ rights ~~under~~pursuant to our license agreement, dated March 2, 2010, with Mr. Qu and Mr. Qu’s ability ~~may not be able~~ to protect his own proprietary rights pursuant to his patent. IfWe ~~the~~intend ~~proprietary~~to ~~rights~~rely ~~are~~on ~~not protected, then~~ our ~~competitors~~license ~~may~~agreement ~~copy~~and ~~our~~Mr. ~~products~~Qu’s patent ~~and~~to ~~put~~protect usour ~~out~~proprietary ofrights. ~~business~~However, ~~causing investors~~these inmeasures ~~our~~afford ~~company~~only tolimited ~~lose their entire investment~~protection.

~~Our~~The ~~success~~means ~~will~~available ~~depend~~for inprotecting ~~part on~~ our or ~~ability~~Mr. toQu’s ~~protect our~~ proprietary rights ~~pursuant~~may tonot ~~our~~be ~~license~~adequate. ~~agreement,~~The ~~dated~~system ~~March~~of 2,laws ~~2010,~~and ~~with~~the ~~Mr.~~enforcement Quof laws in China is not as certain in implementation and Mrinterpretation as in the United States. ~~Qu’s~~The ~~ability~~Chinese tojudiciary ~~protect~~is relatively inexperienced in enforcing corporate ~~his~~and ~~own~~commercial ~~proprietary~~law, ~~rights~~which ~~pursuant~~leads to ~~his~~a ~~patent.~~higher Wethan ~~intend~~usual degree of uncertainty as to ~~rely~~the onoutcome ~~our~~of ~~license~~any ~~agreement~~litigation. ~~and~~The inability to enforce or obtain a remedy for theft of Mr. Qu’s ~~patent~~proprietary information or encroachment onto our rights pursuant to ~~protect~~the ~~our~~license ~~proprietary~~agreement ~~rights.~~would ~~However~~have a material adverse impact on our business operations, ~~these~~financial ~~measures~~condition ~~afford~~and ~~only~~results ~~limited~~of ~~protection~~operations.

~~The~~If ~~means~~we ~~available for protecting our~~ or Mr. Qu’s ~~proprietary rights~~fail ~~may~~to ~~not~~adequately beprotect the ~~adequate.~~proprietary ~~The~~rights ~~system~~we ofdepend ~~laws~~on, ~~and~~our ~~the~~competitive ~~enforcement~~prospects ofwill ~~laws~~be inadversely ~~China~~affected. isDespite ~~not~~our asand ~~certain~~Mr. inQu’s ~~implementation and interpretation~~efforts asto inprotect the ~~United~~proprietary ~~States.~~rights, ~~The~~unauthorized ~~Chinese~~parties ~~judiciary~~may isattempt ~~relatively inexperienced in enforcing corporate and commercial law, which leads~~ to acopy ~~higher~~our ~~than~~products ~~usual~~or ~~degree~~aspects of ~~uncertainty~~them. asIf tothis ~~the~~happens, ~~outcome~~customers could ofchoose ~~any~~those ~~litigation.~~other ~~The~~products ~~inability~~over toours ~~enforce~~and orwe ~~obtain~~could ago ~~remedy~~out ~~for theft~~ of Mrbusiness. ~~Qu’s~~This ~~proprietary~~would ~~information~~cause orinvestors ~~encroachment~~in ~~onto~~ our ~~rights~~company ~~pursuant~~ to ~~the license agreement would have a~~lose ~~material~~their ~~adverse~~entire ~~impact on our business operations, financial condition and results of operations~~investment.

If4. weLitigation or ~~Mr.~~other ~~Qu fail to adequately protect the proprietary~~proceedings ~~rights~~or wethird-party ~~depend~~claims ~~on,~~of ~~our~~intellectual ~~competitive~~property ~~prospects~~infringement ~~will~~could berequire ~~adversely~~us ~~affected.~~to ~~Despite~~spend ~~our~~significant time and ~~Mr.~~money, ~~Qu’s~~could ~~efforts to protect the~~prevent ~~proprietary~~us ~~rights,~~from ~~unauthorized~~selling ~~parties may attempt to copy~~ our products ~~or aspects of them~~. If ~~this~~we ~~happens,~~cannot ~~customers~~sell ~~could choose~~our ~~those other~~ products, ~~over ours and~~ we ~~could~~will go out of business. ~~This would cause investors in our company to lose their entire investment.~~

4.Our ~~Litigation~~commercial orsuccess ~~other~~depends ~~proceedings~~in orpart on ~~third~~our non-~~party~~infringement ~~claims~~ of the patents or proprietary rights of third parties and the ability to protect our own intellectual property pursuant ~~infringement~~to our license agreement with Mr. Qu. Third parties may assert that we are employing their proprietary technology without authorization even if we are not. It is possible that our manufacture, use and sale of our products may infringe on existing or future patents obtained by other parties. Regardless of the merits of any claim, we could ~~require~~incur substantial costs and divert the attention of our management and technical personnel in defending ourselves against them. In the event of a successful claim of infringement against us, towe ~~spend~~may ~~significant~~be ~~time~~required to pay damages and ~~money~~obtain one or more licenses from third parties. We may not be able to obtain such licenses at a reasonable cost, or at all. Furthermore, we could be prohibited from making, using or selling our products. In that event, we would encounter delays in supplying our product to the market. Defense of any lawsuit or failure to obtain any required licenses on favorable terms could prevent us from ~~selling~~commercializing our products. If we ~~cannot~~are ~~sell~~not able to sell our products, we will go out of business.

