SC 13D

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934

                               SUN CITY INDUSTRIES
               (Exact Name of Issuer as Specified in its Charter)

                          Common Stock, par value $0.001 
                         (Title of Class of Securities)

                                    866665201
                                 (CUSIP Number)

                               Charles J. Scimeca
                            21610 Deer Point Crossing
                               Bradenton, FL 34202
                                   941-805-3677
 (Name, Address and Telephone Number of Person Authorized to Receive Notices and
                                 Communications)

                                  June 30, 2004
             (Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box [ ].

Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See §240.13d-7 for other parties
to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act.


CUSIP No. 866665201

- --------------------------------------------------------------------------------
1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
   (entities only).

   COAST TO COAST EQUITY GROUP
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ............................................................................
(b) ............................................................................
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3. SEC Use Only
   .............................................................................
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4. Source of Funds

   OO
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d)
   or 2(e)

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6. Citizenship or Place of Organization

   INCORPORATED IN FLODIDA
- --------------------------------------------------------------------------------
                7. Sole Voting Power
Number of                1,000,000.00
Shares          ----------------------------------------------------------------
Beneficially    8. Shared Voting Power..........................................
Owned by
Each            ----------------------------------------------------------------
Reporting       9. Sole Dispositive Power
Person With
                ----------------------------------------------------------------
                10. Shared Dispositive Power....................................
- --------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person

    1,000,00.00
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
    (See Instructions)

- --------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11)

    0.95
- --------------------------------------------------------------------------------
14. Type of Reporting Person (See Instructions)

    CO
- --------------------------------------------------------------------------------

The reporting person identified on pages 2 through 7 to this Schedule 13D hereby
make the following statement (this “Statement”) pursuant to Section 13(d) of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules
and regulations promulgated thereunder.

ITEM 1.  SECURITY AND ISSUER

This Statement relates to the common stock, $.001 par value per share (the
“Common Stock”), of Sun City Industries, Inc., a Delaware corporation (the
“Issuer”). The Issuer’s principal executive office is located at 110 Sarasota
Quay, Sarasota, Florida  34236

ITEM 2.   IDENTITY AND BACKGROUND

This Statement is being filed by Coast to Coast Equity Group, Inc., a Florida
corporation (the “Reporting Person”), is a public relations, advertising
and business consulting company and its principal address is 9040 Town Center
Parkway, Bradenton, Florida 34202.  It was incorporated on February 11, 2003
and its sole officer and director is Charles J. Scimeca.  Mr. Scimeca is a US
citizen.

The Reporting Person has not, during the last five years, (a) been convicted in
a criminal proceeding (excluding traffic violations or similar misdemeanors) or
(b) been a party to any civil proceeding of a judicial or administrative body of
competent jurisdiction, and as a result of such proceeding was or is subject to
a judgment, decree, or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities laws
or finding any violation with respect to such laws.

ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

On June 30, 2004 a total of 1,000,000 shares of common stock of Sun City
Industries, Inc. became beneficially owned by the Reporting Person in exchange
for $375,000 in cash.  The source of the $375,000 was a loan from George
Frudakis.

ITEM 4.  PURPOSE OF THE TRANSACTION

The purpose of the transaction was to provide Coast to Coast Equity Group with
control of the Issuer.  On June 30, 2004, Coast to Coast Equity Group purchased
1,000,000 shares of the common stock of Sun City Industries, Inc., in a private
stock purchase agreement from Michael Manion for and in consideration of
$375,000, which funds were loaned to Coast to Coast by George Frudakis.

ITEM 5.  INTEREST IN SECURITIES OF THE ISSUER

(a)      At the closing of the purchase agreement, there were 1,056,802 shares
         of common stock issued and outstanding therefore Coast to Coast Equity
         Group owns approximately 94.6% of the voting securities of Sun City
         Industries.

(b)      Charles Scimeca is the sole director, officer and shareholder of Coast
         to Coast Equity Group, Inc.

(c)      On June 30, 2004 Coast to Coast Equity Group acquired the shares as
         described in Item 3 and Item 6 of this Statement.




ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
             WITH RESPECT TO SECURITIES OF THE ISSUER

On April 20, 2004, Sun City Industries, Inc. (“Sun City”) entered into an
agreement to acquire all of the authorized issued and outstanding stock of
Yangling Daiying Biological Engineering Co. Ltd. (“YDBE”), a corporation
organized under the laws of the People’s Republic of China, in exchange for
34,880,000 shares of the corporation’s common stock which upon issuance will
constitute approximately 87.2% of the corporation’s issued and outstanding
common stock.

The transaction is being structured as an integrated reverse takeover, which
means that the former holders of YDBE’s securities shall obtain voting control
over Sun City upon issuance of the 34.88 million shares. Sun City has 1,056,802
shares of common stock issued and outstanding at the present time. The closing
has not yet taken place and is subject to the filing of a Form 14C.

Coast to Coast acquired its shares pursuant to a Private Stock Purchase
Agreement with Michael Manion who previously owned 1,000,000 shares of common
stock of Sun City.

Coast to Coast has entered into a Consulting Agreement with YDBE where it will,
if able to arrange funding of $4 million within four months of the effective
date of a registration statement, receive 4,000,000 shares of common stock of
Sun City and 3,000,000 warrants pursuant to a Warrant Agreement.

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS

Exhibit 10.1  Private Stock Purchase Agreement, dated April 4, 2004

Exhibit 10.2  Second Addendum to Private Stock Purchase Agreement, dated
               May 13, 2004

Exhibit 10.3  Consulting Services Agreement, May 14, 2004

Exhibit 10.4  Addendum to Consulting Services Agreement, dated August 3, 2004

Exhibit 10.5  Warrant Agreement, dated May 14, 2004



                                    Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.


August 4, 2004
- ------------------
Date


By /s/ Charles J. Scimeca
   --------------------------------
       Charles J. Scimeca, Coast to Coast Equity Group Inc.

