Equity Pledge Agreement

and

A and B

of

Equity pledge agreement

2007

China • Shanghai

The equity pledge agreement (hereinafter referred to as "this Agreement") is signed by the following parties in People's Republic of China on 2007, "5555", "Shanghai".

Shanghai AAA food and Beverage Co., Ltd., the registered address is Shanghai, China.

A, a Chinese citizen, the identity card number is: 321002196802240627, its legal address is 1 rooms in Shanghai, holding 50% of the shares of BBBB, BBBB, and Xun (hereinafter referred to as "the company"); B (identity card number: 321002196411182116), Chinese nationality, its address is 90, holding 50% of the company's equity (A and B hereinafter hereinafter referred to as "the pledgor").

The pledgee and the pledgee are hereinafter referred to as "one party" and are collectively referred to as "both sides".

In view of:

1. the pledgee and the pledgee signed a "loan agreement" on 2007, and agreed to borrow $270 thousand from the pledgee to borrow money from the pledgee.

2. the pledgor is a shareholder of BBBB company, which holds a 100% stake in BBBB company.

3. as a pledge for the pledgee to perform the responsibilities and obligations under the loan agreement (hereinafter referred to as the "main debt"), the pledgor agrees to pledge the 100% equity interest of the total BBBB company held by the pledgor to the pledgee in accordance with the terms and conditions stipulated in this agreement.

In this connection, the two sides have agreed through friendly negotiation to reach the following terms and conditions:

Article 1. Creation of the right to pledge.

The pledgee hereby agrees to pledge to the pledgee a total of 100% of the shares held by BBBB company and its existing or subsequent all rights, interests, interests and other proceeds (hereinafter referred to as "the equity interest").

The pledgee hereby accepts the pledge of such Pledged Shares.

Second. The scope of hypothecation guarantee.

The scope of Pledge under this agreement includes, but is not limited to, principal, interest, penalty, cost, liquidated damages, damages and expenses for realization of the right to pledge under the loan agreement.

Among them, the realization of the pledge cost includes, but is not limited to litigation costs, property preservation fees, application for enforcement fees, announcement fees, assessment fees and other government expenses.

Third. Pledge period

The pledge right under this agreement exists at the same time as the principal debt under the loan agreement, and the pledge will be wiped out after the pledgor has paid off the principal debt.

If requested by the registration department of pledge, the period of mortgage can be registered as 2007.

If the time limit for registration is expired and the pledgor has not paid off the principal debt to the pledgee, the pledgee shall continue to enjoy the mortgage under this agreement, and Party B shall complete the renewal process of the pledge registration within the time limit before the expiry of the above-mentioned time limit.

Fourth. Pledge and guarantee of Pledgor

The pledgee hereby makes the following statement, promise and guarantee to the pledgee:

4.1 it has the right and ability to sign and perform this agreement.

4.2, it holds 100% of the BBBB company's shares and enjoys all the rights and the ability to dispose of the shares.

4.3 it has not created any pledge or any other rights burden on the pledge shares.

4.4 unless it is approved by the pledgee, it does not and will not issue an offer to any third party for the pfer or disposal of some or all of the outstanding equity, or accept any offer by the third party to buy part or all of the equity interest.

4.5 from the date of the signing of this agreement to its full performance of the obligations under the loan agreement (hereinafter referred to as "the date of termination of the pledge"), without the prior written consent of the pledgee personnel, it will not pfer or dispose of any part or all of the Pledged Shares to any third party.

4.6, from the date of signing of this agreement to the date of termination of the pledge, without the prior written consent of the pledgee personnel, it will not create any pledge or any other rights burden on the pledge shares.

4.7, it will issue BBBB company's own shareholder's certificate to the custody of the pledgee.

4.8 it will ensure that the pledge of this Agreement shall be included in the register of shareholders of the BBBB company (three) within three (3) days after the entry into force of the loan agreement.

4.9 when the pledgee exercises the right of disposal of the Pledged Shares according to the provisions of this agreement or Chinese law, it will endeavour to cooperate with those who exercise the right of pledge.

4.10 this Agreement shall be effective and binding upon each pledgee and their respective successors and assignee, and shall be enforceable after the pledgee applies to the competent government department in accordance with this agreement.

Fifth. The nature of pledge.

The Pledge under this Agreement and the rights of the pledgee shall not be exempted or affected by the following matters:

5.1 the extension, abandonment, reduction or exemption of the obligation of the pledgee to the pledgor.

5.2 any modification, amendment or supplement to the loan agreement;

5.3 the disposition, alteration or realization of other pledge or guarantee rights and interests of principal debts;

5.4 any other matters that may affect the obligations of the pledgor under this agreement.