Our commercial success depends in part on our non-infringement of the patents or proprietary rights of third parties and the ability to protect our own intellectual property pursuant to our license agreement with Mr 5. ~~Qu.~~We ~~Third parties may assert that we are~~have ~~employing~~no ~~their~~business ~~proprietary~~insurance ~~technology without authorization even if we are not~~coverage. ItTherefore, isany ~~possible~~business ~~that our manufacture~~disruption, ~~use~~litigation ~~and sale of our products may infringe on existing~~ or ~~future~~natural ~~patents~~disaster ~~obtained~~will bylikely ~~other~~result ~~parties.~~in ~~Regardless of the merits of any claim, we could incur~~ substantial costs and ~~divert~~diversion ~~the attention~~ of our ~~management and technical personnel in defending ourselves against them~~resources. InIf ~~the~~we ~~event~~cannot ofdevote aall ~~successful claim~~ of ~~infringement~~our ~~against~~resources ~~us, we may be required~~ to ~~pay~~the ~~damages~~development ~~and~~of ~~obtain one or more licenses from third parties. We may not be able to obtain such licenses at a reasonable cost, or at all. Furthermore, we could be prohibited from making, using or selling~~ our ~~products. In that event~~business, ~~we would encounter delays in supplying~~ our ~~product to the market. Defense~~business ofwill ~~any~~likely ~~lawsuit~~fail orand ~~failure to obtain any required licenses on favorable terms could prevent us from commercializing~~ our ~~products. If~~investors wewill ~~are~~lose ~~not~~their ~~able~~entire toinvestment ~~sell~~in our ~~products, we will go out of business~~company.

~~-10-~~The insurance industry in China is at an early stage of development. Insurance companies in China offer limited business insurance products, and do not, to our knowledge, offer business liability insurance. As a result, we do not have business liability insurance coverage for our operations. Moreover, while business

5.disruption Weinsurance is available, we have nodetermined ~~business~~that the risks of disruption in comparison to the cost of the insurance ~~coverage~~are such that it is not in the best interests of the company to acquire that insurance at this time. Therefore, any business disruption, litigation or natural disaster ~~will likely~~ might result in substantial costs and diversion of our resources. If we cannot devote all of our resources to the development of our business, our business will likely fail and our investors will lose their entire investment in our company.

~~The insurance industry in China is at an early stage of development~~6. ~~Insurance~~ ~~companies~~We inwill ~~China~~need ~~offer limited business insurance products, and do not, to our knowledge, offer business liability insurance. As~~ a ~~result,~~significant ~~we do not have business liability insurance coverage for our operations. Moreover, while business disruption~~amount ~~insurance is available, we have determined that the risks~~ of ~~disruption~~capital ~~in comparison~~ to ~~the~~carry ~~cost~~out ofour ~~the~~proposed ~~insurance are such that it is not in the best interests of the company to acquire that insurance at this time. Therefore, any~~ business ~~disruption~~plan, ~~litigation or natural disaster might result in substantial costs~~ and ~~diversion~~unless ~~of our resources. If~~ we ~~cannot~~are ~~devote~~able ~~all of our resources~~ to ~~the~~raise ~~development~~sufficient ~~of our business~~funds, ~~our~~we ~~business~~may ~~will~~be ~~likely~~forced ~~fail~~to ~~and~~ discontinue our ~~investors will lose their entire investment in our company~~operations.

6.In Weorder to carry out our business plan we will ~~need~~require a significant amount of capital. We estimate that we will need approximately $625,000 to ~~carry~~finance our planned operations and carry out our ~~proposed~~ business plan, ~~and~~during ~~unless~~the next 12 months, which we ~~are~~must ~~able~~obtain tothrough ~~raise~~the ~~sufficient~~sale ~~funds~~of equity securities or from outside sources. In selling our equity securities, we ~~may~~will likely face competition from the selling shareholders named in this prospectus who will be ~~forced~~selling tothe ~~discontinue~~shares registered hereunder. Resales by our ~~operations~~selling shareholders will not provide us with any capital.

InOur ~~order~~ability to ~~carry~~obtain ~~out~~the necessary financing to execute our business plan weis ~~will~~subject ~~require~~to a ~~significant~~ ~~amount~~number of ~~capital.~~factors, Weincluding ~~estimate~~general ~~that~~market weconditions ~~will~~and ~~need~~investor ~~approximately~~acceptance ~~$625,000~~of our tobusiness ~~finance~~plan. ~~our~~These ~~planned~~factors ~~operations~~may make the timing, amount, terms and ~~carry~~conditions of such financing unattractive or unavailable ~~out~~to ~~our~~us. ~~business~~If ~~plan~~we ~~during~~are ~~the~~unable ~~next~~to 12raise ~~months~~sufficient funds, ~~which~~ we ~~must~~will ~~obtain~~have ~~through~~to ~~the~~significantly ~~sale~~reduce ofour ~~equity~~spending, ~~securities~~delay or ~~from~~cancel ~~outside~~our ~~sources.~~planned Inactivities ~~selling~~or substantially change our ~~equity~~current ~~securities,~~corporate westructure. ~~will~~There ~~likely~~is ~~face~~no ~~competition~~guarantee ~~from~~that ~~the~~we ~~selling~~will ~~shareholders~~be ~~named~~able into ~~this~~obtain ~~prospectus~~any ~~who~~funding or that we will be ~~selling~~have ~~the~~sufficient ~~shares~~resources ~~registered~~to ~~hereunder.~~continue ~~Resales~~to byconduct our ~~selling~~operations ~~shareholders~~as ~~will~~projected, ~~not~~any ~~provide~~of uswhich ~~with~~could ~~any~~mean ~~capital~~that we will be forced to discontinue our operations.

~~Our ability to obtain the necessary financing to execute our business plan is subject to a number of factors, including general market conditions and investor acceptance of our business plan~~7. ~~These~~ ~~factors~~Our ~~may~~officers ~~make the timing, amount, terms~~ and ~~conditions~~directors ~~of such financing unattractive or unavailable to us. If we~~ are ~~unable~~engaged toin ~~raise~~other ~~sufficient~~business ~~funds, we will have to significantly reduce our spending, delay or cancel our planned~~ activities ~~or substantially~~and ~~change~~may ~~our~~not ~~current~~devote ~~corporate structure. There is no guarantee that we will be able to obtain any funding or that we will have~~ sufficient ~~resources~~time to ~~continue to conduct~~ our ~~operations as projected~~affairs, ~~any of~~ which ~~could~~may ~~mean~~prevent ~~that~~us wefrom ~~will~~achieving ~~be forced~~or tomaintaining ~~discontinue our operations~~profitability.