EX-10

PRIVATE STOCK PURCHASE AGREEMENT

        THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into by MICHAEL MANION (hereinafter referred to as the “Seller”) of 1220 Glenmore Drive, Apopka, Florida 32712, joined by SUN CITY INDUSTRIES, INC. (hereinafter the “Corporation”) and COAST TO COAST EQUITY GROUP, INC., 9040 Town Center Parkway, Bradenton, Florida 34202, a Florida corporation (the “Purchaser”); the Seller and the Purchaser being collectively referred to as the “Parties”.

PREAMBLE:

        WHEREAS, the Seller owns 1,000,000 shares of the authorized issued and outstanding stock of SUN CITY INDUSTRIES, INC., a corporation organized under the laws of the State of Delaware (the “Stock” and the “Corporation”, respectively); and

        WHEREAS, the Purchaser desires to acquire the Stock under the terms and conditions set forth herein; and

        WHEREAS, the Purchaser desires to acquire 1,000,000 shares of common stock in consideration for the sum of $375,000.

        WHEREAS, the Seller is agreeable to the foregoing:

        NOW THEREFORE, in consideration of the premises, as well as the sum of $10.00 and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Parties, intending to be legally bound, hereby agree as follows:

WITNESSETH

ARTICLE ONE
PURCHASE PROVISIONS

1.1 Purchase and Sale

        The Seller hereby agrees to sell to Purchaser, and the Purchaser hereby agrees to purchase from the Seller 1,000,000 shares of the Corporation’s common stock.

1.2 Consideration

        The consideration for 1,000,000 shares of Stock shall be the sum of $375,000 tendered at closing from Purchaser and 1,000,000 shares of stock from Seller.

1.3 Closing

        The closing on the transactions contemplated hereby (the “Closing”) shall take place at the offices of Mark C. Perry, Esq., legal counsel to the Purchaser. The Closing Date must take or on before April 12, 2004. At the Closing, the Seller shall tender to the Purchaser all of the certificates representing the subject Stock, duly executed in proper form for transfer to the Purchaser and including all documentation required to effect the transfer and the Purchaser shall tender to the Seller the sums called for pursuant to Section 1.2. Each Party shall be responsible for all of their own costs expenses etc. incurred in either entering into this contract and for all of their own closing costs.

ARTICLE TWO

REPRESENTATIONS AND WARRANTIES

2.1 The Seller

        The Seller and the Corporation hereby represent and warrant to the Purchaser, as a material inducement to their entry into this Agreement, that:

    (a)        On June 27, 2003, the U.S. Bankruptcy Court completed the sale of the Corporation as a shell entity and that the sale resulted from an earlier bankruptcy proceeding in the U.S. Bankruptcy Court for the Southern District of Florida (Case No. 98-20679) and that the Bankruptcy Trustee disposed of substantially all of the assets of the Corporation and its subsidiaries in 1998. Further, that the Court Order authorized the sale of the Corporation being free and clear of liens, claims and encumbrances pursuant to 11 USC Section 363(F), that Seller and the Corporation warrants and represents that they have complied with all orders and requirements imposed upon them by the Bankruptcy Court and pursuant to the bankruptcy laws;

    (b)        The execution and delivery of this Agreement, the consummation of the transaction herein contemplated and compliance with the terms of this Agreement will not result in a breach of any the terms or provisions of, or constitute a default of any indenture, other agreement or instrument to which the Seller is a party or by which the Seller is bound; or any applicable regulation, judgment, order or decree of any governmental instrumentality or court, domestic or foreign, having jurisdiction over the Seller;

    (c)        The Seller and the Corporation are not a party to any written or oral agreement which grants an option or right of first refusal or other arrangement to acquire any of the Stock or to any agreement that affects voting rights of any of the Stock, nor has the Seller made any commitment of any kind relating to the issuance of shares of any of its capital stock whether by subscription, right of conversion, option or otherwise, except as reflected in this Agreement.

    (d)        The execution, delivery and performance of this Agreement and the transactions contemplated hereby do not require the consent, authority or approval of any other person or entity except such as have been obtained;

    (e)        All of the Stock sold to Purchaser is not subject to liens or encumbrances or any adverse claim of a third party;

    (f)        The Corporation has no outstanding liabilities and represents that the financial statements of the Corporation are true and accurate as of the date of execution hereof;

    (g)        Seller and the Corporation represents that all filings with the Securities and Exchange Commission from June 27, 2003 are true, correct and accurate and is current in all reporting obligations under the Exchange Act of 1934, as amended;

    (h)        Seller and the Corporation shall be responsible for preparing and filing the Form 10Q-SB for the period ended March 31, 2004 at Seller’s cost on a timely basis;

    (i)        Seller has provided a complete and accurate list of shareholders to Purchaser, a copy of which is attached hereto as Exhibit B;

    (j)        There will not be any material change in the condition of the Corporation, financial or otherwise, prior to Closing Date;

    (k)        That the Corporation is in good standing pursuant to the State of Delaware and has complied with all applicable Delaware laws;

    (l)        The Corporation is not subject to any material contracts or commitments whether written or oral that will result in any payments or require material performance of them except as set forth on Exhibit C attached hereto;

    (m)        There are no legal, administrative, arbitration or other action or proceeding or governmental investigation pending or, to the knowledge of the Corporation and Seller, threatened against the Corporation or any officer or director of same. Neither the Seller nor the Corporation have been informed of any violation or of a default under any laws, ordinances, regulations, judgments, of any court, governmental agency, arbitration applicable to the business of the Corporation. Neither the Seller nor the Corporation is subject to any material judgment, order, injunction or decree of any Court, arbitral authority, administrative agency or other governmental authority;

    (n)        No broker, finder or investment banker is entitled to any brokerage or finder’s fee or other commission in connection with this transaction;

    (o)        The general ledgers, books of account and other records of the Corporation are complete and correct in all material respects and have been maintained in accordance with good business practices;

