8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 29, 2007

INTERNET ACQUISITION GROUP, INC.

(Exact name of registrant as specified in its charter)

California	333-122563	20-0624181
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

302 Creekside Ct. E. Huntertown, Indiana	46748
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code:(260) 385-0338

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Internet Acquisition Group, Inc. (“IAG”, “we”, “us” or the “Company”) files this report on Form 8-K to report the following:

Item 1.01 Entry into a Material Definitive Agreement

Our discussion under Item 5.01 of this Current Report is hereby incorporated by this reference.

Item 5.01 Changes in Control

On June 29, 2007, Dr. Huakang Zhou, and Mr. Matt Lettau entered into a Share Purchase Agreement. Pursuant to the terms of the Stock Purchase Agreement, on June 29, 2007 Dr. Zhou purchased 41,270,000 shares of our common stock (the “Control Block”) from Mr. Lettau for cash consideration of $450,000 in a private purchase transaction.  The 41,270,000 shares purchased by Dr. Zhou represent approximately 59% of our issued and outstanding common stock and provides him with control of the Company.  Following the sale of his shares to Dr. Zhou, Mr. Lettau, our former majority shareholder, no longer holds any shares of Company stock

On July 27, 2007, a restated Share Purchase Agreement was entered into by Dr. Zhou, Mr. Lettau and the Company.  Pursuant to the restated Stock Purchase Agreement, Mr. Lettau will continue to serve as our President, Secretary and Treasurer for at least three months commencing on July 27, 2007 and will be entitled to receive $3,000 per month for his services to the Company during this period.  During this three month period, Mr. Lettau will continue to prepare and file all reports required to be filed by the Company for so long as Dr. Zhou requests and shall also provide such additional assistance with the business and affairs of the Company as Dr. Zhou or the Company may request from time to time.

Dr. Zhou purchased the Control Block with the intention of having the Company complete a reverse acquisition of a private Chinese company, China Renyuan International, Inc., a Delaware corporation (“China Renyuan”), on terms to be determined.  Dr. Zhou is President of China Renyuan.  China Renyuan is a holding company whose primary asset is its wholly owned subsidiary, Renyuan Bio-Chemicy Co., (“Renyuan Bio-Chemicy”), a private Chinese company located in Jizhou City High & New Tech Industrial Park, in China’s Hebei Province.  China Renyuan produces batteries and is engaged in biochemical research.  The purpose of the proposed reverse acquisition transaction is to provide China Renyuan and its operating subsidiary with access to the capital market provided by the Company’s quotation on the OTC Bulletin Board  as well as to adding  value to the Company through the acquisition of China Renyuan’s assets.

However, no definitive agreement has been reached with China Renyuan and the Company cannot provide any assurance that any such agreement will be entered into.  In the event that the Company does not consummate a reverse acquisition of China

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Renyuan, the Company intends to seek other candidates for a reverse acquisition.

Because the Company possesses only nominal operations and assets, any reverse acquisition, whether with China Renyuan or with any other company with existing operations,  is likely to result in the issuance of additional securities to China Renyuan, and/or its affiliates which will cause immediate and substantial dilution to our existing shareholders.  Following any such reverse acquisition, it is estimated that existing shareholders will hold only 1% or less of the Company’s outstanding shares, with the remaining 99% held by shareholders of the acquired company.  In connection with any such transaction, it is likely the Company may effect a reverse split of its common stock, increase its shares of authorized common stock, authorize and issue one or more classes of preferred stock.  Additionally, it is expected that in connection with such a transaction, Mr. Lettau will resign as our sole officer and direct or and new officers and directors would be appointed or elected.

It is understood between Dr. Zhou and our management that new directors and officers will be appointed in the future, concurrent with Mr. Lettau resigning from his officer and director positions.  It is anticipated that the new officers and directors will be appointed at the closing of a reverse acquisition with China Renyuan, should such transaction occur.  As of the date of this report, no persons have been nominated or chosen to become new officers or directors.  

FORM 10-SB INFORMATION

.

ITEM 1. DESCRIPTION OF BUSINESS

Business Development

Internet Acquisition Group, Inc. (“IAG”) is a development stage company incorporated in the State of California in January of 2004.  The original concept of the company was to acquire existing Internet based businesses (hence the word “Acquisition” in the company name) and achieve economies of scale and develop cross-marketing opportunities between these businesses.

Following a failed merger, the business plan was revised to focus on developing Internet based businesses.  With the minimal barriers to entry for Internet based businesses, IAG determined that it was more cost-effective to develop its business rather than to seek to acquire existing businesses.   As a result, IAG developed three online stores that were fully functional websites with the ability to place orders through a secure shopping cart/checkout process.  The three different internet stores for marketing, selling and distributing products included an electronics store, a DVD movie store, and a specialty giftshop.

For operating these websites, IAG relied on a virtual operating model that included outsourcing the majority of its operating infrastructure to distribution and

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fulfillment companies.  We entered into an agreement with Dynamic Storefront to facilitate all our needs with regards to maintaining inventory, providing our ordering system to the consumer, and shipping the products directly from their warehouse.  Unfortunately as of December 31, 2006, IAG had to sever its relationship with Dynamic Storefront and shut down its Internet stores due to problems with the fulfillment of orders under this agreement.

Towards the end of 2006, IAG launched a new professional services business specializing in professional purchasing management for clients.    Initially, IAG has focused its attention on the purchasing and management of electronic goods and software specific to our clients’ needs.

On June 29, 2007 and as discussed above, Dr. Huakang Zhou acquired control of IAG by purchasing the Control Block from Mr. Lettau in a private purchase transaction.  Dr. Zhou purchased the Control Block with the intention of having the Company effect a reverse acquisition of China Renyuan on terms to be determined.  Currently the Company intends to discontinue pursuing its professional services business and focus on negotiating terms for a reverse acquisition arrangement with China Renyuan or another suitable candidate.

Our Business

IAG has discontinued its professional purchasing management services and does not anticipate generating further revenues of any significance from this line of business. IAG intends to focus on negotiating a reverse acquisition of China Renyuan.  China Renyuan was introduced to us by Dr. Zhou.  China Renyuan is a private company located in Jizhou City High & New Tech Industrial Park, in China’s Hebei Province.  China Renyuan produces batteries and is engaged in biochemical research.  However, no definitive agreement has been reached with China Renyuan and the Company cannot provide any assurance that any such agreement will be entered into.  In the event that the Company does not consummate a reverse acquisition of China Renyuan, the Company intends to seek other candidates for a reverse acquisition.

Personnel

We are a development stage company and currently have only one part-time employee, Matt Lettau, who is also our sole officer and director.  In the event, we consummate a reverse acquisition with another company we anticipate that new officers and directors will be appointed or elected and that other personnel will be hired as needed.  

ITEM 2.  PLAN OF OPERATION  

Goals and Objectives

As discussed above, IAG has discontinued its professional services business and

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plans to instead negotiate a definitive agreement for the reverse acquisition of China Renyuan.  In the event that IAG is unable to consummate a reverse acquisition of China Renyuan, IAG plans to seek other candidates for a reverse acquisition.

Satisfaction of our cash obligations for the next 12 months

From July 27, 2007 until October 27, 2007, we are responsible for paying Mr. Lettau $3,000 per month pursuant to the terms of the Stock Purchase Agreement, as discussed above. Additionally, we expect to incur expenses in connection with complying with our SEC reporting obligations and in attempting to consummate a reverse acquisition. We expect these expenses to consist primarily of legal expenses and accounting fees.

The Company does not have sufficient funds to meet its capital requirements for the next twelve months.  As the Company currently has no funds, we will need immediate infusions of capital in order to meet our capital requirements.  It is our expectation that Dr. Zhou will advance funds to the Company, or assist the Company in facilitating the advance of funds to the Company to cover our cash requirements for at least the next three months. However, we have no written arrangement with Dr. Zhou regarding future funding and can provide no assurance that any such funds will be forthcoming, or on what terms such funds me be offered. In the event the Company does not receive additional funds, the Company will not be able to pursue a reverse acquisition with China Renyuan or other companies, nor would the Company be continue to meet its SEC reporting obligations.  Following a reverse acquisition, the new manag ement of the Company would need to arrange for future funding of the Company.  

Summary of any product research and development that we will perform for the term of the plan.

Prior to a reverse acquisition, we do not anticipate performing any significant product research and development under our plan of operation and cannot predict what product research and development would be performed following a reverse acquisition.

Expected purchase or sale of plant and significant equipment.

Prior to a reverse acquisition, we do not anticipate the purchase or sale of any plant or significant equipment and cannot predict whether any such purchase or sale might occur following a reverse acquisition.;  

Significant changes in number of employees.