7.Because ~~Our~~our officers and directors, who are ~~engaged~~responsible infor ~~other~~our business activities, does not devote all of their working hours to our management and ~~may~~operation, we may not ~~devote~~be ~~sufficient~~able to implement our business plan in either the manner we intend or at the speed we propose. Our officers and directors have other obligations and commitments which may cut into the amount of time they are able to devote to our affairs, which may impact ~~prevent~~the uspace ~~from~~of ~~achieving~~our orgrowth ~~maintaining~~and ~~profitability~~the progress of our development.

~~Because~~8. ~~our~~We ~~officers~~may ~~and~~indemnify ~~directors, who are responsible for~~ our ~~business~~director ~~activities, does not devote all of their working hours to our management~~ and ~~operation, we~~ ~~may~~officer ~~not~~against beliability ~~able~~ to ~~implement~~us ~~our business plan in either the manner we intend or at the speed we propose. Our officers~~ and ~~directors~~ ~~have~~our ~~other~~security ~~obligations~~holders, and ~~commitments~~such ~~which~~indemnification ~~may~~could ~~cut~~increase ~~into the amount of time they are able to devote to~~ our ~~affairs,~~ ~~which~~operating ~~may impact the pace of our growth and the progress of our development~~costs.

~~Currently,~~Our ~~Hong~~Bylaws ~~Yang,~~allow us to indemnify our director ~~President,~~and ~~Chief~~officer ~~Executive~~against ~~Officer,~~claims associated with carrying out the duties of her office. Our Bylaws also allow us to reimburse ~~Chief~~her ~~Financial~~for ~~Officer,~~the ~~Principal~~costs ~~Accounting~~of ~~Officer,~~certain ~~Secretary,~~legal ~~Treasurer~~defenses. ~~and~~Since ~~director~~our officers and ~~contributes~~directors ~~approximately~~are ~~80%~~aware ofthat ~~her~~they may be indemnified for carrying ~~time~~out the duties of offices, they may be less motivated to usmeet the standards required by law to properly carry out such duties, which could increase our operating costs. ~~The~~Further, ~~effect~~if ofour ~~these~~officers ~~circumstances~~and ~~may~~directors ~~prevent~~files a claim against us ~~from~~for ~~achieving~~indemnification, the orassociated ~~maintaining~~expenses ~~profitability~~could also increase our operating costs.

89. WeRecent ~~may~~economic ~~indemnify~~events ~~our director~~ and ~~officer against liability~~conditions tomay usadversely ~~and~~affect our ~~security~~access ~~holders,~~to ~~and~~additional ~~such indemnification could increase our operating costs~~capital.

~~Our~~Since ~~Bylaws~~2006, ~~allow~~U.S. uscredit markets have experienced disruption due to ~~indemnify~~a ~~our~~deterioration ~~director~~in residential property values, defaults and ~~officer~~delinquencies in the residential mortgage ~~against~~market ~~claims~~(particularly, ~~associated~~sub-prime ~~with~~and ~~carrying~~non-prime ~~out~~mortgages) and a decline in the ~~duties~~credit quality of ~~her~~mortgage ~~office~~backed securities. ~~Our~~These problems ~~Bylaws~~led ~~also~~to ~~allow~~a usslow-down toin ~~reimburse~~residential ~~her~~housing ~~for~~market ~~the~~transactions, ~~costs~~declining ofhousing prices, delinquencies in non-mortgage ~~certain~~consumer ~~legal~~credit ~~defenses~~and a general decline in consumer confidence. ~~Since~~These ~~our~~conditions ~~officers~~caused ~~and~~a ~~directors~~loss ~~are~~of ~~aware~~confidence ~~that~~in ~~they~~the ~~may~~broader beU.S. and ~~indemnified~~global ~~for~~credit ~~carrying~~and ~~out~~financial markets and resulting in the ~~duties~~collapse of ~~offices~~, ~~they~~and ~~may~~government beintervention ~~less~~in, ~~motivated~~major tobanks, ~~meet~~financial institutions ~~the~~and ~~standards~~insurers ~~required~~and bycreating ~~law~~a toclimate ~~properly~~of ~~carry~~greater ~~out~~volatility, ~~such~~less ~~duties~~liquidity, ~~which~~widening ~~could~~of ~~increase~~credit spreads, a lack of price ~~our~~transparency, ~~operating~~increased ~~costs~~credit losses and tighter credit conditions. ~~Further,~~These ifdisruptions ~~our~~in ~~officers~~the current credit and ~~directors~~financial ~~files~~markets have had a ~~claim~~significant ~~against~~material usadverse ~~for~~impact ~~indemnification,~~on ~~the~~a ~~associated~~number ~~expenses~~of financial institutions and have limited access to capital and credit for many companies. These disruptions could, ~~also~~among ~~increase~~other ~~our~~things, ~~operating~~make ~~costs.~~it more

~~-11-~~difficult for us to obtain, or increase our cost of obtaining, capital and financing for our operations. Our access to additional capital may not be available on terms acceptable to us or at all.