    (p)        Seller and the Corporation have complied in all respects with all laws, rules, regulations, arbitral determinations, orders, writs, decrees, and injunctions which are applicable or binding on them that would adversely affect this transaction;

    (q)        The authorized capital stock of the Corporation consists of 90,000,000 shares of common stock of which 1,056,802 are issued and outstanding. The capital stock of the Corporation is duly authorized and all issued capital stock has been duly and validly issued and fully paid and nonaccessable and free of preemptive rights. Upon issuance, the shares will be fully paid and nonaccessable and free of preemptive rights. The Corporation and Seller are not bound by or subject to any subscription, option, warrant, agreement, commitment or arrangement to issue any additional shares;

    (r)        All taxes which include, without limitation, income, use, excise, sales, license, franchise, payroll, gross receipts levied by the United States or any state, local or foreign government including any interest or penalties have been paid in full and the Corporation has filed all required tax returns with all appropriate taxing authorities. The Corporation has not received any notice of audit of its returns or notice of any deficiency or assessment from any taxing authority. Further, the Corporation since June 2003 has not filed a request with the Internal Revenue Service for changes in accounting methods which could change or affect the accounting for tax purposes;

    (s)        The Seller understands that the shares it is purchasing are characterized as “restricted securities” under the federal securities laws inasmuch as they are being acquired in a transaction not involving a public offering and that under such laws and applicable regulations such securities may be resold under the Securities Act only in certain limited circumstances. In this regard, Seller represents that it is familiar with Rule 144 promulgated under the Securities Act as presently in effect and understands the resale limitations imposed thereby and in the Securities Act;

    (t)        It is understood that the certificates evidencing the shares of common stock may bear the following legend:

THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER SUCH ACT OR AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT.

    (u)        No representation, warranty or statement made by Seller or the Corporation or any exhibit provided pursuant to this Agreement or in connection with the transaction contemplated hereby contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary to make the statements contained herein and therein not misleading.

    (v)        The Seller shall use best efforts to obtain OTC-BB status for the Company.

2.2 The Purchaser

        The Purchaser hereby represents, warrants and acknowledges that:

    (a)        All of the Stock is being conveyed without registration under the provisions of Section 5 of the Securities Act of 1933, as amended, however, subject to legal opinion, will comply with the provisions of Rule 144 of the Securities Act of 1933, as amended;

    (b)        The Corporation’s transfer agent shall be instructed not to transfer any of the Shares unless the Corporation advises it that such transfer is in compliance with all applicable laws;

    (c)        Each member of the Purchaser’s group is acquiring the Stock for investment purposes only and will sell only in compliance with all applicable laws;

    (d)        The Purchaser has taken all actions required to enter into this Agreement and comply with its terms. This Agreement is a binding obligation of the Purchaser, enforceable against it in accordance constituting with its terms.

2.3 The Parties represent, warrant and acknowledge that the information in statements contained in the preamble are material to the Agreement and are, in addition to the terms and conditions of the within agreement, a true and correct reflection of the understanding of the Parties and are therefore incorporated herein.

    (a)        The Purchaser understands that the shares it is purchasing are characterized as “restricted securities” under the federal securities laws inasmuch as they are being acquired in a transaction not involving a public offering and that under such laws and applicable regulations such securities may be resold under the Securities Act only in certain limited circumstances. In this regard, Purchaser represents that it is familiar with Rule 144 promulgated under the Securities Act as presently in effect and understands the resale limitations imposed thereby and in the Securities Act;

    (b)        No representation, warranty or statement made by Purchaser or any exhibit provided pursuant to this Agreement or in connection with the transaction contemplated hereby contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary to make the statements contained herein and therein not misleading.

2.4 The Parties represent that all representations and warranties set forth in this agreement, by the respective parties, shall be true on and as of the closing as though made at that time.

ARTICLE THREE

MISCELLANEOUS

3.1 Amendment

        No modification, waiver, amendment, discharge or change of this Agreement shall be valid unless the same is evidenced by a written instrument, subscribed by the Party against which such modification, waiver, amendment, discharge or change is sought.

3.2 Notice

        All notices, demands or other communications given hereunder shall be in writing and shall be deemed to have been duly given on the first business day after mailing by United States registered or certified mail, return receipt requested, postage prepaid, addressed as follows:

TO SELLER:      Michael Manion
                           1220 Glenmore Drive
                           Apopka, Florida 32712

TO PURCHASER     Coast to Coast Equity Group, Inc.
                                    9040 Town Center Parkway
                                    Bradenton, Florida 34202

or such other address or to such other person as any party shall designate to the other for such purpose.

3.3 Merger

        This instrument contains all of the understandings and agreements of the Parties with respect to the subject matter discussed herein. All prior agreements whether written or oral are merged herein and shall be of no force or effect.

3.4 Survival

        The several representations, warranties and covenants of the Parties contained herein shall survive the execution hereof and shall be effective regardless of any investigation that may have been made or may be made by or on behalf of any party.

3.5 Severability

        If any provision or any portion of any provision of this Agreement, other than one of the conditions precedent, or the application of such provision or any portion thereof to any person or circumstance shall be held invalid or unenforceable, the remaining portions of such provision and the remaining provisions of this Agreement or the applications of such provision or portion of such provision as is held invalid or unenforceable to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby.

3.6 Governing Law and Venue

        This Agreement shall be construed in accordance with the laws of the State of Florida and any proceeding arising between the Parties in any matter pertaining or related to this Agreement shall, to the extent permitted by law, be held in the City of Fort Lauderdale, Florida.

3.7 Indemnification

        Each Party hereby irrevocably agrees to indemnify and hold the other Parties harmless from any and all claims, liabilities and damages (including legal or other expenses incidental thereto), contingent or current, to which they or any one of them may become subject as a direct, indirect or incidental consequence of any action by the indemnifying Party to act or failure to act, whether pursuant to requirements of this Agreement or otherwise including any liability claim or damage resulting from any misrepresentation contained herein. In the event it becomes necessary to enforce this indemnity through an attorney, with or without litigation, the successful Party shall be entitled to recover from the indemnifying Party, all costs incurred including reasonable attorneys’ fees throughout any negotiations, trials or appeals, whether or not any suit is instituted.