The number of employees required to operate our business is currently one part time individual. In the event we consummate a reverse acquisition, we expect the new management of the Company may hire additional employees on an as-needed basis.

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Going Concern

From the inception of the IAG, we have incurred losses each year. The ability of IAG to continue as a going concern is dependent upon its ability to raise additional capital and/or consummate a reverse acquisition of a company that provides sufficient operating revenues to fund our expenses.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Critical Accounting Policies and Estimates

Revenue Recognition: We are currently a developmental stage company and have not recognized significant revenues to date.  We will recognize revenue as clients are billed for services rendered.  We will primarily derive our revenues from the sales professional business services in the purchasing and management of specialized equipment and business services.

Recent Accounting Pronouncements

In September 2006, the United States Securities and Exchange Commission (“SEC”), adopted SAB No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements.” This SAB provides guidance on the consideration of the effects to prior year misstatements in quantifying current year misstatements for the purpose of a materiality assessment. SAB 108 establishes an approach that requires quantification of financial statement errors based on the effects of each of the company’s balance sheet and statement of operations financial statements and the related financial statement disclosures. The SAB permits existing public companies to record the cumulative effect of initially applying this approach in the first year ending after November 15, 2006 by recording the necessary correcting adjustments to the carrying values of assets and liabilit ies as of the beginning of that year with the offsetting adjustment recorded to the opening balance of retained earnings. Additionally, the use of the cumulative effect transition method requires detailed disclosure of the nature and amount of each individual error being corrected through the cumulative adjustment and how and when it arose. The Company is currently evaluating the impact, if any, that SAB 108 may have on the Company’s results of operations or financial position.

ITEM 3.  DESCRIPTION OF PROPERTY

Our offices are currently located at 302 Creekside Ct. E., Huntertown, Indiana 46748, the home of Mr. Lettau, our sole officer and director. Mr. Lettau does not receive any remuneration for the use of his home, but is entitled to receive $3,000 per month for his services for at least three months (pro-rated for any partial month) commencing July 27, 2007. In the future we anticipate requiring additional office space and additional personnel; however it is unknown at this time how much space or how many individuals will be required.

ITEM 4.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The following table presents information, to the best of IAG’s knowledge, about the beneficial ownership of its common stock on July 27, 2007, held by those persons known to beneficially own more than 5% of its capital stock and by its directors and executive officers. The percentage of beneficial ownership for the following table is based on 69,963,360 shares of common stock outstanding as of July 27, 2007.

Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and does not necessarily indicate beneficial ownership for any other purpose. Under these rules, beneficial ownership includes those shares of common stock over which the shareholder has sole or shared voting or investment power. It also includes (unless footnoted) shares of common stock that the shareholder has a right to acquire within 60 days after July 27, 2007 through the exercise of any option, warrant or other right. The percentage ownership of the outstanding common stock, however, is based on the assumption, expressly required by the rules of the Securities and Exchange Commission, that only the person or entity whose ownership is being reported has converted options or warrants into shares of our common stock.

Name of Directors, Officers, & Beneficial Holders	Number of Shares	Percent Of Class (2)
Mr. Matt Lettau 302 Creekside Ct. E. Huntertown, Indiana 46748	0	0%
All Directors & Officers as a Group	0	0%
Dr. Hu a kang Zhou 18 Kimberly Ct. East Hanover, NJ 07936	41,270,000	59%

(1)

“Beneficial ownership” means the sole or shared power to vote or to direct the voting of, a security, or the sole or shared investment power with respect to a security (i.e., the power to dispose of or to direct the disposition of, a security).  In addition, for purposes of this table, a person is deemed, as of any date, to have “beneficial ownership” of any security that such person has the right to acquire within 60 days from July 27, 2007.

(2)

Figures are rounded to the nearest tenth of a percent

Changes in Control

We have no letters of intent or definitive agreements for arrangements that would result in a change in control.  However, our controlling shareholder intends for the Company to consummate a reverse acquisition with China Renyuan or another private company. The consummation of such a transaction would almost certainly result in the change in control of the Company.

ITEM 5.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS AND CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

Our Management

The members of the Board of Directors of the Company serve until the next annual meeting of stockholders, or until their successors have been elected.  The officers serve at the pleasure of the Board of Directors.  Officers are elected by the Board and their terms of office are, except to the extent governed by employment contract, at the discretion of the Board. Information as to our current director and executive officer is as follows:

NAME	AGE	POSITION
Matt Lettau	41	President, Secretary, Treasurer, Director

Mr. Matt Lettau has been the President, Secretary, Treasurer and Director since founding IAG in January 2004. From 1991 to January 2004, Mr. Lettau was employed by The Bob Rohrman Group as Manager and worked on developing service and sales. The Bob Rohrman Group is a privately owned automotive group with 26 automotive dealerships. Mr. Lettau’s duties included Service and Parts director at Fort Wayne Acura, Subaru and General Sales Manager at Fort Wayne Nissan, Infiniti, and Kia. In addition Mr. Lettau was in charge of the Parts and Service at the Groups Nissan dealership.

Other Control Persons.

Dr. Hu a kang Zhou is chairman of the board of Warner Technology and Investment Corp. ("Warner") a company which provides international consulting services. Warner is licensed with the Chinese government as an official host for Chinese government officials and business executives in the US. Since 1999, Warner has been one of a few consulting firms that has assisted Chinese private companies to go public in the U. S. In 1989 Dr. Zhou received a Ph.D. degree in Operations Research from Polytechnic University of New York, Brooklyn.

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ITEM 6.  EXECUTIVE COMPENSATION

Executive Compensation

Prior to July 27, 2007, Mr. Lettau provided services to us without compensation as a result of the stock position Mr. Lettau held in IAG.  For at least three months commencing on July 27, 2007, Mr. Lettau is entitled to $3,000 per month for his services pursuant to the terms of the restated Stock Purchase Agreement entered into between Mr. Lettau, Dr. Zhou and the Company on July 27, 2007.

As a result of having only one officer and director that has not received any compensation for the fiscal 2006 year, we have omitted the Summary Compensation Table, Equity Awards Table, and Director Compensation Table.  

Termination of Employment

There are no compensatory plans or arrangements, including payments to be received from the Company, with respect to any person associated with the Company which would in any way result in payments to any such person because of his resignation, retirement, or other termination of such person’s employment with the Company or its subsidiaries, or any change in control of the Company, or a change in the person’s responsibilities following a change in control of the Company.

Compensation Committee

For the year ended December 31, 2006, IAG did not have a compensation committee as a result of not providing any compensation to our sole officer and director.  Additionally, we elected not to have a Compensation Committee in that we are a development stage company with limited operations and resources.

ITEM 7.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS; DIRECTOR INDEPENDENCE

Matt Lettau

During January 2004, Mr. Lettau received 41,270,000 shares of common stock, at a price of $0.001 per share, which were issued for services rendered by Mr. Lettau. Mr. Lettau is the sole officer, director, and promoter of IAG.

Pursuant to the restated Stock Purchase Agreement entered into between Mr. Lettau, Dr. Zhou and the Company on July 27, 2007, for at least three months commencing on July 27, 2007 Mr. Lettau will be entitled to receive $3,000 per month for his services to the Company during this period.  During this three month period, Mr. Lettau will continue to prepare and file all reports required to be filed by the Company for so long as Dr. Zhou requests and shall also provide such additional assistance with the business and affairs of the Company as Dr .. Zhou or the Company may request from time to time.

ITEM 8.  DESCRIPTION OF SECURITIES

Common Stock

Our Articles of Incorporation authorize the issuance of 100,000,000 shares of common stock, $0.001 par value per share, of which 69,963,630 shares were outstanding as of July 27, 2007. Holders of common stock have cumulative voting rights pursuant California law. Holders of shares of common stock are entitled to share ratably in dividends, if any, as may be declared, from time to time by the board of directors in its discretion, from funds legally available to be distributed. In the event of a liquidation, dissolution or winding up of IAG, the holders of shares of common stock are entitled to share pro rata all assets remaining after payment in full of all liabilities. Holders of common stock have no preemptive rights to purchase our common stock. There are no conversion rights or redemption or sinking fund provisions with respect to the common stock. All of the outstanding shares of common stock are validly issued, fully paid and non-assessable.

Transfer Agent

The transfer agent for the common stock is Madison Stock Transfer, 1688 E. 6th St., Floor 1, Room 7, Brooklyn, New York, 11229.