9.The ~~Recent~~recent ~~economic~~unprecedented events in global financial markets have had a profound impact on the global economy. Many industries are impacted by these market conditions. Some of the key impacts of the current financial market turmoil include contraction in credit markets resulting in a widening of credit risk, devaluations and high volatility in global equity, commodity and foreign exchange markets, and a lack of market liquidity. A continued or worsened slowdown in the financial markets or other economic conditions, including but not limited to, consumer spending, employment rates, business conditions, inflation, fuel and energy costs, consumer debt levels, lack of available credit, the state of the financial markets, interest rates, and tax rates may adversely affect our ~~access~~Company’s togrowth ~~additional~~and ~~capital~~profitability. Specifically:

~~Since~~● ~~2006,~~the ~~U.S.~~global credit/liquidity ~~markets~~crisis ~~have~~could ~~experienced~~impact ~~disruption due to a deterioration in residential property values, defaults and delinquencies in~~ the ~~residential~~cost ~~mortgage market (particularly, sub-prime~~ and ~~non-prime~~availability ~~mortgages) and a decline in the credit quality~~ of ~~mortgage~~financing ~~backed~~and ~~securities.~~our ~~These~~Company’s ~~problems~~overall ~~led~~liquidity; to● avolatile ~~slow-down in~~energy ~~residential housing market transactions, declining housing~~ prices, ~~delinquencies~~commodity inand ~~non-mortgage~~consumables ~~consumer~~prices ~~credit~~ and acurrency ~~general decline~~exchange inrates ~~consumer~~impact ~~confidence.~~potential ~~These~~production ~~conditions~~costs; ~~caused a loss of confidence in the broader U.S.~~ and ~~global~~● ~~credit and financial markets and resulting in~~ the ~~collapse~~devaluation ~~of,~~ and ~~government intervention in, major banks, financial institutions and insurers and creating a climate of greater~~ volatility, ~~less liquidity, widening~~ of ~~credit~~global ~~spreads,~~stock amarkets ~~lack~~impacts ~~of price transparency, increased credit losses and tighter credit conditions. These disruptions in~~ the ~~current~~valuation ~~credit and financial markets have had a significant material adverse impact on a number~~ of ~~financial institutions and have limited access to capital and credit for many companies. These disruptions could, among other things, make it more difficult for us to obtain, or increase~~ our ~~cost~~Company’s ofequity ~~obtaining, capital and financing for our operations~~securities. ~~Our access to additional capital may not be available on terms acceptable to us or at all.~~

~~The~~These ~~recent~~factors ~~unprecedented~~could ~~events in global financial markets~~ have ~~had~~ a ~~profound~~material ~~impact~~adverse effect on ~~the global economy. Many industries are impacted by these market conditions. Some of the key impacts~~our ofCompany’s ~~the current~~ financial ~~market~~condition ~~turmoil include contraction in credit markets resulting in a widening of credit risk, devaluations~~ and ~~high~~results ~~volatility in global equity, commodity and foreign exchange markets, and a lack~~ of ~~market liquidity~~operations. A continued or worsened slowdown in the financial markets or other economic conditions, including but not limited to, consumer spending, employment rates, business conditions, inflation, fuel and energy costs, consumer debt levels, lack of available credit, the state of the financial markets, interest rates, and tax rates may adversely affect our Company’s growth and profitability. Specifically:

●RISKS ~~the~~RELATED ~~global~~TO credit/liquidity crisis could impact the cost and availability of financing and our Company’s overall liquidity; ● volatile energy prices, commodity and consumables prices and currency exchange rates impact potential production costs; and ● the devaluation and volatility of global stock markets impacts the valuation of our Company’s equity securities.COUNTRY

~~These~~10. ~~factors~~There ~~could~~are ~~have~~risks arelated ~~material~~to ~~adverse effect on our~~doing ~~Company’s~~business ~~financial~~in ~~condition~~China ~~and~~given ~~results~~an ofuncertain ~~operations~~regulatory environment.

~~RISKS~~Uncertainty ~~RELATED~~in TOthe ~~COUNTRY~~state regulatory environment in China such as in the field of corporate financial and investment and fund raising activities may expose us to unexpected liability exposure and possibly even penalties. We finance our operations through equity and debt financings. China has an evolving regulatory environment as to what is permitted and often new regulations are adopted to regulate certain areas where there were no regulations before. As a result, we may be exposed to unforeseen risks of violating rules that did not exist. Such risks apply to all aspects of our operation. In case we are found to be in such violation, we could be subjected to monetary and other unexpected penalties. This may in turn have an impact on our results of operation and the value of shares of our common stock.

10 11. ~~There are risks related to doing business in~~ China’s ~~given~~Economic anPolicies ~~uncertain~~could ~~regulatory~~affect ~~environment~~our business.

~~Uncertainty~~Substantially inall ~~the~~of ~~state~~our ~~regulatory~~assets ~~environment~~are ~~in China such~~located as in the ~~field~~China ~~of corporate financial~~ and ~~investment~~substantially ~~and~~all ~~fund~~of ~~raising~~our ~~activities~~revenue ~~may~~will ~~expose~~be usinitially toderived ~~unexpected~~from ~~liability~~our ~~exposure and~~operations ~~possibly~~in ~~even penalties~~China. WeAccordingly, ~~finance~~ our results of operations ~~through equity~~ and ~~debt~~prospects ~~financings.~~are ~~China~~subject, ~~has~~to ana ~~evolving~~significant ~~regulatory~~extent, ~~environment as~~ to ~~what~~economic, ispolitical ~~permitted~~ and ~~often~~legal ~~new~~developments ~~regulations~~in ~~are~~China. ~~adopted~~While Chinese toeconomy ~~regulate~~has ~~certain~~experienced ~~areas~~significant ~~where~~growth ~~there~~in ~~were~~the nopast ~~regulations~~20 ~~before. As~~years, asuch ~~result,~~growth wehas ~~may~~been beuneven ~~exposed~~geographically toand ~~unforeseen~~among ~~risks~~various sectors of ~~violating~~the ~~rules~~economy. ~~that~~The ~~did~~Chinese ~~not~~government ~~exist.~~has ~~Such~~implemented ~~risks~~various ~~apply~~measures to ~~all~~encourage ~~aspects~~economic ofgrowth ~~our~~and guide the allocation ~~operation~~of resources. InSome ~~case~~of wethese ~~are~~measures ~~found~~benefit tothe beoverall ineconomy ~~such~~of ~~violation~~China, webut ~~could~~some bemeasures ~~subjected~~may tohave ~~monetary~~a ~~and~~negative ~~other~~effect ~~unexpected~~on ~~penalties~~us. ~~This~~ ~~may~~For inexample, ~~turn~~our ~~have~~operating anresults ~~impact~~and onfinancial ~~our~~condition ~~results~~may ofbe ~~operation~~adversely ~~and~~affected by the ~~value~~government ofcontrol ~~shares~~over ofcapital ~~our~~investments or ~~common~~changes ~~stock~~in tax regulations.