3.8 Litigation

        In any action between the Parties to enforce any of this Agreement or any other matter arising from this Agreement, the prevailing Party shall be entitled to recover its costs and expenses, including reasonable attorneys’ fees up to and including all negotiations, trials and appeals, whether or not litigation is initiated. The Parties agree that in the event it is necessary to enforce this Agreement, that proper venue would be in Sarasota, Florida.

3.9 Benefit of Agreement

        The terms and provisions of this Agreement shall be binding upon and inure to the benefit of the Parties, their successors, assigns, personal representatives, estate, heirs and legatees.

3.10 Captions

        The captions in this Agreement are for convenience and reference only and in no way define, describe, extend or limit the scope of the Agreement or the intent of any provisions hereof.

3.11 Number and Gender

        All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular or plural, as the identity of the party or parties, or their personal representatives, successors and assigns may require.

3.12 Further Assurances

        The Parties agree to do, execute, acknowledge and deliver or cause to be done, executed, acknowledged or delivered and to perform all such acts and deliver all such debts, assignments, transfers, conveyances, powers of attorney, assurances, stock certificates and other documents, as may, from time to time, be required herein to effect the intent and purpose of this Agreement.

3.13 Status

        Nothing in this Agreement shall be construed a partnership, joint venture, employer-employee-relationship, lessor-lessee relationship, or principal-agent relationship; but, rather, the relationship established pursuant hereto is that of Purchaser and Seller.

3.14 Counterparts

        This Agreement may be executed in any number of counterparts. All executed counterparts shall constitute one Agreement notwithstanding that all signatories are not signatories to the original or the same counterpart.

        IN WITNESS WHEREOF, the Parties have executed this Agreement, effective as of this 4^th day of April 2004.

Signed, sealed and delivered
in the presence of:

/s/ Erin E. House
Signature
__________________
Print Name
                               
                               

/s/ Erin E. House
Signature
__________________
Print Name        SELLER:

By: /s/ Michael Manion
        Michael Manion


       PURCHASER:
       Coast to Coast Equity Group, Inc.

By: /s/ Charles J. Scimeca
        Charles Scimeca, President

EX-10

SECOND ADDENDUM TO PRIVATE STOCK PURCHASE AGREEMENT

        THIS SECOND ADDENDUM TO PRIVATE STOCK PURCHASE AGREEMENT (“Second Addendum”) is entered on this 13 day of May, 2004, by and between Michael Manion (hereinafter referred to as “Seller”) of 1220 Glenmore Drive, Apopka, Florida 32712, Sun City Industries, Inc., a Delaware corporation (“Corporation”), and Coast to Coast Equity Group, Inc., a Florida corporation of 9040 Town Centre Parkway, Bradenton, Florida 34202 (hereinafter referred to as the “Purchaser”) who previously entered into a Private Stock Purchase Agreement (“Agreement”).

P R E A M B L E:

        WHEREAS, Pursuant to said Agreement Coast to Coast Equity Group, Inc., was acquiring 1,000,000 shares of stock in the corporation for payment in the sum of $375,000.00, said transaction to close on or before April 12, 2004; and

        WHEREAS, as condition to closing, Seller is required to deliver to Purchaser 1,000,000 shares of stock of the Corporation, and Purchaser is required to deliver to Seller $375,000.00; and

        WHEREAS, Seller and Purchaser entered into an Addendum to Private Stock Purchase Agreement dated April 12, 2004; and

        WHEREAS, Sun City Industries, Inc. entered into a Reorganization Agreement with YangLing Daiying Biological Engineering Co. Ltd. which has not yet closed; and

        WHEREAS, Seller and Corporation are desirous of insuring that the Reorganization Agreement is consummated; and

        WHEREAS, it is necessary to extend the time frame for closing as set forth in paragraph 4 in the previous Addendum.

        NOW, THEREFORE, in consideration of the premises as well as the mutual covenants hereinafter set forth, the Parties, intending to be legally bound, hereby agree as follows:

    1.        Seller shall as and for full consideration for this Agreement receive $375,000.00 only, and shall receive no shares, warrants or other consideration other than said sum which shall be due and payable to him upon closing of the Reorganization Agreement. In the event the Reorganization Agreement cannot be finalized or does not close on or before June 14, 2004, Purchaser within five (5) days of notice that the Reorganization Agreement cannot be finalized or five (5) days of June 14, 2004, whichever first occurs, provide written notice of its intention to close this transaction on the terms set forth in the Agreement, except that the closing date and all obligations to close shall occur within five (5) days from date of notice.

    2.        Except us modified herein, the terms and conditions of the Agreement and Addendum shall remain in full force and effect.

        IN WITNESS WHEREOF, the Parties have executed or caused this Agreement to be executed effective as of the 13 day of May, 2004.

Signed, sealed and delivered
     In Our Presence:
                                
/s/ G. Frudakis
Signature
___________
Print Name
/s/ John McGinn
Signature
_________________
Print Name

                                
                                
_________________
Signature
_________________
Print Name
Signature
_________________
Print Name PURCHASER:
COAST TO COAST EQUITY GROUP, INC.

 By: /s/ Charles Scimeca
    Charles Scimeca, President






CORPORATION:
SUN CITY INDUSTRIES, INC.

 By: /s/ Michael Manion
 Print Name: Michael Manion

 By:/s/ Michael Manion
 Michael Manion

EX-10

CONSULTING SERVICES AGREEMENT

        THIS CONSULTING SERVICES AGREEMENT (the “Agreement”) is made and entered into by and between Coast to Coast Equity Group, a Florida corporation (“Consultant”), with its principal place of business at 9040 Town Center Parkway, Bradenton, Florida 34202; and Yangling Daiying Biological Engineering Co., Ltd., a Shaanxi corporation with its principle place of business at 13 floor of apartment A, Jiezuo Plaza, FengYe New City, Xi’an Hi-tech Development Zone, P.R.China6 710075 , now temporarily to be known as China Biotech & Pharmaceutical Corp., (China Biotech and Consultant being hereinafter collectively referred to as the “Parties” and generically as a “Party”).