PART II

ITEM 1.  MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Market Information

. Below are the high and low closing bid prices of our common stock for the periods shown, as obtained from the National Quotation Bureau that compiles quote information reported on the National Association of Securities Dealers' composite feed or other qualified inter-dealer quotations' media and from other public sources. These quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.   Our common shares currently trade on the National Association of Securities Dealers ("NASD") OTC Bulletin Board ("OTCBB") under the symbol "IAGR.OB".  IAG’s Stock was approved for trading on the OTCBB on January 8, 2007 and commenced trading on February 9, 2007.  Prior to that there was no public market for our securities

	High	Low
Fiscal Year 2007
Second Quarter (April 1, 2007 to June 30, 2007)	$0.045	$0.011
First Quarter (January 1, 2007 to March 31, 2007)	$0.31	$0.042

Holders of Common Stock

As of June 30, 2007, we had 69,963,630 shares of common stock issued and outstanding, held by approximately 47 stockholders of record.  One of our holders of records is Cede & Co., a depository that holds shares of stock for a multitude of beneficial owners. Accordingly, it is impossible for us to determine exactly how many beneficial stockholders we actually have.

Dividends

We have never declared or paid dividends on our Common Stock.  We intend to follow a policy of retaining earnings, if any, to finance the growth of the business and do not anticipate paying any cash dividends in the foreseeable future.  The declaration and payment of future dividends on the Common Stock will be the sole discretion of the Board of Directors and will depend on our profitability and financial condition, capital requirements, statutory and contractual restrictions, future prospects and other factors deemed relevant.

Securities Authorized for Issuance under Equity Compensation Plans

We currently do not maintain any equity compensation plans.

ITEM 2.  LEGAL PROCEEDINGS

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We are not presently a party to any material litigation, nor to the knowledge of management is any litigation threatened against us, which may materially affect us.

ITEM 3.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

During fiscal year 2005, the Company appointed Jaspers + Hall, PC as the Company's independent accountant for the year ending December 31, 2004, replacing the Company’s former independent accountant, Beckstead & Watts, LLP. This change in accountants was recommended by the Company's Executive Management and approved by the Company's Board of Directors. During fiscal 2004 and during the portion of 2005 preceding the Board's decision, neither the Company, nor anyone engaged on its behalf, had consulted with Jasper + Hall, PC regarding: (i) either the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company's financial statements; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K). As the principal accountant, Jaspers + Hall, PC expressed no reliance on any reports generated by the prior accountants.

The change in accountants does not result from any dissatisfaction with the quality of professional services rendered by Beckstead and Watts, LLP, as the independent accountants of the Company.

ITEM 4.  RECENT SALES OF UNREGISTERED SECURITIES.

The Company has not sold any unregistered securities within the past three years.

ITEM 5.  INDEMNIFICATION OF OFFICERS AND DIRECTORS

Our Articles of Incorporation limit the liability of our directors. As permitted by California law, our directors will not be liable to us for monetary damages arising from a breach of their fiduciary duty as directors in certain circumstances. This limitation does not affect liability for any breach of a director’s duty to us or our stockholders (i) with respect to approval by the director of any transaction from which he or she derives an improper personal benefit, (ii) with respect to acts or omissions involving an absence of good faith, that the director believes to be contrary to the best interests of our company or our stockholders, that involve intentional misconduct or a knowing and culpable violation of law, that constitute an unexcused pattern or inattention that amounts to an abdication of his or her duty to our company or our stockholders, or that show a reckless disregard for duty to our company or our stockholder s in circumstances in which he or she was, or should have been aware, in the ordinary course of performing his or her duties, of a risk of serious injury to our company or our stockholders, or (iii) based on transactions between our company and our directors or another corporation with interrelated directors or based on improper distributions, loans or guarantees under applicable sections of California Law. This limitation of directors’ liability also does not affect the availability of equitable remedies, such as injunctive relief or rescission.

We have been advised that it is the position of the Commission that insofar as the provision in our Articles of Incorporation, as amended, may be invoked for the limitation of liabilities arising under the Securities Act, the provision is against public policy and is therefore unenforceable.

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Financial Statements and Other Information

Financial statements for the Company covering the last two completed fiscal years and the quarter ended March 31, 2007 are available in our Annual Report on Form 10-KSB for our fiscal year ended December 31, 2006 and our Quarterly Report on Form 10-QSB for the quarter ended March 31, 2007, as filed with the SEC.  Exhibits and other information that may be required by Form 10-SB is also included in these filings.

Item 9.01 – Exhibits

(c) Exhibit.

Exhibit Number	Exhibit Title of Description
10.1	Stock Purchase Agreement, between Huakang Zhou and Matt Lettau, dated June 29. 2007
10.2	Stock Purchase Agreement, between Huakang Zhou and Matt Lettau, dated July 27. 2007

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

                                                                INTERNET ACQUISITION GROUP, INC.

By:_ /S/ MATT LETTAU____________

Matt Lettau, Chief Executive Officer

         Date: August 2, 2007

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EX-2

STOCK   PURCHASE   AGREEMENT

THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made effective as of the 27th day of July, 2007, by and among MATT LETTAU, an adult individual residing at 302 Creekside Ct. E. Huntertown, IN 46748 (hereinafter referred to as the "Seller”), DR. HUAKANG ZHOU, an adult individual residing at 18 Kimberly Court, East Hanover, NJ 07936 (hereinafter referred to as  the “Purchaser”), and INTERNET ACQUISITION GROUP, INC., a California corporation (hereinafter “IAGR” or the “Company”).  Each of the Seller, the Purchaser and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.

PRELIMINARY STATEMENTS

A.

Seller owns an aggregate of 41,270,000 shares (the “Seller Shares”) of the common stock (the “Common Stock”) of the Company.

B.

Seller desires to sell the Seller Shares to Purchaser, and Purchaser desires to purchase the Seller Shares from Seller, subject to the terms, provisions and conditions set forth herein.

C.

Seller agrees to remain as an officer and director of the Company for a transition period, as set forth herein, for the additional consideration set forth herein.

NOW, THEREFORE, in consideration of the mutual agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Seller and Purchaser do hereby agree as follows:

ARTICLE I

Purchase and Sale of the Common Stock

Section 1.01.  Purchase and Sale.  On the Closing Date, and upon the terms and subject to the conditions set forth herein, the Seller shall deliver the Seller Shares, constituting 41,270,000 shares of the Common Stock of IAGR, to the Purchaser free and clear of all liens, and Purchaser shall purchase the Common Stock from the Seller, in each case in accordance with the terms and conditions herein contained.   

Section 1.02.  Purchase Price.  The purchase price (the “Purchase Price”) for the Seller Shares is Four Hundred Fifty Thousand Dollars ($450,000), payable in cash.

Section 1.03.  Time and Place of Closing.  Subject to the satisfaction or waiver of the conditions herein, the closing (the “Closing”) of the transactions contemplated by this Agreement shall take place on or before July 31, 2007 or at such time, date or place as Seller and Purchaser may hereafter agree in writing.

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Section 1.04.  Delivery of the Common Stock; Payment of Purchase Price.  At the Closing:  

(a)

the Seller shall deliver to the Purchaser the certificate(s) representing the Seller Shares, duly endorsed in blank or accompanied by stock powers duly endorsed in blank, with all taxes attributable to the transfer and sale of the Seller Shares paid by the Seller; and

(b)

 the Purchaser shall deliver to the Seller the Purchase Price in accordance with Section 1.02, less the sum of Fifty Thousand Dollars ($50,000), which amount has been previously deposited in good faith with Seller, and the receipt of which is hereby acknowledged by the Seller.

ARTICLE II

Other Agreements of the Parties

Section 2.01.

Services to be Performed by the Seller.  The Parties hereby agree that the Seller shall continue, for a period of three (3) months from the date hereof and for such further period as all Parties may hereafter agree (the “Service Period”), to do all of the following:

(a)

Seller shall retain his current positions as sole officer and director of the Company for so long as the Purchaser may request through the end of the Service Period; and

(b)

Seller shall continue to prepare and file all reports required to be filed by the Company pursuant to the Securities Act  of 1934 (the “Exchange Act”), for so long as the Purchaser may request through the end of the Service Period; and

(c)

Seller shall provide such additional assistance with the business and affairs of the Company through the Service Period as Purchaser or the Company may hereafter request from time to time during the term of this Agreement.

Section 2.02.  Compensation for Services Rendered.  In consideration of the several services to be provided to the Company hereunder, the Seller shall be entitled to receive an amount equal to Three Thousand Dollars ($3,000) per month (prorated for any partial month in which services may be rendered hereunder).