The economy of China has been changing from a planned economy to a more market-~~12-~~oriented economy. In recent years the Chinese government has implemented measures emphasizing the utilization of market forces for economic reform, the reduction of state ownership of productive assets, and the establishment of corporate governance in business enterprises; however, a substantial portion of productive assets in China are still owned by the Chinese government. In addition, the Chinese

11government continues to play a significant role in regulating industry development by imposing industrial policies. It also exercises significant control over the China’s economic ~~Economic~~growth ~~Policies~~through ~~could~~the ~~affect~~allocation ~~our~~of ~~business~~resources, the control of payment of foreign currency-denominated obligations, the setting of monetary policy and the provision of preferential treatment to particular industries or companies.

~~Substantially all of our assets are located in the China and substantially all of our revenue will be initially derived from our operations in China~~12. Accordingly, our results of operations and prospects are subject, to a significant extent, to economic, political and legal developments in China. While Chinese economy has experienced significant growth in the past 20 years, such growth has been uneven geographically and among various sectors of the economy. The ~~Chinese~~fluctuation ~~government has implemented various measures to encourage economic growth and guide the allocation~~ of ~~resources. Some of these measures benefit~~ the ~~overall~~Renminbi ~~economy of China, but some measures~~ may ~~have~~materially ~~a negative effect on us. For example, our operating results~~ and ~~financial condition may be~~ adversely ~~affected~~affect byyour ~~the government control over capital investments or changes in tax regulations~~investment.

The ~~economy~~value of ~~China~~the ~~has~~Chinese ~~been~~Renminbi ~~changing~~against the ~~from~~U.S. adollar ~~planned~~and ~~economy to~~other acurrencies ~~more~~may ~~market-oriented~~fluctuate ~~economy.~~and Inis ~~recent~~affected ~~years~~by, among other things, changes in the ~~Chinese~~China’s ~~government~~political and ~~has~~economic ~~implemented~~conditions. ~~measures~~Any ~~emphasizing~~significant ~~the~~revaluation ~~utilization~~ of ~~market~~the ~~forces~~Renminbi ~~for~~may ~~economic~~materially ~~reform~~and adversely affect our cash flows, revenues and financial condition. For example, to the ~~reduction~~extent ofthat ~~state~~we ~~ownership~~need to convert U.S. dollars we receive from any future offerings of our ~~productive~~common ~~assets~~stock into Renminbi for our operations, ~~and~~appreciation of the ~~establishment~~Renminbi ofagainst ~~corporate~~the U.S. dollar could have a material adverse ~~governance~~effect inon our business, ~~enterprises;~~financial ~~however~~condition and results of operations. Conversely, aif ~~substantial~~we ~~portion~~decide to convert our Renminbi into U.S. dollars for the purpose of ~~productive~~making ~~assets~~payments infor ~~China~~dividends ~~are~~on ~~still~~our ~~owned~~shares byof common stock or for other business purposes and the ~~Chinese government~~U.S. dollar Inappreciates ~~addition,~~against the ~~Chinese~~Renminbi, ~~government~~the ~~continues~~U.S. todollar ~~play~~equivalent aof ~~significant~~the ~~role~~Renminbi inwe ~~regulating~~convert ~~industry~~would ~~development~~be byreduced. ~~imposing~~Any significant ~~industrial~~devaluation ~~policies.~~of ItRenminbi ~~also~~may ~~exercises~~reduce ~~significant~~our ~~control~~operation ~~over~~costs ~~the~~in ~~China’s~~U.S. ~~economic~~dollars ~~growth~~but ~~through~~may ~~the~~also ~~allocation~~reduce ofour ~~resources~~earnings in U.S. dollars. In addition, the ~~control~~depreciation of ~~payment~~significant ofU.S. ~~foreign~~dollar ~~currency-~~denominated ~~obligations,~~assets ~~the~~could ~~setting~~result ofin ~~monetary~~a ~~policy~~charge ~~and~~to ~~the~~our ~~provision~~income ofstatement ~~preferential~~and a reduction ~~treatment~~in tothe ~~particular~~value ~~industries~~of orthese ~~companies~~assets.

~~12.~~Since ~~The~~1994, ~~fluctuation~~China has pegged the value of the Renminbi to the U.S. dollar. We do not believe that this policy has had a material effect on our business. There can be no assurance that Renminbi will not be subject to appreciation. We may ~~materially~~not be able to hedge effectively against Renminbi appreciation, so there can be no assurance that future movements in the exchange rate of Renminbi and other currencies will not have an adverse ~~adversely~~effect ~~affect~~on ~~your~~our ~~investment~~financial condition.

~~The~~In ~~value of the Chinese Renminbi against the U.S. dollar and other currencies may fluctuate and is affected by~~addition, ~~among~~there ~~other~~can ~~things,~~be ~~changes~~no ~~in the China’s political and economic~~assurance ~~conditions. Any significant revaluation of the Renminbi may materially and adversely affect our cash flows, revenues and financial condition. For example, to the extent~~ that we ~~need~~will tobe ~~convert~~able ~~U.S.~~to ~~dollars~~obtain wesufficient ~~receive~~foreign ~~from~~exchange any future offerings of our common stock into Renminbi for our operations, appreciation of the Renminbi against the U.S. dollar could have a material adverse effect on our business, financial condition and results of operations. Conversely, if we decide to ~~convert~~pay ~~our Renminbi into U.S. dollars for the purpose of making payments for~~ dividends ~~on our shares of common stock~~ or ~~for~~satisfy other ~~business~~foreign ~~purposes~~exchange ~~and~~requirements ~~the U.S. dollar appreciates against the Renminbi, the U.S. dollar equivalent of the Renminbi we convert would be reduced. Any significant devaluation of Renminbi may reduce our operation costs~~ in ~~U.S. dollars but may also reduce our earnings in U.S. dollars. In addition,~~ the ~~depreciation~~ ~~of significant U~~future.~~S. dollar denominated assets could result in a charge to our income statement and a reduction in the value of these assets.~~