PREAMBLE:

        WHEREAS, Consultant is in the business of providing services to public companies pertaining to dissemination of information to their shareholders and the investment community, as required by the Exchange Act, for purposes of improving such public companies’ capital-raising abilities and in order to provide liquidity in the trading of their securities, and assisting in locating equity or debt funding; and

        WHEREAS, China Biotech desires to develop a program for dissemination of information pursuant to its obligations under the Exchange Act in compliance with the restrictions on dissemination of material inside information contained in proposed Regulation FD, current Sections 20 and 21A of the Exchange Act, and in compliance with the requirements of Section 17(b) of the Securities Act, and deems it to be in its best interest to retain Consultant to render to China Biotech such services as may be needed; and

        WHEREAS, China Biotech requires assistance in improving and expanding its relationship with the various members and components of the investment community for purposes of facilitating its capital-raising abilities and providing liquidity in the trading of its securities; and

        WHEREAS, Consultant is ready, willing and able to render such services to China Biotech as hereinafter described on the terms and conditions more fully set forth below:

        NOW, THEREFORE, in consideration of the mutual promises and covenants set forth in this Agreement, and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

WITNESSETH:

Consulting Services.

A. 1.     China Biotech hereby retains Consultant as an independent contractor to China Biotech, and Consultant hereby accepts and agrees to such retention.

2.    Consultant will render to China Biotech the following services as an independent services consultant.

3.    Consultant will assist China Biotech to:

a. Disseminate information pursuant to its obligations under the Exchange Act in compliance with the restrictions on dissemination of material inside information in compliance with the requirements of Section 17(b) of the Securities Act of 1933, as amended (the “Securities Act”); and

b. Arrange and/or locate potential sources of equity or debt capital from business contacts in the investor relations and shareholder information arena gained from Consultant’s general business activities. Consultant is not in the business of seeking capital for companies nor is Consultant engaged in the distribution of securities or in the business of effectuating securities transactions.

4.    Consultant will:

a. Provide liaison services to China Biotech with respect to China Biotech’s relationships with unaffiliated third parties;

b. Help to organize and disseminate corporate information to potential investors as part of its investor relations services;

c. China Biotech has full and complete authority during the term of this Agreement to appoint a legal counsel in connection with the preparation, completion and filing of all corporate and securities documents on behalf of China Biotech. China Biotech shall bear all costs in this regard which belong to the expenditures of the new entity after reorganization and going public. This shall include the authority to Edgarize and oversee all SEC filings;

5.    Consultant shall reach the aim of this Agreement as to complete all application formalities for China Biotech’s(public company)going public in US and commitment of $4 million funding for China Biotech.

6.    Consultant will not directly or through intermediaries, perform any activities that would constitute violations of federal or applicable state securities or other laws either on behalf of China Biotech or Consultant.

B. 1.     It is acknowledged and agreed by China Biotech that Consultant carries no professional licenses and is not rendering legal advice, performing accounting services or acting as an investment advisor or broker-dealer within the meaning of applicable state and federal securities laws.

2.    It is further acknowledged and agreed by China Biotech that the services to be provided to China Biotech hereunder are presently not contemplated to be rendered in connection with the offer and sale of securities in a capital-raising transaction, such as would require registration as a broker or dealer in securities under applicable state or federal securities laws.

3.    The services of Consultant will not be exclusive to China Biotech nor will Consultant be the sole consultant company appointed by China Biotech. But Consultant shall guarantee the above service to be exercised and fulfilled on schedule.

Independent Contractor.

A. 1.     Consultant agrees to perform its consulting duties hereto as an “independent contractor” as that term is defined under the Internal Revenue Code.

2.    Nothing contained herein will be considered as creating an employer-employee relationship between the Parties to this Agreement.

B. The Parties acknowledge and agree that Consultant shall guarantee to conduct its operations and provide its services in a professional manner in accordance with good industry practice and applicable laws, using its best efforts and guarantee the consultant work to be completed on schedule.

Time, Place and Manner of Performance.

A. Consultant will be available for advice and counsel to the officers and directors of China Biotech at such reasonable and convenient times and places as may be necessary or agreed upon.

B. Except as aforesaid, the time, place and manner of performance of the services hereunder, including the amount of time to be allocated by Consultant to any specific service, will be put into schedule by Consultant and exercised upon consent from China Biotech.

Term of Agreement.

A. This Agreement is for an initial term of six (6) months from date of full execution. The Parties can discuss the renewal of the Agreement at due time on the basic consideration of whether the consulting services are adaptable for the development of China Biotech. China Biotech is free to choose other cooperating companies after expiration of the Agreement.

B. This Agreement may be terminated prior to the end of its initial term by China Biotech & Pharmaceutical Corp. for cause, after providing Consultant with specific written notice of the basis for such cause, which, except as otherwise required by applicable law, shall be limited to:

a. Any willful breach of duty by Consultant;

b. Any material breach by Consultant of its obligations under this Agreement; or

c. The Consultant fails to fulfill the consulting obligations within the agreed time.

Compensation and Expenses.

Consultant shall be entitled to the following compensation:

A. One million four hundred thousand (1,400,000) shares of common stock for the benefit of Consultant or its assigns to be held in escrow by Anslow & Jaclin LLP until completion of funding of four million USD ($4,000,000.00) within four (4) months of the effective date of the registration statement on an appropriate form filed with the Securities and Exchange Commission. Consultant shall not participate directly or indirectly in the distribution of securities but instead will only introduce China Biotech to potential debt or equity funding sources.