ARTICLE III

Representations and Warranties of Seller and the Company

Subject to all of the terms, conditions and provisions of this Agreement, the Seller and the Company hereby represent and warrant to Purchaser, as indicated below, as of the date hereof and as of the Closing, as follows:

Section 3.01.  Organization and Qualification.  IAGR is a California corporation duly organized, validly existing and in good standing under the laws of the State of California.  IAGR

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has all requisite power and authority, corporate or otherwise, to own, lease and operate its assets and properties and to carry on its business as now being conducted.  The Company does not have any subsidiaries or predecessor corporations.

Section 3.02.  Capitalization of the Company; Title to Seller Shares.  There are one hundred million (100,000,000) shares of Common Stock, $0.001 par value per share, authorized for issuance by the Company, of which approximately 69,963,630 shares of common stock are issued and outstanding as of the date of this Agreement.  All of the outstanding shares of Common Stock have been duly authorized and validly issued, are fully paid and non-assessable.  The Seller Shares transferred by the Seller to Purchaser hereunder are free and clear of all liens, claims, charges, defects in title, security interests, pledges and other encumbrances of every kind and description (collectively, “Liens”).  There are no outstanding or authorized subscriptions, options, warrants, calls, rights or other similar contracts, including rights of conversion or exchange under any outstanding debt or equity security or other contract, to which any of the Common Stock is subject, or obligating the Seller and/or the Company to issue, deliver or sell, or cause to be issued, delivered or sold, any other shares of capital stock of the Company or any other debt or equity securities convertible into or evidencing the right to subscribe for any such shares of capital stock or obligating the Seller and/or the Company to grant, extend or enter into any such contract.  There are no voting trusts, proxies or other contracts to which Seller and/or the Company are a party or are bound with respect to the voting of any shares of capital stock of the Company.  The Seller has full legal right, authority and capacity to sell, assign and transfer the Seller Shares to Purchaser and will, against payment of the Purchase Price as contemplated above, transfer and deliver good and indefeasible title to the Seller Shares to Purchaser, free and clear of all Liens.

Section 3.03.  Authority.  The Seller and the Company have all requisite power and authority, corporate or otherwise, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and thereby.  The Seller and the Company have duly and validly executed and delivered this Agreement and will, on or prior to the Closing, execute, such other documents as may be required hereunder and, assuming the due authorization, execution and delivery of this Agreement by the parties hereto and thereto, this Agreement constitutes, the legal, valid and binding obligation of the Seller and the Company, as applicable, enforceable against the Seller and the Company, as applicable, in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and general eq uitable principles.

Section 3.04.  No Conflict.  The execution and delivery by the Seller and the Company of this Agreement and the consummation of the transactions contemplated hereby and thereby, do not and will not, by the lapse of time, the giving of notice or otherwise:  (a) constitute a violation of any law; (b) constitute a breach or violation of any provision contained in the Articles of Incorporation or Bylaws of the Company; (c) constitute a breach of any provision contained in, or a default under, any governmental approval, any writ, injunction, order, judgment or decree of any governmental authority or any contract to which the Seller and/or the Company are a party; or (d) result in or require the creation of any lien upon the Common Stock.

Section 3.05.  Consents and Approvals.  No governmental approvals and no notifications, filings or registrations to or with any governmental authority or any other person is or will be necessary for the valid execution and delivery by the Seller and/or the Company of this

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Agreement or the consummation of the transactions contemplated hereby or thereby, or the enforceability hereof or thereof, other than those which have been obtained or made and are in full force and effect.

Section 3.06.  Litigation.  There are no claims pending or, to the knowledge of the Seller and the Company, threatened against or affecting the Company or any of its assets and properties before or by any governmental authority or any other person.  The Seller and the Company have no knowledge of the basis for any claim, which alone or in the aggregate:  (a) could reasonably be expected to result in any liability with respect to the Company; or (b) seeks to restrain or enjoin the execution and delivery of this Agreement or the consummation of any of the transactions contemplated hereby or thereby.  There are no judgments or outstanding orders, injunctions, decrees, stipulations or awards against the Company or any of its assets and properties.

Section 3.07.  Brokers, Finders and Financial Advisors.  Seller and Purchaser agree and acknowledge that the Seller will be responsible for a fee not to exceed Forty Thousand Dollars ($40,000) to be paid to William Joubert at or before the Closing.  

Section 3.08.  Disclosure.  The Company files periodic reports with the US Securities and Exchange Commission as required pursuant to the Exchange Act.  To the best of the Seller’s and the Company’s knowledge, the schedules, documents, exhibits, reports, certificates and other written statements and information furnished by or on behalf of Seller and/or the Company to the SEC under the Exchange Act, and/or to the Purchaser hereunder, do not contain any material misstatement of fact or omit any material facts.  Seller and the Company have not withheld from the Purchaser any fact known to them which has or is reasonably likely to have a material adverse effect with respect to the Company.

Section 3.09.  Ownership.  The Seller represents and warrants that Seller owns 41,270,000 shares of Common Stock, being the Seller Shares, to be delivered to the Purchaser free and clear of any and all Liens.  

ARTICLE IV

Representations and Warranties of Purchaser

Subject to all of the terms, conditions and provisions of this Agreement, Purchaser hereby represent and warrant to the Seller, as of the date hereof and as of the Closing, as follows:

Section 4.01.  Authority.  Purchaser has all requisite power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby and thereby.  Purchaser has duly and validly executed and delivered this Agreement and, assuming the due authorization, execution and delivery of this Agreement by the other parties hereto and thereto, this Agreement constitutes the legal, valid and binding obligation of Purchaser, enforceable against Purchaser in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and general equitable principles.

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Section 4.02.  No Conflict.  The execution and delivery by Purchaser of this Agreement and the consummation of the transactions contemplated hereby and thereby do not and shall not, by the lapse of time, the giving of notice or otherwise:  (a) constitute a violation of any law; or (b) constitute a breach of any provision contained in, or a default under, any governmental approval, any writ, injunction, order, judgment or decree of any governmental authority or any contract to which Purchaser is a party or by which Purchaser is bound or affected.

Section 4.03.  Consents and Approvals. No governmental approvals and no notifications, filings or registrations to or with any governmental authority or any other person is or will be necessary for the valid execution and delivery by Purchaser of this Agreement and the closing documents to which it is a party, or the consummation of the transactions contemplated hereby or thereby, or the enforceability hereof or thereof, other than those which have been obtained or made and are in full force and effect.

Section 4.04.  Litigation.  There are no claims pending or, to the knowledge of Purchaser, threatened, and Purchaser has no knowledge of the basis for any claim, which either alone or in the aggregate, seeks to restrain or enjoin the execution and delivery of this Agreement or the consummation of any of the transactions contemplated hereby or thereby.  There are no judgments or outstanding orders, injunctions, decrees, stipulations or awards against Purchaser which prohibits or restricts, or could reasonably be expected to result in any delay of, the consummation of the transactions contemplated by this Agreement.

Section 4.05.  Brokers, Finders and Financial Advisors.   No broker, finder or financial advisor has acted for Purchaser in connection with this Agreement or the transactions contemplated hereby or thereby, and no broker, finder or financial advisor is entitled to any broker’s, finder’s or financial advisor’s fee or other commission in respect thereof based in any way on any contract with Purchaser.

ARTICLE V

Covenants

Section 5.01.  Further Assurances.  Seller, the Company and Purchaser agree that, from time to time, whether before, at or after the Closing, each of them will take such other action and to execute, acknowledge and deliver such contracts, deeds, or other documents (a) as may be reasonably requested and necessary or appropriate to carry out the purposes and intent of this Agreement; or (b) to effect or evidence the transfer to the Purchaser of the Common Stock held by or in the name of the Seller.

Section 5.02.  Conduct of Business.  Except as otherwise contemplated by this Agreement, after the date hereof and prior to the Closing or earlier termination of this Agreement, unless Purchaser shall otherwise agree in writing, the Company shall

(a)

not take or perform any act or refrain from taking or performing any act which would have resulted in a breach of the representations and warranties set forth in Article II;

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(b)

not enter into any agreement, or extend an existing agreement that will survive after the Closing;

(c)

not sell, pledge, lease, license or otherwise transfer any of their assets or properties or make any payments or distributions to the Company or any of its affiliates; and

(d)

not make any payments or distributions of assets or properties to the Company or its shareholders.

Prior to the Closing, the Company shall exercise, consistent with the terms and conditions of this Agreement, complete control and supervision of its operations.

Section 5.03.  Public Announcements.  Except as required by law, without the prior written approval of the other party, neither Seller, the Company nor Purchaser will issue, or permit any agent or affiliate thereof to issue, any press release or otherwise make or permit any agent or affiliate thereof to make, any public statement or announcement with respect to this Agreement or the transactions contemplated hereby and thereby.