Sixth. Disposal of pledge shares

6.1 during the period of hypothecation, if there are any one or more of the following matters, the pledgee shall have the right to dispose of the stock right in accordance with Chinese law and this agreement.

6.1.1 any breach of this agreement or any provisions of the loan agreement will result in the failure of this agreement or the purpose of the loan agreement.

6.1.2 BBBB shall cease to operate, dissolve or be ordered to cease operation, dissolution, or declare bankruptcy.

6.1.3 the pledgor and / or BBBB company involved in any major dispute, litigation, arbitration, administrative procedure or any other legal proceedings may affect their performance of this agreement or the loan agreement.

6.1.4 any matter that may have a significant adverse effect on the rights and interests of the pledgee in this agreement or the loan agreement.

6.1.5 any other matters or circumstances stipulated by the Chinese law;

6.2 in the event of any one or more of the items stipulated in Article 6.1 of this agreement, the pledgee shall have the right to dispose of the qualitative equity in any way according to the Chinese law at any time he thinks fit.

6.3 when the pledgee is disposed of the qualitative equity, the pledgee shall request the pledgee to provide all necessary documents to the pledgee.

6.4 if the pledgee decides to pfer the Pledged Shares to the other third parties designated by the parties or the pledgee according to the agreement, the pledgee hereby expressly revokes the right of preemption of the shares held by the Pledgee of the other party.

The pledgor shall complete and assist the pledgee to complete all the procedures for the pfer of shares caused by the disposition of quality stock rights.

Seventh. The entry into force and termination of pledge.

7.1 pledge is effective after completion of the following conditions:

7.1.1 the parties effectively sign this Agreement and deliver it to this agreement.

7.1.2 the loan agreement came into effect.

7.1.3 the pledge of the quality of the shares under this agreement is recorded in the register of shareholders of the BBBB company and the two parties have completed the quality registration procedures in the relevant industry and commerce administration departments.

7.2 the Pledge under this agreement terminates in any of the following circumstances:

7.2.1 the pledgor fulfil the principal debt.

7.2.2 the pledgee unilaterally terminates this agreement.

7.3 the termination of this Agreement shall not affect any rights or obligations before the termination of this agreement, or any other rights or obligations otherwise agreed upon by the parties.

7.4 the pledge is terminated on the day when the pledge is terminated.

Within one month after the termination of the pledge, the pledgee shall have the obligation to complete the registration procedure relating to the termination of the pledge, and the pledgor shall cooperate with him.

Eighth. Dividends and other fruits

During the period of hypothecation, the pledgee has the right to collect all dividends and other fruits related to the equity interest.

The above dividends and other fruits shall be used first to compensate the Pledgee for the expenses arising from the receipt of such dividends and fruits.

The remaining part is used to offset the main debt.

The ninth item. Taxes and expenses.

Unless otherwise stipulated in this agreement, all taxes and fees shall be borne by the pledgor in accordance with relevant Chinese laws.

Tenth. Applicable law and dispute resolution

11.1 the signing, performance, interpretation and dispute settlement of this Agreement shall be governed by Chinese law.

11.2 all disputes arising out of or in connection with this agreement or its performance shall be settled amicably through consultation by all parties first.

If negotiations fail, the people's court shall be under the jurisdiction of the people's court.

Eleventh, others.

12.1 this Agreement may be supplemented or amended by a written agreement between the parties hereto.

12.2 if any part of this agreement is not subject to any violation of the law or government regulations or any other reason, it shall be deemed to have been deleted.

Such deletion shall not affect the validity of other provisions of this agreement or other provisions of this agreement.

The parties to this Agreement shall cease to perform the provisions of the invalid part and shall modify the provisions only within the scope of the original meaning and making it effective and enforceable.

12.3 if any party fails to comply with any of the provisions of this agreement, such breach shall not affect other parties' rights and obligations under this Agreement and other related agreements, as well as the performance and implementation of this Agreement and other related agreements.

12.4 this Agreement shall be equally binding upon all parties, their respective successors and assignee.

12.5 this agreement, as a subsidiary agreement of the loan agreement, constitutes a complete agreement with the loan agreement. Any provisions not stipulated in this Agreement shall apply to the relevant provisions of the loan agreement.

12.6 this agreement is made in four (4) copies. The pledgee holds one (1) copies, the pledgee holds one (1) share and the other (1) is used for registration of quality.

Each signature shall be deemed to be the original and shall be equally authentic.

In this regard, the parties have personally or have urged their respective authorized representatives to sign this Agreement and agree to abide by it on the date specified by the first document.

[no text below]

[signature page]

Pledgee: Shanghai AAA catering Co., Ltd.

The authorized representative signs the following signs:

Job title: the first is: the first, the second and the third.

Pledgor: a

It is very important.

Pledgor: B

It is very important.