Exhibit 10.5

            Summary of an Agreement in relation to assignment of debt
             under the Agreements for the transfer of patent rights

Parties                    1.  Shanghai TCH Data  Science &  Technology  Co. Ltd
                           ("A")
                           2.  Zhang  Naiyao  ("B") -  owner  of  patent  rights
                           (utility  model  patent  right  and the right to make
                           patent     application    in    relation    to    the
                           invention-creation   rights)   of  a  type  of  power
                           transformer;
                           3. Shanghai Si Fang Co. Ltd ("C")

Date of the Agreement      29  December  2005 (as  amended by the  parties on 10
                           February 2006)

Assignment of debt (which  Parties agree that:-
is owed by A to B  under   - C shall  pay  the  debt  of  RMB22,000,000  to B on
the 2 Agreement relating   behalf of A;
to the utility model       - The  obligation  of A to pay  the  above  debt to B
patent right and the       under the 2  Agreement  relating  to the  transfer of
invention-creation         patent  rights  shall deem to be  fulfilled  upon the
patent rights) from A      receipt of the above sum by B
to C                       - the amount of  RMB22,000,000  shall be settled by C
                           for and on  behalf of A. The  amount of the  purchase
                           consideration  paid  by C on  behalf  of  A  will  be
                           applied to offset the trade  receivables owed to A by
                           C.
                           Provided  that if B fails to  provide  the  necessary
                           technical  assistance services to enable A to use the
                           patented  technology in producing products in a large
                           scale  that meets the  standards  set by A within one
                           year, A shall have the right to demand for the return
                           of  relevant  payment  received  by B in full  and to
                           terminate the agreement.

Method of payment          - C shall  pay B  within 5  working  days  after  the
                           receipt of written notice from A
                           - C shall bear the responsibility if the payments are
                           not made in accordance with the  instructions  stated
                           in the written notice issued by A
                           - B may require A to pay directly only if:-
                           a. C fails to pay for more than 30 days;
                           b. C gives  written  notice  to B  indicating  that C
                           would  not   fulfill  the   obligation   to  pay  the
                           consideration;  or c. C loses the  ability to pay the
                           consideration
                           - if B fails to make the patent technically available
                           for  mass  production  within  one  year,  A shall be
                           entitled to demand for the return of relevant payment
                           (partial or total) as compensation.  The exact amount
                           of penalty will be defined in an extra agreement.

Penalty for late           C shall pay B a penalty  in the  amount of 5/10000 of
payment                    the  unpaid   amount   each  day  from  the  date  of
                           non-payment until payment is made.

Tax                        Each party shall bear their own tax liability