ARTICLE VI

Conditions

Section 6.01.  Conditions to Obligations of each of the Parties.  The respective obligations of each party to consummate the transactions contemplated hereby shall be subject to the fulfillment at or prior to the Closing of the following conditions: (a) no preliminary or permanent injunction or other order, decree or ruling which prevents the consummation of the transactions contemplated by this Agreement shall have been issued and remain in effect; (b) no claim shall have been asserted, threatened or commenced and no law shall have been enacted, promulgated or issued which would reasonably be expected to (i) prohibit the purchase of, payment for or retention of the Common Stock by Purchaser or the consummation of the transactions contemplated by this Agreement or (ii) make the consummation of any such transactions illegal; and (c) all approvals legally required for the consummation of the tran sactions contemplated by this Agreement shall have been obtained and be in full force and effect at the Closing.

Section 6.02.  Conditions to Obligations of Seller.  The obligations of Seller to consummate the transactions contemplated hereby shall be subject to the fulfillment at or prior to the Closing Date of the following additional conditions, except as Seller may waive in writing: (a) Purchaser shall have complied with and performed in all material respects all of the terms, covenants, agreements and conditions contained in this Agreement which are required to be complied with and performed on or prior to Closing; and (b) the representations and warranties of Purchaser in this Agreement shall have been true and correct on the date hereof or thereof, as applicable, and such representations and warranties shall be true and correct on and at the Closing (except those, if any, expressly stated to be true and correct at an earlier date), with the same force and effect as though such representations and w arranties had been made on and at the Closing.

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Section 6.03.  Conditions to Obligations of Purchaser.  The obligations of Purchaser to consummate the transactions contemplated hereby shall be subject to the fulfillment at or prior to Closing of the following additional conditions, except as Purchaser may waive in writing: (a) the Seller and the Company shall have complied with and performed in all material respects all of the terms, covenants, agreements and conditions contained in this Agreement which are required to be complied with and performed on or prior to Closing; and (b) the representations and warranties of Seller and the Company in this Agreement shall have been true and correct on the date hereof or thereof, as applicable, and such representations and warranties shall be true and correct on and at the Closing (except those, if any, expressly stated to be true and correct at an earlier date), with the same force and effect as though suc h representations and warranties had been made on and at the Closing.

ARTICLE VII

Indemnification

Section 7.01.  Indemnification of Seller.  Subject to the terms and conditions of this Article VII, Purchaser agrees to indemnify, defend and hold harmless Seller, from and against any and all claims, liabilities and losses which may be imposed on, incurred by or asserted against, arising out of or resulting from, directly or indirectly:

(a)

the inaccuracy of any representation or breach of any warranty of Purchaser contained in or made pursuant to this Agreement which was not disclosed to Seller in writing prior to the Closing; provided that no such notification shall be deemed to waive or abrogate any right of Seller with respect to conditions to Closing in Section 6.02;

(b)

the breach of any covenant or agreement of Purchaser contained in this Agreement; or

(c)

any claim to fees or costs for alleged services by a broker, agent, finder or other person claiming to act in a similar capacity at the request of Purchaser in connection with this Agreement;

provided, however, that Purchaser shall not be liable for any portion of any claims, liabilities or losses resulting from a material breach by Seller, of any of its obligations under this Agreement or from Seller’s gross negligence, fraud or willful misconduct.

Section 7.02.  Indemnification of Purchaser.  Subject to the terms and conditions of this Article VII, from and after the Closing, Seller, agrees to indemnify, defend and hold harmless the Purchaser, its respective affiliates, their respective present and former directors, officers, shareholders, employees and agents and its respective heirs, executors, administrators, successors and assigns (the “Purchaser’s Indemnified Persons”), from and against any and all claims, liabilities and losses which may be imposed on, incurred by or asserted against any Purchaser’s Indemnified Person, arising out of or resulting from, directly or indirectly:

(a)

the inaccuracy of any representation or breach of any warranty of the Seller or the Company contained in or made pursuant to this Agreement which was not

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disclosed to Purchaser in writing prior to the Closing; provided that no such notification shall be deemed to waive or abrogate any right of Purchaser with respect to conditions to Closing in Section 6.03;

(b)

the breach of any covenant or agreement of Seller or the Company contained in this Agreement;

(c)

any and all operations, activities, and events, of and/or impacting the Company occurring prior to the Closing; or

(d)

any claim to fees or costs for alleged services rendered by a broker, agent, finder or other person claiming to act in a similar capacity at the request of the Seller in connection with this Agreement;

provided, however, that Seller and the Company shall not be liable for any portion of any claims, liabilities or losses resulting from a material breach by Purchaser of its obligations under this Agreement or from a Purchaser Indemnified Person’s gross negligence, fraud or willful misconduct.

Section 7.03.  Indemnification of Purchaser and Seller by Brokers, Finders and Financial Advisors.  Except for William Joubert, who is referenced in Section 3.07, above, it shall be conclusively presumed that Purchaser has not had any broker, finder or financial advisor representing Purchaser directly or indirectly in connection with this Agreement, and Seller shall not have any liability to any broker, finder or financial advisor claiming by, through or under Purchaser.  Furthermore, Purchaser specifically indemnifies Seller from any and all such expenses except as provided herein.  Seller hereby indemnifies Purchaser from and against any claim of any broker, finder or financial advisor by, through or under Seller or the Company.

ARTICLE VIII

Miscellaneous

Section 8.01.  Notices.  Any and all notices, requests or other communications hereunder shall be given in writing and delivered by: (a) regular, overnight or registered or certified mail (return receipt requested), with first class postage prepaid; (b) hand delivery; (c) facsimile transmission; or (d) overnight courier service, to the parties at the following addresses or facsimile numbers:

(i) if to Seller or the

Internet Acquisition Group, Inc.

     Company, to

302 Creekside Ct. E.

Huntertown, IN   46748

Attn: Matt Lettau 

  (260) 385-0338

email: lettauconsulting@yahoo.com

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With copies to:

Don Stoecklein

Stoecklein Law Group

402 West Broadway, Suite 400

San Diego, California, 92101

(619) 595-4882

(619) 595-4883_ – FAX

email: dstoecklein@cox.net

(ii) if to Purchaser, to:

Dr. Huakang Zhou

18 Kimberly Court

East Hannover, NJ 07936

(973) 462-8777

(973) 966-8870 – FAX

email: dzhou@warnercorp.com

With copies to:

Anna Krimshtein

1000 Lincoln Road, S. 208

Miami Beach, FL 33139

(305) 673-0350

(305) 673-0260 – FAX

email: anna@wandklaw.com

or at such other address or number as shall be designated by either of the parties in a notice to the other party given in accordance with this Section 7.01.  Except as otherwise provided in this Agreement, all such communications shall be deemed to have been duly given: (A) in the case of a notice sent by regular or registered or certified mail, three business days after it is duly deposited in the mails; (B) in the case of a notice delivered by hand, when personally delivered; (C) in the case of a notice sent by facsimile, upon transmission subject to telephone confirmation of receipt; and (D) in the case of a notice sent by overnight mail or overnight courier service, the next business day after such notice is mailed or delivered to such courier, in each case given or addressed as aforesaid.

Section 8.02.  Benefit and Burden.  This Agreement shall inure to the benefit of, and shall be binding upon, the parties hereto and their successors and permitted assigns.

Section 8.03.  No Third Party Rights.  Nothing in this Agreement shall be deemed to create any right in any creditor or other person not a party hereto (other than the Purchaser’s Indemnified Persons) and this Agreement shall not be construed in any respect to be a contract in whole or in part for the benefit of any third party (other than the Purchaser’s Indemnified Persons).

Section 8.04.  Amendments and Waiver.  No amendment, modification, restatement or supplement of this Agreement shall be valid unless the same is in writing and signed by the parties hereto.  No waiver of any provision of this Agreement shall be valid unless in writing and signed by the party against whom that waiver is sought to be enforced.

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Section 8.05.  Counterparts.  This Agreement may be executed in counterparts and by the different parties in separate counterparts, each of which when so executed shall be deemed an original and all of which taken together shall constitute one and the same agreement.

Section 8.06.  Captions and Headings.  The captions and headings contained in this Agreement are inserted and included solely for convenience and shall not be considered or given any effect in construing the provisions hereof if any question of intent should arise.

Section 8.07.  Construction.  The parties acknowledge that each of them has had the benefit of legal counsel of its own choice and has been afforded an opportunity to review this Agreement with its legal counsel and that this Agreement shall be construed as if jointly drafted by the parties hereto.

