Release from “Cooperation Agreement”

Release from “Cooperation Agreement”

Part A: AXM Pharma (Shenyang), Inc.

Part B: Liaoning Xxxx Xxxxx Medical & Pharmaceutical Co., Ltd.

On April 4^th, 2006, Part A and Part B reached the “Cooperation Agreement” and “Equity Interest Transfer Agreement”. Whereas, Part B – Liaoning Xxxx Xxxxx Medical & Pharmaceutical Co., Ltd. lost their account book for 2003, which made it impossible for them to meet with the auditing requirements due to lack of auditing qualifications. Thus, relative terms held in “Cooperation Agreement” and “Equity Interest Transfer Agreement” could not be conducted. Now, therefore, the two parties, through negotiation, agree to rescind the “Cooperation Agreement” and “Equity Interest Transfer Agreement”, effective immediately.

Part A: AXM Pharma (Shenyang), Inc.

Legal representative:

December 8^th, 2006

Part B: Liaoning Xxxx Xxxxx Medical & Pharmaceutical Co., Ltd.

Legal representative:

December 8^th, 2006