~~Since 1994, China has pegged the value of the Renminbi to the U~~13.S. ~~dollar.~~It ~~We do not believe that this policy has had a material effect on our business. There can be no assurance that Renminbi will not be subject to appreciation. We~~ may ~~not~~ be ~~able~~difficult to ~~hedge effectively against Renminbi appreciation, so there can be no~~enforce ~~assurance~~judgments ~~that~~or ~~future~~bring ~~movements~~actions inoutside the ~~exchange~~United ~~rate~~States ofagainst ~~Renminbi~~our Company and ~~other~~our ~~currencies~~directors ~~will~~and ~~not have an adverse effect on our financial condition~~officers.

InIt ~~addition~~may be difficult to effect service of process and enforcement of legal judgments upon our Company and our officers and directors because they reside outside the United States. As our operations are presently based in China and our key director and officer resides outside the United States, ~~there~~service of ~~can~~process beon noour ~~assurance~~directors ~~that~~and weofficers ~~will~~may be ~~able~~ difficult to ~~obtain~~effect ~~sufficient~~within ~~foreign~~the ~~exchange~~United toStates. ~~pay~~Also, ~~dividends~~substantially orall ~~satisfy~~of ~~other~~our ~~foreign~~assets are ~~exchange~~located ~~requirements~~outside the United States and any judgment obtained in the ~~future~~United States against us may not be enforceable outside the United States.

~~13.~~RISKS ItRELATED ~~may~~TO beTHE ~~difficult~~MARKET toFOR ~~enforce~~OUR ~~judgments or bring actions outside the United States against our Company and our directors and officers.~~STOCK

It14. ~~may~~We bedo ~~difficult~~not intend to ~~effect~~pay ~~service of process and enforcement~~dividends ~~of legal judgments upon our Company~~ and ~~our~~there ~~officers~~will ~~and~~thus ~~directors~~be ~~because~~fewer ~~they~~ways ~~reside~~in ~~outside~~which ~~the~~you ~~United States. As our operations~~ are ~~presently~~able ~~based~~to inmake ~~China~~a ~~and~~gain ~~our key director and officer resides outside the United States, service of process~~ on ~~our~~your ~~directors and officers may be difficult to effect within the United States~~investment. ~~Also, substantially all of our assets are located outside the United States and any judgment obtained in the United States against us may not be enforceable outside the United States.~~

~~-13-~~We intend to retain our earnings, if any, to support operations and to finance the growth and development of our business. We have never paid dividends and do not intend to pay any dividends for the foreseeable future. To the extent that we may require additional funding currently not provided for in our financing plan, our funding sources may prohibit the declaration of dividends. Because we do not intend to pay dividends, any gain on your investment will need to result from an appreciation in the price of our common stock. There will therefore be fewer ways in which you are able to make a gain on your investment.

~~RISKS~~16. ~~RELATED~~The TOcontinued ~~THE~~sale ~~MARKET~~of ~~FOR~~our ~~OUR~~equity securities ~~STOCK~~will dilute the ownership percentage of our existing stockholders and may decrease the market price for our common stock.

~~14.~~Given Weour dolack ~~not~~of ~~intend~~revenues and the doubtful prospect that we will earn significant revenues in the next several years, we will require additional financing of at least approximately $200,000 to ~~pay~~fund ~~dividends~~our operations and ~~there~~planned ~~will~~activities ~~thus~~for the next 12 months (beginning December 31, 2012). If possible, bewe ~~fewer~~intend ~~ways~~to obtain financing of up to $345,000 in addition to the initial $200,000 that we plan to obtain. Our efforts to acquire financing will likely require us to issue additional equity securities, which ~~you~~will ~~are~~result ~~able~~in dilution to ~~make~~our aexisting ~~gain~~stockholders. In onshort, ~~your~~our ~~investment~~continued need to sell equity will result in reduced percentage ownership interests for all of our investors, which may decrease the market price for our common stock.

We17. ~~intend~~Because tothe ~~retain~~SEC ~~our~~imposes ~~earnings,~~additional sales ifpractice ~~any,~~requirements toon ~~support~~brokers ~~operations and~~who todeal ~~finance~~in ~~the~~shares ~~growth and development~~ of ~~our~~penny ~~business.~~stocks, Wesome ~~have~~brokers ~~never~~may ~~paid~~be ~~dividends~~unwilling ~~and do not intend~~ to ~~pay~~trade ~~any~~our ~~dividends~~securities. ~~for~~This ~~the~~means ~~foreseeable future. To the extent~~ that weyou may ~~require~~have ~~additional~~difficulty ~~funding~~reselling ~~currently~~your ~~not provided for in our financing plan~~shares, ~~our~~ ~~funding~~which ~~sources~~ may ~~prohibit~~cause the ~~declaration~~value of ~~dividends. Because we do not intend to pay dividends, any gain on~~ your investment ~~will~~ ~~need~~ to ~~result from an appreciation in the price of our common stock~~decline. ~~There will therefore be fewer ways in which you are able to make a gain on your investment.~~

~~15.~~Our ~~Because~~shares ~~our~~are ~~key~~classified ~~officer~~as penny stocks and ~~director~~are ~~will~~covered ~~own~~by ~~more than~~section ~~85%~~15(g) of ~~our~~the ~~issued~~Exchange ~~and~~Act, ~~outstanding~~which ~~common~~imposes ~~stock~~additional ~~after~~sales practice requirements on broker-dealers who sell our ~~initial~~securities in this offering, ~~she~~or ~~will~~in ~~retain~~the ~~control~~aftermarket. For sales of usour securities, broker-dealers must make a special suitability determination and bereceive ~~able~~a written agreement from you prior to ~~elect our~~making ~~directors~~a sale on your behalf. ~~You~~Because ~~therefore~~of ~~may~~the ~~not~~imposition beof ~~able~~the foregoing toadditional ~~remove~~sales ~~her~~practices, asit is possible that broker-dealers will not want to make a ~~director,~~market ~~which~~in our common stock. This could prevent usyou from ~~becoming~~reselling ~~profitable~~your shares and may cause the value of your investment to decline.