Section 8.08.  Severability.  Should any clause, sentence, paragraph, subsection, Section or Article of this Agreement be judicially declared to be invalid, unenforceable or void, such decision will not have the effect of invalidating or voiding the remainder of this Agreement, and the parties agree that the part or parts of this Agreement so held to be invalid, unenforceable or void will be deemed to have been stricken herefrom by the parties, and the remainder will have the same force and effectiveness as if such stricken part or parts had never been included herein.

Section 8.09.  Remedies.  The Parties agree that the covenants and obligations contained in this Agreement relate to special, unique and extraordinary matters and that a violation of any of the terms hereof or thereof would cause irreparable injury in an amount which would be impossible to estimate or determine and for which any remedy at law would be inadequate.  As such, the parties agree that if either party fails or refuses to fulfill any of its obligations under this Agreement or to make any payment or deliver any instrument required hereunder or thereunder, then the other party shall have the remedy of specific performance, which remedy shall be cumulative and nonexclusive and shall be in addition to any other rights and remedies otherwise available under any other contract or at law or in equity and to which such party might be entitled.

Section 8.10.  Applicable Law.  THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAW PRINCIPLES THEREOF.

Section 8.11.  Submission to Jurisdiction.  Each of the parties hereby: (a) irrevocably submits to the non-exclusive personal jurisdiction of any New York court, over any claim arising out of or relating to this Agreement and irrevocably agrees that all such claims may be heard and determined in such New York court; and (b) irrevocably waives, to the fullest extent permitted by applicable law, any objection it may now or hereafter have to the laying of venue in any proceeding brought in a New York court.

Section 8.12.  Expenses; Prevailing Party Costs.  The Seller, the Company, and Purchaser shall pay their own expenses incident to this Agreement and the transactions contemplated hereby and thereby, including all legal and accounting fees and disbursements, and Seller shall be solely liable for any and all expenses of the Seller and/or the Company which are incident to

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this Agreement and the transactions contemplated hereby and thereby (other than customary general, administrative and overhead expenses incurred in the ordinary course of business).  Notwithstanding anything contained herein or therein to the contrary, if any party commences an action against another party to enforce any of the terms, covenants, conditions or provisions of this Agreement, or because of a breach by a party of its obligations under this Agreement, the prevailing party in any such action shall be entitled to recover its losses, including reasonable attorneys’ fees, incurred in connection with the prosecution or defense of such action, from the losing party.

Section 8.13.

Entire Agreement.  This Agreement sets forth all of the promises, agreements, conditions, understandings, warranties and representations among the parties with respect to the transactions contemplated hereby and thereby, and supersedes all prior agreements, arrangements and understandings between the parties, whether written, oral or otherwise.

Section 8.14.

Counterparts; Faxed Signatures.  This Agreement may be signed in one or more counterparts, each of which shall be deemed an original document, but which, when taken together, shall constitute but one and the same instrument.  For purposes of this Agreement, a fax of an original signature shall constitute an original signature.

IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the day and year first above written.

THE SELLER:

THE COMPANY:

INTERNET ACQUISITION GROUP, INC.

      By:

_/S/ MATT LETTAU_______      

     By:

__S/ MATT LETTAU___________

Matt Lettau

Matt Lettau

Number of shares:  41,270,000

President

THE PURCHASER:

      By:

_/S/ HAUKANG ZHOU_____

Dr. Huakang Zhou

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EX-1

STOCK   PURCHASE   AGREEMENT

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made effective as of the 29^th day of June, 2007, by and among Matt Lettau with address at 302 Creekside Ct. E. Huntertown, IN 46748 hereinafter referred to as a "Seller,” and Dr. Huakang Zhou with address at 18 Kimberly Court, East Hanover, NJ 07936 hereinafter referred to as  “Purchaser”.

PRELIMINARY STATEMENTS

A.

Seller owns an aggregate of 41,270,000 shares of common stock of Internet Acquisition Group, Inc. (Hereinafter “IAGR” or the “Company”) and is willing to sell 41,270,000 shares of common stock of Internet Acquisition Group, Inc.  (the “Common Stock”).

B.

Seller desires to sell the Common Stock to Purchaser, and Purchaser desires to purchase the Common Stock from Seller, on the terms, provisions and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Seller and Purchaser do hereby agree as follows:

ARTICLE I

Purchase and Sale of the Common Stock

Section 1.01.  Purchase and Sale.  On the Closing Date and upon the terms and subject to the conditions set forth herein, the Seller shall deliver 41,270,000 shares of IAGR’s Common Stock to the Purchaser free and clear of all liens, and Purchaser shall purchase the Common Stock from the Seller in accordance with Section 1.02 below.   

Section 1.02.  Purchase Price.  The purchase price (the “Purchase Price”) for the Common Stock is $450,000 in cash.

Section 1.03.  Time and Place of Closing.  Subject to the satisfaction or waiver of the conditions herein, the closing (the “Closing”) of the transactions contemplated by this Agreement shall take place on or before June 29, 2007 or at such time, date or place as Seller and Purchaser may agree in writing.

Page 1 of 12

Stock Purchase Agreement

Section 1.04.  Delivery of the Common Stock; Payment of Purchase Price. At Closing:  

(a)

the Seller shall deliver to the Purchaser the certificate(s) representing the Common Stock, duly endorsed in blank or accompanied by stock powers duly endorsed in blank, with all taxes attributable to the transfer and sale of the Common Stock paid by the Seller;

(b)

 the Purchaser shall deliver to the Seller the Purchase Price in accordance with Section 1.02, less the deposit of $50,000.00 which has been received by the Seller.

ARTICLE II

Representations and Warranties of Seller and the Company

Subject to all of the terms, conditions and provisions of this Agreement, the Seller and the Company hereby represent and warrant to Purchaser, as of the date hereof and as of the Closing, as follows:

Section 2.01.  Organization and Qualification.  IAGR is a California corporation duly organized, validly existing and in good standing under the laws of the State of California.  IAGR has all requisite power and authority, corporate or otherwise, to own, lease and operate its assets and properties and to carry on its business as now being conducted.  The Company does not have any subsidiaries or predecessor corporations.

Section 2.02.  Capitalization of The Company; Title to the Common Stock.  There are 100,000,000 shares of common stock authorized of the Company, of which approximately 69,963,630 shares of common stock are issued and outstanding, $0.001 par value per share.  All of the outstanding shares of common stock have been duly authorized and validly issued, are fully paid and nonassessable and are free of preemptive rights.  The Common Stock transferred by the Seller to Purchaser will be free and clear of liens.  There are no outstanding or authorized subscriptions, options, warrants, calls, rights or other similar contracts, including rights of conversion or exchange under any outstanding debt or equity security or other contract, to which any of the Common Stock will be subject or obligating the Seller and/or the Company to issue, deliver or sell, or cause to be issued, delivered or sold, any other shares of capital stock of the Company or any other debt or equity securities convertible into or evidencing the right to subscribe for any such shares of capital stock or obligating the Seller and/or the Company to grant, extend or enter into any such contract.  There are no voting trusts, proxies or other contracts to which Seller and/or the Company are a party or are bound with respect to the voting of any shares of capital stock of the Company.  The Seller has full legal right to sell, assign and transfer the Common Stock to Purchaser and will, upon payment for the Common Stock and delivery to Purchaser of a certificate or certificates representing the Common Stock, transfer good and indefeasible title to the Common Stock to Purchaser, free and clear of liens.

Section 2.03.  Authority.  The Seller and the Company have all requisite power and authority, corporate or otherwise, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and thereby.  The Seller and the Company have duly and validly executed and delivered this Agreement and will, on or prior to the Closing, execute, such other documents as may be required hereunder and, assuming the due authorization, execution

Page 2 of 12

Stock Purchase Agreement

and delivery of this Agreement by the parties hereto and thereto, this Agreement constitutes, the legal, valid and binding obligation of the Seller and the Company, as applicable, enforceable against the Seller and the Company, as applicable, in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and general equitable principles.

Section 2.04.  No Conflict.  The execution and delivery by the Seller and the Company of this Agreement and the consummation of the transactions contemplated hereby and thereby, do not and will not, by the lapse of time, the giving of notice or otherwise:  (a) constitute a violation of any law; (b) constitute a breach or violation of any provision contained in the Articles of Incorporation or Bylaws of the Company; (c) constitute a breach of any provision contained in, or a default under, any governmental approval, any writ, injunction, order, judgment or decree of any governmental authority or any contract to which the Seller and/or the Company are a party; or (d) result in or require the creation of any lien upon the Common Stock.

