Exhibit 10.6

                                      PROXY

Principal:      Wu Chen
ID Number:      110108491204891
Address:        Room 616, Tower A, COFCO Plaza, 8 Jianguomennei Dajie, Beijing,
                China

Agent:          Jian Feng
ID Number:      110108197012154917
Address:        Room 30, Building 13, No. 307 Yard, Zhenjiazhuang,
                Fengtai District, Beijing, China

       The undersigned, Wu Chen, being a citizen of the People's Republic of
China ("PRC"), hereby grants an irrevocable proxy to Jian Feng to exercise all
voting rights as a shareholder of Beijing Fuhua Innovation Technology
Development Co., Ltd. ("Fuhua"), including without limitation rights to appoint
directors, the general manager and other officers of Fuhua during shareholders'
meetings of Fuhua within the term of this Proxy.

       The proxy granted hereby shall be conditioned upon Jian Feng being a PRC
citizen and an employee of China Finance Online Co. Limited ("CFO HK") or China
Finance Online (Beijing) Co., Ltd. ("Fortune") and shall be subject to CFO HK's
consent. Once Jian Feng ceases to be an employee of CFO HK or Fortune, or CFO HK
delivers a written notice to the undersigned requesting a termination of this
proxy, the undersigned shall revoke the proxy granted hereunder immediately and
grant the rights and powers provided hereunder to another PRC citizen employed
and designated by CFO HK.

       In exercising the rights and powers provided hereunder, Jian Feng shall
act with due care and diligence pursuant to this proxy and applicable laws,
shall indemnify and keep the undersigned harmless from any loss or damage caused
by any action in connection with the exercise of any rights provided hereunder
(unless such loss or damage is caused by any intentional or material negligent
actions of the undersigned), and shall otherwise be legally and economically
liable to the undersigned and Fuhua.

       The term of this Proxy shall be 20 years from the execution date of this
Proxy. Unless with written consent by the undersigned to terminate the proxy
thirty (30) days in advance, the term of this proxy shall be automatically be
renewed for another year.


                         /s/ Wu Chen

                         Wu Chen


                         May 27, 2004