0001224280-06-000033 Sample Contracts

Contract
China Energy CORP • April 17th, 2006 • Mining & quarrying of nonmetallic minerals (no fuels)

Employment Contract Company( employer): Inner Mongolia Tehong Coal Group Co., Ltd Type of company: industry Address: No.57 Xinhua East Street, Hohhot City Artificial Person: Ding Wenxiang

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Investment Agreement
Investment Agreement • April 17th, 2006 • China Energy CORP • Mining & quarrying of nonmetallic minerals (no fuels)

According to Chinese Companyfs Law, by discussion and negotiation, all shareholders willing to invest to set up company limited, the following is agreement:

Sales Contract for Coal
China Energy CORP • April 17th, 2006 • Mining & quarrying of nonmetallic minerals (no fuels)

On Jan 10, 2006, the GuanBanWuSu Coal Mine agreed to supply coal to the Inner Mongolia Zhunger Heat Power Co., Ltd., and both parties agreed the follows:

Contract
China Energy CORP • April 17th, 2006 • Mining & quarrying of nonmetallic minerals (no fuels)

Network-merging Agreement of 2x12MW generator set in thermoelectric plant of Zhunger Heat Power Co., Ltd Both sides in agreement: Purchaser: Inner Mongolia Electric Power(Group) Co., Ltd Address: No.218 Xilin South Road, Hohhot City, Inner Mongolia Artificial Person: Zhao Fengshan Supplier: Inner Mongolia Zhunger Heat Power Co., Ltd Address: Xuejiawan Town, Zhunger County, Erdos City, Inner Mongolia Artificial Person: Ding Wenxiang Chapter 1 General Rules

Purchase Agreement for Coal Product
Purchase Agreement • April 17th, 2006 • China Energy CORP • Mining & quarrying of nonmetallic minerals (no fuels)

Contract No.: 00004 The agreement is signed at: LaiYeGou Coal Mine Supplier: Inner Mongolia TeHong Coal Group- LaiYeGou Coal Mine Buyer: Inner Mongolia LiTai Coking Co., Ltd. 1) Product, Item No., Type, Quantity, Cost and Time of delivery & Amount

Loan agreement
China Energy CORP • April 17th, 2006 • Mining & quarrying of nonmetallic minerals (no fuels)

In order to finance for construction of 2x12MW thermoelectric plant, both sides negotiate and sign a loan agreement with Lenders about RMB10 million yuan loan as follows:

Share Exchange Agreement Inner Mongolia Litai Coking Co., Ltd
Share Exchange Agreement • April 17th, 2006 • China Energy CORP • Mining & quarrying of nonmetallic minerals (no fuels)

Mr Li Jianguang (bargainer) signs a contract with alienees about transfer of shares counting for RMB 1,400,000 on the basis of agreement of other shareholder.

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