Section 2.05.  Consents and Approvals.  No governmental approvals and no notifications, filings or registrations to or with any governmental authority or any other person is or will be necessary for the valid execution and delivery by the Seller and/or the Company of this Agreement or the consummation of the transactions contemplated hereby or thereby, or the enforceability hereof or thereof, other than those which have been obtained or made and are in full force and effect.

Section 2.06.  Litigation.  There are no claims pending or, to the knowledge of the Seller and the Company, threatened against or affecting the Company or any of its assets and properties before or by any governmental authority or any other person.  The Seller and the Company have no knowledge of the basis for any claim, which alone or in the aggregate:  (a) could reasonably be expected to result in any liability with respect to the Company; or (b) seeks to restrain or enjoin the execution and delivery of this Agreement or the consummation of any of the transactions contemplated hereby or thereby.  There are no judgments or outstanding orders, injunctions, decrees, stipulations or awards against the Company or any of its assets and properties.

Section 2.07.  Brokers, Finders and Financial Advisors.  Seller and Purchaser agree and acknowledge that the Seller will be responsible for a fee not to exceed $40,000.00 (forty thousand and no/100 dollars) to be paid to William Joubert, and which will be paid at Closing.  

Section 2.08.  Disclosure.  To the best of the Seller’s and the Company’s knowledge, the schedules, documents, exhibits, reports, certificates and other written statements and information furnished by or on behalf of Seller and/or the Company to the Purchaser do not contain any material misstatement of fact or omit any material facts.  Seller and the Company have not withheld any fact known to them which has or is reasonably likely to have a material adverse effect with respect to the Company.

Section 2.09.  Ownership.  The Seller represents and warrants that Seller owns 41,270,000 shares of common stock of the Company that are subject to this Agreement.  

ARTICLE III

Page 3 of 12

Stock Purchase Agreement

Representations and Warranties of Purchaser

Subject to all of the terms, conditions and provisions of this Agreement, Purchaser hereby represent and warrant to the Seller, as of the date hereof and as of the Closing, as follows:

Section 3.01.  Authority.  Purchaser has all requisite power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby and thereby.  Purchaser has duly and validly executed and delivered this Agreement and, assuming the due authorization, execution and delivery of this Agreement by the other parties hereto and thereto, this Agreement constitutes the legal, valid and binding obligation of Purchaser, enforceable against Purchaser in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and general equitable principles.

Section 3.02.  No Conflict.  The execution and delivery by Purchaser of this Agreement and the consummation of the transactions contemplated hereby and thereby do not and shall not, by the lapse of time, the giving of notice or otherwise:  (a) constitute a violation of any law; or (b) constitute a breach of any provision contained in, or a default under, any governmental approval, any writ, injunction, order, judgment or decree of any governmental authority or any contract to which Purchaser is a party or by which Purchaser is bound or affected.

Section 3.03.  Consents and Approvals. No governmental approvals and no notifications, filings or registrations to or with any governmental authority or any other person is or will be necessary for the valid execution and delivery by Purchaser of this Agreement and the closing documents to which it is a party, or the consummation of the transactions contemplated hereby or thereby, or the enforceability hereof or thereof, other than those which have been obtained or made and are in full force and effect.

Section 3.04.  Litigation.  There are no claims pending or, to the knowledge of Purchaser, threatened, and Purchaser has no knowledge of the basis for any claim, which either alone or in the aggregate, seeks to restrain or enjoin the execution and delivery of this Agreement or the consummation of any of the transactions contemplated hereby or thereby.  There are no judgments or outstanding orders, injunctions, decrees, stipulations or awards against Purchaser which prohibits or restricts, or could reasonably be expected to result in any delay of, the consummation of the transactions contemplated by this Agreement.

Section 3.05.  Brokers, Finders and Financial Advisors.   No broker, finder or financial advisor has acted for Purchaser in connection with this Agreement or the transactions contemplated hereby or thereby, and no broker, finder or financial advisor is entitled to any broker’s, finder’s or financial advisor’s fee or other commission in respect thereof based in any way on any contract with Purchaser.

ARTICLE IV

Covenants

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Section 4.01.  Further Assurances.  Seller, the Company and Purchaser agree that, from time to time, whether before, at or after the Closing, each of them will take such other action and to execute, acknowledge and deliver such contracts, deeds, or other documents (a) as may be reasonably requested and necessary or appropriate to carry out the purposes and intent of this Agreement; or (b) to effect or evidence the transfer to the Purchaser of the Common Stock held by or in the name of the Seller.

Section 4.02.  Conduct of Business.  Except as otherwise contemplated by this Agreement, after the date hereof and prior to the Closing or earlier termination of this Agreement, unless Purchaser shall otherwise agree in writing, the Company shall

(a)

not take or perform any act or refrain from taking or performing any act which would have resulted in a breach of the representations and warranties set forth in Article II;

(b)

not enter into any agreement, or extend an existing agreement that will survive after the Closing;

(c)

not sell, pledge, lease, license or otherwise transfer any of their assets or properties or make any payments or distributions to the Company or any of its affiliates; and

(d)

not make any payments or distributions of assets or properties to the Company or its shareholders.

Prior to the Closing, the Company shall exercise, consistent with the terms and conditions of this Agreement, complete control and supervision of its operations.

Section 4.03.  Public Announcements.  Except as required by law, without the prior written approval of the other party, neither Seller, the Company nor Purchaser will issue, or permit any agent or affiliate thereof to issue, any press release or otherwise make or permit any agent or affiliate thereof to make, any public statement or announcement with respect to this Agreement or the transactions contemplated hereby and thereby.

ARTICLE V

Conditions

Section 5.01.  Conditions to Obligations of each of the Parties.  The respective obligations of each party to consummate the transactions contemplated hereby shall be subject to the fulfillment at or prior to the Closing of the following conditions: (a) no preliminary or permanent injunction or other order, decree or ruling which prevents the consummation of the transactions contemplated by this Agreement shall have been issued and remain in effect; (b) no claim shall have been asserted, threatened or commenced and no law shall have been enacted, promulgated or issued which would reasonably be expected to (i) prohibit the purchase of, payment for or retention of the Common Stock by Purchaser or the consummation of the transactions contemplated by this Agreement or (ii) make the consummation of any such

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transactions illegal; and (c) all approvals legally required for the consummation of the transactions contemplated by this Agreement shall have been obtained and be in full force and effect at the Closing.

Section 5.02.  Conditions to Obligations of Seller.  The obligations of Seller to consummate the transactions contemplated hereby shall be subject to the fulfillment at or prior to the Closing Date of the following additional conditions, except as Seller may waive in writing: (a) Purchaser shall have complied with and performed in all material respects all of the terms, covenants, agreements and conditions contained in this Agreement which are required to be complied with and performed on or prior to Closing; (b) the representations and warranties of Purchaser in this Agreement shall have been true and correct on the date hereof or thereof, as applicable, and such representations and warranties shall be true and correct on and at the Closing (except those, if any, expressly stated to be true and correct at an earlier date), with the same force and effect as though such representations and warrant ies had been made on and at the Closing; and (c) the simultaneous purchase and delivery of 2,550,000 free trading shares from Edward R. Miers to Huaqin Zhou.

Section 5.03.  Conditions to Obligations of Purchaser.  The obligations of Purchaser to consummate the transactions contemplated hereby shall be subject to the fulfillment at or prior to Closing of the following additional conditions, except as Purchaser may waive in writing: (a) the Seller and the Company shall have complied with and performed in all material respects all of the terms, covenants, agreements and conditions contained in this Agreement which are required to be complied with and performed on or prior to Closing; and (b) the representations and warranties of Seller and the Company in this Agreement shall have been true and correct on the date hereof or thereof, as applicable, and such representations and warranties shall be true and correct on and at the Closing (except those, if any, expressly stated to be true and correct at an earlier date), with the same force and effect as though suc h representations and warranties had been made on and at the Closing.

ARTICLE VI

Indemnification

Section 6.01.  Indemnification of Seller.  Subject to the terms and conditions of this Article VI, Purchaser agrees to indemnify, defend and hold harmless Seller, from and against any and all claims, liabilities and losses which may be imposed on, incurred by or asserted against, arising out of or resulting from, directly or indirectly:

(a)

the inaccuracy of any representation or breach of any warranty of Purchaser contained in or made pursuant to this Agreement which was not disclosed to Seller in writing prior to the Closing; provided that no such notification shall be deemed to waive or abrogate any right of Seller with respect to conditions to Closing in Section 5.02;

(b)

the breach of any covenant or agreement of Purchaser contained in this Agreement; or

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(c)

any claim to fees or costs for alleged services by a broker, agent, finder or other person claiming to act in a similar capacity at the request of Purchaser in connection with this Agreement;

provided, however, that Purchaser shall not be liable for any portion of any claims, liabilities or losses resulting from a material breach by Seller, of any of its obligations under this Agreement or from Seller’s gross negligence, fraud or willful misconduct.