B. One million USD ($1,000,000.00) or any part not more than USD ($1,000,000.00) thereof exceeding the $4,000,000.00 funding to be allocated for use by Consultant for performing business related services on behalf of China Biotech such as promotions and investor relations.

C. A service fee of 1.5% payable in a lump sum payment of the loan amount exceeding $4,000,000.00 in the event Consultant provides a source of debt financing.

D. Three million (3,000,000) shares of China Biotech’s common stock, also contingent upon the $4,000,000.00 funding set forth above and issued in accordance with the specific terms and condition of Warrant Agreements to be entered into simultaneously with this Agreement as outlined in the Reorganization Agreement between Sun City Industries, Inc., a Delaware corporation, and Yangling Daiyling Biological Engineering, Co., Ltd. The warrant agreements are attached hereto as Exhibits A – D.

E. Consultant shall be entitled to the compensation set forth above including the 1,400,000 shares, options set forth in the Reorganization agreement and warrant agreement, and the compensation stipulated in the term of Compensation and Expenses (B) and (C) of this Agreement in the event consultant locates or arranges said financing either through equity or debt. China Biotech shall cooperate with consultant and if required shall provide as collateral for said financing its assets and or stock including but not limited to its building or property. If a loan commitment is obtained with current rates and terms the company is obligated to take it but if refused by China Biotech, the shares and warrants will be considered earned.

Duties and Obligations of China Biotech

A. China Biotech will furnish to Consultant such current information and data as necessary for Consultant to understand and base its advice to China Biotech, and will provide such current information on a regular basis, including at a minimum:

1. Financial Information: Current balance sheet, income statement, cash flow analysis and sales projections; officers and directors resumes or curriculum vitae; and,

2. Shareholder Information: Shareholder(s) list; debenture or preferred stock or option or warrant agreements which may affect the number of shares to be issued or outstanding, provided that Consultant may not sell, transfer or use any of such information for any purpose other than performance of its obligations under this Agreement.

B. China Biotech will furnish Consultant with full and complete copies of all filings with all federal and states securities agencies, with full and complete copies of all shareholder reports and communications whether or not prepared with assistance of Consultant; with all data and information supplied to any analyst, broker/dealer, market-maker, or any other member of the financial community, including specifically most recently filed Form 10-KSB, Form 15c2(11) or offering documents pursuant to the Securities Act.

C. During the term of this Agreement, China Biotech will notify Consultant of any private or public offering of its securities, including those registered with the Commission on Forms S-8 or Regulations S or A, at least one day prior to the time they are filed, in order to permit Consultant to terminate any activities that would violate China Biotech’s obligations under the Securities Act to refrain from public information related activities during any so called “quiet periods.”

D. China Biotech will be responsible for advising Consultant of any information or facts which would affect the accuracy of any prior data and information furnished to Consultant.

Confidentiality.

A. Consultant recognizes and acknowledges that it has and will have access to certain confidential information and trade secrets of China Biotech and its affiliates that is the valuable, special and unique assets and property of China Biotech and such affiliates.

B. Consultant will not, during the term of this Agreement or thereafter, disclose, without the prior written consent or authorization of China Biotech, any of such information to any person, for any reason or purpose whatsoever.

C. In this regard, Consultant agrees that authorization or consent to disclose by China Biotech may be conditioned upon the disclosure being made pursuant to a secrecy agreement, protection order, provision of statute, rule, regulation or procedure under which the confidentiality of the information is maintained in the hands of the person to whom the information is to be disclosed or in compliance with the terms of a judicial order or administrative process.

Conflict of Interest.

A. Subject to its obligation to maintain the confidentiality of China Biotech’s confidential or proprietary information, Consultant will be free to perform services for other persons.

B. 1.     Consultant will notify China Biotech in writing of its intent to perform services for any other person when doing so is reasonably possible to conflict with its obligations under the Agreement.

2.    Upon receiving such notice, China Biotech may terminate this Agreement or consent to Consultant’s outside consulting activities.

Disclaimer of Responsibility for Acts of Other Party.

A. 1.     The obligations of Consultant described in this Agreement consist of the furnishing of information and advice to China Biotech in the form of services together with commitment of $4 million funding and completion of all application formalities for the reorganized new entity’s going public in US.

2.    In no event will Consultant be required by this Agreement to represent or make management decisions for China Biotech.

3.    All final decisions with respect to acts and omissions of China Biotech or any affiliates and subsidiaries, will be those of China Biotech or such affiliates and subsidiaries, and Coast to Cost will under no circumstances be liable for any expense incurred or loss suffered by China Biotech as a consequence of such acts or omissions.

B. China Biotech will not be responsible for policing the actions of Consultant or its agents or employees, whether or not related to the services provided under this Agreement but instead, is relying on the directives in this Agreement that all actions undertaken by Consultant or its agents or employees on behalf of China Biotech, whether under this Agreement or otherwise, will be in full compliance with all applicable laws and their implementing rules and regulations, as well as in compliance with the legally recognized rights of third Parties, whether pursuant to specific codes, statutes or common law; consequently, China Biotech shall not be responsible to anyone for any expense incurred or loss suffered by them as a consequence of any acts or omissions by Consultant or its agents or employees.

Indemnification.

A. China Biotech will protect, defend, indemnify and hold Consultant and its assigns and attorneys, accountants, employees, officers and directors harmless from and against all losses, liabilities, damages, judgments, claims, counterclaims, demands, actions, proceedings, costs and expenses (including reasonable attorneys’ fees) of every kind and character resulting from, relating to or arising out of (a) the inaccuracy, non-fulfillment or breach of any representation, warranty, covenant or agreement made by China Biotech; or (b) any legal action, including any counterclaim, based on any representation, warranty, covenant or agreement made by China Biotech herein; or (c) gross negligence or willful misconduct by China Biotech.