~~Hong~~18. ~~Yang,~~Financial ~~our~~Industry ~~President,~~Regulatory Authority ~~Chief~~(“FINRA”) ~~Executive~~sales ~~Officer,~~practice ~~Chief~~requirements ~~Financial Officer,~~may ~~Principal~~also ~~Accounting~~limit ~~Officer,~~your ~~Secretary,~~ability ~~Treasurer~~to buy and ~~Director,~~sell ~~has~~our ~~sole~~common ~~control over 12~~stock,~~200,000~~ ~~shares,~~ which could isdepress ~~approximately 85%~~the price of our ~~issued and outstanding common stock~~shares.

~~Because~~FINRA ~~Ms.~~rules ~~Hong~~require ~~owns~~broker-dealers ~~and~~to have ~~controls~~reasonable ~~approximately~~grounds ~~85%~~for ofbelieving ~~our issued~~that ~~and~~an ~~outstanding~~investment ~~common~~is ~~stock,~~suitable ~~she~~for ~~will~~a becustomer ~~able~~before recommending that investment to ~~elect~~the customer. ~~all~~Prior ofto ~~our~~recommending ~~directors~~speculative ~~and~~low-priced ~~control~~securities ~~our~~to ~~operations.~~their ~~She~~non-institutional ~~may~~customers, ~~have~~broker-dealers anmust make ~~interest~~reasonable inefforts ~~pursuing~~to ~~activities~~obtain ~~and~~information ~~transactions~~about ~~that~~the ~~involve~~customer’s ~~significant~~financial ~~risks;~~status, ~~for~~tax ~~example~~status and investment objectives, ~~she~~among other ~~could~~things. ~~cause~~Under usinterpretations toof ~~enter~~these ~~into strategic~~rules, ~~partnerships~~FINRA believes that ~~create~~there ~~indebtedness.~~is ~~She~~a ~~may~~high ~~also~~probability ~~acquire~~such ~~and~~speculative ~~hold~~low-priced securities ~~interests~~will innot ~~businesses~~be ~~that~~suitable ~~compete~~for ~~either~~at ~~directly or~~least ~~indirectly~~some ~~with us~~customers. IfThus, ~~Ms.~~FINRA ~~Hong~~requirements ~~fails~~make it more difficult for broker-dealers to ~~act~~recommend inthat their customers buy our ~~best~~common ~~interests~~stock, orwhich ~~fails~~may limit your ability to ~~adequately~~buy ~~manage~~and sell our ~~operations~~shares, ~~you~~have ~~may~~an ~~have~~adverse ~~difficulty~~effect ~~removing~~on ~~her~~the asmarket afor ~~director~~our shares, ~~which~~and ~~could~~thereby ~~prevent~~depress usour ~~from~~share ~~becoming profitable~~price.

1620. ~~The~~You ~~continued~~may ~~sale~~face ofsignificant ~~our~~restrictions ~~equity~~on ~~securities will dilute~~ the ~~ownership percentage~~ resale of ~~our~~your ~~existing~~shares ~~stockholders~~due ~~and~~to ~~may~~state ~~decrease~~“blue ~~the~~sky” ~~market price for our common stock~~laws.

~~Given~~Each ~~our~~state ~~lack~~has ofits ~~revenues~~own ~~and~~securities ~~the~~laws, ~~doubtful~~often ~~prospect~~called ~~that~~“blue wesky” ~~will earn significant revenues in the next several years~~laws, wewhich ~~will~~(1) ~~require~~limit ~~additional~~sales ~~financing~~ of at ~~least~~securities ~~approximately $200,000~~ to ~~fund~~a ~~our~~state’s ~~operations~~residents ~~and~~unless ~~planned activities for~~ the ~~next 12 months (beginning~~securities ~~December~~are ~~31,~~registered ~~2012).~~in Ifthat ~~possible,~~state weor ~~intend~~qualify tofor ~~obtain~~an ~~financing~~exemption offrom ~~up to $345~~registration,~~000~~ inand ~~addition~~(2) togovern the ~~initial~~reporting ~~$200,000~~requirements ~~that~~for webroker-dealers ~~plan~~doing tobusiness ~~obtain.~~directly ~~Our~~or ~~efforts~~indirectly toin ~~acquire~~the ~~financing~~state. ~~will~~Before ~~likely~~a ~~require~~security usis tosold ~~issue additional equity securities, which will result~~ in ~~dilution~~a ~~to our existing stockholders. In short~~state, ~~our~~there ~~continued~~must ~~need~~be toa ~~sell~~registration ~~equity will result~~ in ~~reduced~~place ~~percentage~~to ~~ownership~~cover ~~interests~~the ~~for~~transaction, ~~all~~or ofit ~~our~~must ~~investors,~~be ~~which~~exempt ~~may~~from ~~decrease~~registration. ~~the~~The ~~market~~applicable ~~price~~broker-dealer ~~for~~must ~~our~~also ~~common~~be ~~stock~~registered in that state.

~~17.~~We ~~Because~~do not know whether our securities will be registered or exempt from registration under the ~~SEC~~laws ~~imposes~~of ~~additional~~any ~~sales~~state. ~~practice~~A ~~requirements~~determination regarding registration will be made onby ~~brokers~~those broker-dealers, if any, who ~~deal~~agree into ~~shares~~serve ofas ~~penny~~market ~~stocks,~~makers ~~some~~for ~~brokers~~our common stock. There may be ~~unwilling~~significant state blue sky law restrictions on the ability of investors to ~~trade~~sell, and on purchasers to buy, our securities. ~~This~~You ~~means~~should ~~that~~therefore ~~you~~consider the ~~may~~resale ~~have difficulty~~market ~~reselling~~for ~~your~~our ~~shares~~common stock to be limited, ~~which~~as you may ~~cause~~be unable to resell your shares without the ~~value~~significant expense of ~~your~~state ~~investment~~registration toor ~~decline~~qualification.