Section 6.02.  Indemnification of Purchaser.  Subject to the terms and conditions of this Article VI, from and after the Closing, Seller, agrees to indemnify, defend and hold harmless the Purchaser, its respective affiliates, their respective present and former directors, officers, shareholders, employees and agents and its respective heirs, executors, administrators, successors and assigns (the “Purchaser’s Indemnified Persons”), from and against any and all claims, liabilities and losses which may be imposed on, incurred by or asserted against any Purchaser’s Indemnified Person, arising out of or resulting from, directly or indirectly:

(a)

the inaccuracy of any representation or breach of any warranty of the Seller or the Company contained in or made pursuant to this Agreement which was not disclosed to Purchaser in writing prior to the Closing; provided that no such notification shall be deemed to waive or abrogate any right of Purchaser with respect to conditions to Closing in Section 5.03;

(b)

the breach of any covenant or agreement of Seller or the Company contained in this Agreement;

(c)

any and all operations, activities, and events, of and/or impacting the Company occurring prior to the Closing; or

(d)

any claim to fees or costs for alleged services rendered by a broker, agent, finder or other person claiming to act in a similar capacity at the request of the Seller in connection with this Agreement;

provided, however, that Seller and the Company shall not be liable for any portion of any claims, liabilities or losses resulting from a material breach by Purchaser of its obligations under this Agreement or from a Purchaser Indemnified Person’s gross negligence, fraud or willful misconduct.

Section 6.03.  Indemnification of Purchaser and Seller by Brokers, Finders and Financial Advisors.  Except for William Joubert, who is referenced in Section 2.07, above, it shall be conclusively presumed that Purchaser has not had any broker, finder or financial advisor representing Purchaser directly or indirectly in connection with this Agreement, and Seller shall not have any liability to any broker, finder or financial advisor claiming by, through or under Purchaser.  Furthermore, Purchaser specifically indemnifies Seller from any and all such expenses except as provided herein.  Seller hereby indemnifies Purchaser from and against any claim of any broker, finder or financial advisor by, through or under Seller.

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ARTICLE VII

Miscellaneous

Section 7.01.  Notices.  Any and all notices, requests or other communications hereunder shall be given in writing and delivered by: (a) regular, overnight or registered or certified mail (return receipt requested), with first class postage prepaid; (b) hand delivery; (c) facsimile transmission; or (d) overnight courier service, to the parties at the following addresses or facsimile numbers:

(i) if to Seller, to:

Internet Acquisition Group, Inc.

Attn: Matt Lettau

_________________________

_________________________

_________________________

(___).___.____

email: lettauconsulting@yahoo.com

With copies to:

Don Stoecklein

Stoecklein Law Group

402 West Broadway, Suite 400

San Diego, California, 92101

(619) 595-4882

(619) 595-4883_ – FAX

email: dstoecklein@cox.net

(ii) if to Purchaser, to:

Huakang Zhou

18 Kimberly Court

East Hannover, NJ 07936

(973) 462-8777

(973) 966-8870 – FAX

email: dzhou@warnercorp.com

With copies to:

Anna Krimshtein

1000 Lincoln Road, S. 208

Miami Beach, FL 33139

(305) 673-0350

(305) 673-0260 – FAX

email: anna@wandklaw.com

or at such other address or number as shall be designated by either of the parties in a notice to the other party given in accordance with this Section 7.01.  Except as otherwise provided in this Agreement, all such communications shall be deemed to have been duly given: (A) in the case of a notice sent by regular or registered or certified mail, three business days after it is duly deposited in the mails; (B) in the case of a notice delivered by hand, when personally delivered; (C) in the case of a notice sent by facsimile, upon transmission subject to telephone confirmation

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of receipt; and (D) in the case of a notice sent by overnight mail or overnight courier service, the next business day after such notice is mailed or delivered to such courier, in each case given or addressed as aforesaid.

Section 7.02.  Benefit and Burden.  This Agreement shall inure to the benefit of, and shall be binding upon, the parties hereto and their successors and permitted assigns.

Section 7.03.  No Third Party Rights.  Nothing in this Agreement shall be deemed to create any right in any creditor or other person not a party hereto (other than the Purchaser’s Indemnified Persons) and this Agreement shall not be construed in any respect to be a contract in whole or in part for the benefit of any third party (other than the Purchaser’s Indemnified Persons).

Section 7.04.  Amendments and Waiver.  No amendment, modification, restatement or supplement of this Agreement shall be valid unless the same is in writing and signed by the parties hereto.  No waiver of any provision of this Agreement shall be valid unless in writing and signed by the party against whom that waiver is sought to be enforced.

Section 7.05.  Counterparts.  This Agreement may be executed in counterparts and by the different parties in separate counterparts, each of which when so executed shall be deemed an original and all of which taken together shall constitute one and the same agreement.

Section 7.06.  Captions and Headings.  The captions and headings contained in this Agreement are inserted and included solely for convenience and shall not be considered or given any effect in construing the provisions hereof if any question of intent should arise.

Section 7.07.  Construction.  The parties acknowledge that each of them has had the benefit of legal counsel of its own choice and has been afforded an opportunity to review this Agreement with its legal counsel and that this Agreement shall be construed as if jointly drafted by the parties hereto.

Section 7.08.  Severability.  Should any clause, sentence, paragraph, subsection, Section or Article of this Agreement be judicially declared to be invalid, unenforceable or void, such decision will not have the effect of invalidating or voiding the remainder of this Agreement, and the parties agree that the part or parts of this Agreement so held to be invalid, unenforceable or void will be deemed to have been stricken herefrom by the parties, and the remainder will have the same force and effectiveness as if such stricken part or parts had never been included herein.

Section 7.09.  Remedies.  The parties agree that the covenants and obligations contained in this Agreement relate to special, unique and extraordinary matters and that a violation of any of the terms hereof or thereof would cause irreparable injury in an amount which would be impossible to estimate or determine and for which any remedy at law would be inadequate.  As such, the parties agree that if either party fails or refuses to fulfill any of its obligations under this Agreement or to make any payment or deliver any instrument required hereunder or thereunder, then the other party shall have the remedy of specific performance, which remedy shall be cumulative and nonexclusive and shall be in addition to any other rights and remedies otherwise

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available under any other contract or at law or in equity and to which such party might be entitled.

Section 7.10.  Applicable Law.  THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAW PRINCIPLES THEREOF.

Section 7.11.  Submission to Jurisdiction.  Each of the parties hereby: (a) irrevocably submits to the non-exclusive personal jurisdiction of any New York court, over any claim arising out of or relating to this Agreement and irrevocably agrees that all such claims may be heard and determined in such New York court; and (b) irrevocably waives, to the fullest extent permitted by applicable law, any objection it may now or hereafter have to the laying of venue in any proceeding brought in a New York court.

Section 7.12.  Expenses; Prevailing Party Costs.  The Seller, the Company, and Purchaser shall pay their own expenses incident to this Agreement and the transactions contemplated hereby and thereby, including all legal and accounting fees and disbursements, and Seller shall be solely liable for any and all expenses of the Seller and/or the Company which are incident to this Agreement and the transactions contemplated hereby and thereby (other than customary general, administrative and overhead expenses incurred in the ordinary course of business).  Notwithstanding anything contained herein or therein to the contrary, if any party commences an action against another party to enforce any of the terms, covenants, conditions or provisions of this Agreement, or because of a breach by a party of its obligations under this Agreement, the prevailing party in any such action shall be entitled to recover i ts losses, including reasonable attorneys’ fees, incurred in connection with the prosecution or defense of such action, from the losing party.

Section 7.13.

Entire Agreement.  This Agreement sets forth all of the promises, agreements, conditions, understandings, warranties and representations among the parties with respect to the transactions contemplated hereby and thereby, and supersedes all prior agreements, arrangements and understandings between the parties, whether written, oral or otherwise.

Section 7.14.

Faxed Signatures.  For purposes of this Agreement, a faxed signature shall constitute an original signature.

IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the day and year first above written.

“SELLER”

___________________________

Matt Lettau

Number of shares:  41,270,000

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“THE COMPANY”

Internet Acquisition Group, Inc.

_/S/ MATT LETTAU_________

Name: Matt Lettau

Title:

“PURCHASER”

_/S/ HAUKANG ZHOU_______

Huakang Zhou

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EXHIBIT A

NAME

COMMON SHARES TO BE

DELIVERED AT CLOSING

Matt Lettau

41,270,000

TOTAL

 41,270,000

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