B. Consultant will protect, defend, indemnify and hold harmless China Biotech and its assigns and attorneys, accountants, employees, officers and directors harmless from and against all losses, liabilities, damages, judgments, claims, counterclaims, demands, actions, proceedings, costs and expenses (including reasonable attorneys’ fees) of every kind and character resulting from, relating to or arising out of (a) the inaccuracy, non-fulfillment or breach of any representation, warranty, covenant or agreement made by Consultant; or (b) any legal action, including any counterclaim, based on any representation, warranty, covenant or agreement made by Consultant herein or (c) gross negligence or willful misconduct by Consultant.

Notices.

Any notices required or permitted to be given under this Agreement will be sufficient if in writing and delivered or sent by:

A. 1.     Registered or Certified Mail to the principal office of the other Party, postage prepaid with return receipt requested deposited in a proper receptacle of the United States Postal Service or its successors.

2.    Said notice will be addressed to the intended recipient.

3.    A written notice sent in conformity with this provision will be deemed delivered as of the date shown “delivered” on the return receipt; or,

B. 1.     Transmitted by prepaid telegram or by telephone facsimile transmission if receipt is acknowledged by the addressee; or

2.    Notice so transmitted by telegram or facsimile transmission will also be effective if receipt of transmission is acknowledged by an appropriate machine or written confirmation, and such notice will be deemed effective on the next business day after transmission; or,

C. Notice given in any other manner will be effective only if and when proven to have been received by the addressee.

D. For purposes of notice, the address of each Party will be the address first set forth above; provided, however, that each Party will have the right to change its respective address for notices hereunder to another location by giving ten (10) days advance written notice to the other Party in the manner set forth above.

Miscellaneous Provisions.

A. Any waiver by either Party of a breach of any provision of this Agreement by the other Party will not operate or be construed as a waiver of any subsequent breach by any Party.

B. This Agreement and the rights and obligations of Consultant hereunder may not be assigned without the written consent of China Biotech.

C. It is the intention of the Parties that:

1. This Agreement and the performance hereunder and all suits and special proceedings hereunder be construed in accordance with the laws of the State of Delaware, other than those pertaining to conflict of law.

2. In any action, special proceeding or other proceeding that may be brought arising out of, in connection with or by reason of this Agreement, the laws of the State of Delaware, other than those pertaining to conflict of law, will be applicable and will govern to the exclusion of the law of any other forum, without regard to the jurisdiction on which any action or special proceeding may be instituted.

D. All agreements and covenants contained herein are severable and in the event any of them will be held to be invalid by any competent court, the Agreement will be interpreted as if such invalid agreements or covenants were not contained herein and the court will be, and is hereby authorized by the Parties, to craft such alternative legally enforceable provision in place of the one deemed unenforceable as will most closely reflect the inferred intent of the Parties.

E. This Agreement constitutes and embodies the entire understanding and agreement of the Parties and supersedes and replaces all prior understanding, agreements and negotiations between the Parties.

F. 1.     Any waiver, alteration, or modification of any of the provisions of this Agreement will be valid only if made in writing and signed by the Parties.

2.    Each Party hereto, may waive any of its rights hereunder without effecting a waiver with respect to any subsequent occurrences or transactions hereof.

G. Any controversy between the Parties involving any dispute or claim by, through or under, or the construction or application of any terms, covenants, or conditions of, this Agreement will, to the extent permitted by law, be held in the State of Delaware, and all of the Parties executing this Agreement consent to the jurisdiction of such courts and shall not commence any action relating to this Agreement in any other jurisdiction.

H. 1.     This Agreement may be executed simultaneously in two or more counterparts, each of which will be deemed an original, but all of which taken together will constitute one and the same instrument.

2.    a.     Execution and delivery of this Agreement by exchange of facsimile copies bearing the facsimile signature of a Party hereto will constitute a valid and binding execution and delivery of this Agreement by such Party.

       b.    Such facsimile copies will constitute enforceable original documents.

3.    Notwithstanding the foregoing, because China Biotech will file a copy of this Agreement with the Commission as an exhibit under Item 601 of Commission Regulation SB, the Parties will subsequently prepare a copy thereof bearing all of their manual signatures, on which the one filed electronically with the Commission will be based.

IN WITNESS WHEREOF, the Parties have duly executed and delivered this Agreement, effective as of the date set forth above.

          Yangling Daiying Biological
          Engineering Co., Ltd.

 By: /s/ WenXia Guo
          WenXia Guo, Chief Executive Officer

          Coast to Coast Equity Group, Inc.

 By: /s/ Charles J. Scimeca
          Charles J. Scimeca, President

EX-10

ADDENDUM TO
CONSULTING SERVICES AGREEMENT

        Coast to Coast Equity Group, Inc. (“Consultant”), a Florida corporation and Yangling Daiying Biological Engineering Co., Ltd. (“Worldwide Biotech”) hereby agree to modify the Consulting Agreement entered into between them last executed on May 14, 2004, this 3^rd day of August, 2004 (the “Consulting Agreement”.)

        WHEREAS, Consultant and Worldwide Biotech agree to modify the Consulting Agreement as set forth herein so as to provide funding from Sun City Industries, Inc., a publicly traded Delaware corporation to be known as Worldwide Biotech & Pharmaceutical Corp. subsequent to the closing of the Reorganization Agreement.

        NOW, THEREFORE, in consideration of the mutual promises contained herein, Consultant and Worldwide Biotech agree as follows:

WITNESSETH:

1. Worldwide Biotech shall, upon closing of the reorganization of Sun City Industries, Inc. (“Sun City”) and Worldwide Biotech, cause Sun City to ratify and adopt the Consulting Agreement and this Addendum.