~~Our~~ITEM ~~shares~~1 are classified as penny stocks and are covered by section 15(g) of the Exchange Act, which imposes additional sales practice requirements on broker-dealers who sell our securities in this offering or in the aftermarketA. ~~For~~RISK sales of our securities, broker-dealers must make a special suitability determination and receive a written agreement from you prior to making a sale on your behalf. Because of the imposition of the foregoing additional sales practices, it is possible that broker-dealers will not want to make a market in our common stock. This could prevent you from reselling your shares and may cause the value of your investment to decline.FACTORS

~~-14-~~Not required.

18. Financial Industry Regulatory Authority (“FINRA”) sales practice requirements may also limit your ability to buy and sell our common stock, which could depress the price of our shares.

FINRA rules require broker-dealers to have reasonable grounds for believing that an investment is suitable for a customer before recommending that investment to the customer. Prior to recommending speculative low-priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status and investment objectives, among other things. Under interpretations of these rules, FINRA believes that there is a high probability such speculative low-priced securities will not be suitable for at least some customers. Thus, FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our shares, have an adverse effect on the market for our shares, and thereby depress our share price.

20. You may face significant restrictions on the resale of your shares due to state “blue sky” laws.

Each state has its own securities laws, often called “blue sky” laws, which (1) limit sales of securities to a state’s residents unless the securities are registered in that state or qualify for an exemption from registration, and (2) govern the reporting requirements for broker-dealers doing business directly or indirectly in the state. Before a security is sold in a state, there must be a registration in place to cover the transaction, or it must be exempt from registration. The applicable broker-dealer must also be registered in that state.

We do not know whether our securities will be registered or exempt from registration under the laws of any state. A determination regarding registration will be made by those broker-dealers, if any, who agree to serve as market makers for our common stock. There may be significant state blue sky law restrictions on the ability of investors to sell, and on purchasers to buy, our securities. You should therefore consider the resale market for our common stock to be limited, as you may be unable to resell your shares without the significant expense of state registration or qualification.

ITEM 1 A. RISK FACTORS

Not required.

ITEM 1 A. RISK FACTORS

Not required.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the three months ended ~~March~~June 3130, 2013, we did not make any sales of unregistered securities.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. (REMOVED AND RESERVED)

ITEM 5. OTHER INFORMATION

None.

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ITEM 6. EXHIBITS

Item Number	~~Description~~		Description
(3)	Articles of Incorporation and By-laws
	(3	)	Articles of Incorporation and By-laws
~~3.1~~	~~Certificate of Incorporation (attached as an exhibit to our Registration Statement on Form S-1filed on September 20, 2010)~~3.1		Certificate of Incorporation (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)
~~3.2~~	~~Bylaws (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)~~3.2		Bylaws (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)
(10)	Material Contracts
	(10	)	Material Contracts
~~10.1~~	~~Consulting Agreement dated February 1, 2010 between Zenitech Corporation and Mr~~10. ~~Jiyong Yang (attached as an exhibit to our Registration Statement on Form S-~~1 ~~filed on September 20, 2010)~~		Consulting Agreement dated February 1, 2010 between Zenitech Corporation and Mr. Jiyong Yang (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)
~~10.2~~	~~Consulting Agreement dated October 1, 2009 between Zenitech Corporation and Mr~~10. ~~Dongzhu Feng (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)~~2		Consulting Agreement dated October 1, 2009 between Zenitech Corporation and Mr. Dongzhu Feng (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)
~~10.3~~	~~Consulting Agreement dated October 1, 2009 between Zenitech Corporation and Mr~~10. ~~Moyou Yu (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)~~3		Consulting Agreement dated October 1, 2009 between Zenitech Corporation and Mr. Moyou Yu (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)
~~10.4~~	~~License Agreement with Guang Wei Qu dated March 3, 2010 (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)~~10.4		License Agreement with Guang Wei Qu dated March 3, 2010 (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)
~~10.5~~	~~Market Research Service Agreement with Mo Wei, dated October 18, 2009 (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)~~10.5		Market Research Service Agreement with Mo Wei, dated October 18, 2009 (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)
~~10.6~~	~~Lease Agreement with Regus dated May 1, 2010 (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)~~10.6		Lease Agreement with Regus dated May 1, 2010 (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)
~~10.7~~	Compostable Floral Sleeve Sample-making Service Agreement with An Hui Jia Lian Plastic Packaging Machinery Factory dated October 8, 2010 (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)10.7		Compostable Floral Sleeve Sample-making Service Agreement with An Hui Jia Lian Plastic Packaging Machinery Factory dated October 8, 2010 (attached as an exhibit to our Registration Statement on Form S-1 filed on September 20, 2010)
(31)	Section 302 Certification
	(31	)	Section 302 Certification
31.1*	Certification of Chief Executive Officer and Chief Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
	31.1	*	Certification of Chief Executive Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
(32)	Section 906 Certification
	31.2	*	Certification of Chief Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*	Certification of Chief Executive Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
	(32	)	Section 906 Certification
	32.1	*	Certification of Chief Executive Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
	32.2	*	Certification of Chief Financial Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

*Filed herewith

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SIGNATURES

In accordance with Section 13 of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Zenitech Corporation
	China Tianfeihong Wine Inc.
	(Registrant)
	/s/ Hong Yang
Date: August 14, 2013	/s/ Zhiliang Fang
Date: May 6, 2013	Hong Yang
	Chief Executive Officer
	President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director
	/s/ Lirong Zheng
	(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
	Chief Financial Officer

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