2. Worldwide Biotech and Sun City, upon the closing, shall provide the sum of $100,000.00 to Consultant in equal monthly amounts of $8,333.33 per month to be utilized by Consultant for the following expenses related to consulting services to be rendered by Consultant pursuant to the Consulting Agreement:

a. Office expenses including rent, telephone, secretarial salary, if necessary.

b. Investor relations and promotion including labor and advertising fees.

c. Partial accounting expenses to a local accounting firm to coordinate with accounting firm of Worldwide Biotech in China.

d. Website development, posting and maintenance to reflect news and address investor issues and questions.

e. Investor mailings, postage and printing.

f. Media expenses.

g. A portion of SEC filing fees and State fees.

h. Transfer Agent fees.

i. Portion of legal expenses related to the above but not for the actual preparation of an SB-2 or similar filing which expenses will be paid for by Sun City.

j. Travel expenses for broker exposure, road shows and some of the media events and scientific conferences.

k. Other related business expenses.

3. The initial sum of $8,333.33 shall be paid to Consultant at the closing of the Reorganization Agreement and each monthly payment thereafter shall be paid on the first of each month.

4. The parties shall continually cooperate with each other with regard to the use of said funds; however, Consultant will have the final authority as to disbursement. The parties recognize that these funds will not be sufficient to meet all of the financial responsibilities of Worldwide Biotech pursuant to the Reorganization Agreement or compliance as a publicly traded company.

5. The Consulting Agreement shall commence upon the closing of the Reorganization Agreement and shall terminate within six months or on the fourth month from the effective date of the SB-2 or similar Registration Statement, whichever is later, as required by the Amendment to the Reorganization Agreement. The monthly payment hereunder to Consultant shall cease at the sixth month unless extended and in such event payment shall continue for an additional six months.

6. The parties agree that payment of said sums as required herein is a condition precedent to Consultant’s performance under this Addendum.

7. That except where modified herein, the Consulting Services Agreement shall remain in full force and effect and is hereby ratified by Yangling Daiying Biological Engineering Co., Ltd. and will be ratified by Sun City Industries, Inc. to be known as Worldwide Biotech & Pharmaceutical Corp.

          Yangling Daiying Biological
          Engineering Co., Ltd.

 By: /s/ WenXia Guo
          WenXia Guo, Chief Executive Officer

          Coast to Coast Equity Group, Inc.

 By: /s/ Charles J. Scimeca
          Charles J. Scimeca, President

EX-10

EXHIBIT C

Warrant Agreement

        THIS WARRANT AGREEMENT is made and entered into by and between YangLing Daiying Biological Engineering Co., Ltd., now known as China Biotech & Pharmaceutical Corp. , a Delaware corporation (the “Issuer”) and Coast to Coast Equity Group, Inc., a Florida corporation (hereinafter referred to variously as the “Holder” or “Consultant”).

Preamble:

        WHEREAS, the Issuer and Consultant entered into a certain consulting agreement dated May 14, 2004 (hereinafter the “Consulting Agreement”), pursuant to which Consultant is entitled to receive certain compensation, including among other things, warrants (“Warrants”) to purchase shares of the Issuer’s common stock, $0.001 par value per share (“Common Stock”), upon and subject to the terms and conditions of the Consulting Agreement; and

        NOW, THEREFORE, in consideration of the premises, the payment by the Holder to or for the benefit of the Issuer of FIVE ($5.00) DOLLARS, the agreements herein set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agrees as follows:

Witnesseth:

1. Grant

        The Holder is hereby granted the right to purchase shares of the Issuer’s Common Stock in the following amounts for the following prices within the following time frames:

        500,000 shares at the exercise price of $.75 per share, when the price of the post reorganized entity shares closes at or above $.75 within four (4) months of the effective date of the Registration Statement Form SB-2 or similar registration statement or such warrants will expire worthless

        800,000 shares at an exercise price of $1.50 per share when price of the post reorganized entity shares closes at or above $1.50 within six (6) months of effective date of the Registration Statement Form SB-2 or similar registration statement or such warrants will expire worthless

        900,000 shares at an exercise price of $2.50 per share when price of the post reorganized entity shares closes at or above $2.50 within nine (9) months of the effective date of the Registration Statement Form SB-2 or similar registration statement or such warrants will expire worthless

        800,000 shares at an exercise price of $3.50 per share when price of the post reorganized entity shares closes at or above $3.50 within twelve (12) months of the effective date of the Registration Statement Form SB-2 or similar registration statement or such warrants will expire worthless. The shares and warrants underlying the warrants will be filed in a Registration Statement on Form SB-2 or similar registration statement within sixty (60) days from execution of this Agreement.

2. Warrant Certificates.

        The warrant certificates (the “Warrant Certificates”) delivered and to be delivered pursuant to this agreement shall be in the form set forth in Exhibit A attached hereto and made a part hereof, with such appropriate insertions, omissions, substitutions, and other variations as required or permitted by this Agreement.

3. Exercise of Warrant.

3.1 Method of Exercise

        The Warrants initially are exercisable at an initial exercise price per share of Common Stock set forth in Section 1 hereof payable by certified or official bank check in New York Clearing House funds, subject to adjustment as provided in this Agreement.

    1.        Upon surrender of a Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Exercise Price (as hereinafter defined) for the shares of Common Stock purchased at the Issuer’s principal offices, as reflected in the records of the Securities and Exchange Commission maintained on its EDGAR Internet site, the registered holder of a Warrant Certificate (“Holder” or “Holders’) shall be entitled to receive a certificate or certificates for the shares of Common Stock so purchased.

    2.        The purchase rights represented by each Warrant Certificate are exercisable at the option of the Holder thereof, in whole or in part (but not as to fractional shares of the Common Stock underlying the Warrants).

    3.        Warrants may be exercised to purchase all or part of the shares of Common Stock represented thereby.

    4.        In the case of the purchase of less than all the shares of Common Stock purchasable under any Warrant Certificate, the Issuer shall cancel said Warrant Certificate upon the surrender thereof and shall execute and deliver a new Warrant Certificate of like tenor for the balance of the shares of Common Stock.

3.2 Exercise by Surrender of Warrant.

        Notwithstanding any provisions herein to the contrary, if the fair market value of one share of the Common Stock is greater than the Exercise Price (at the date of calculation as set forth below), in lieu of exercising this Warrant by payment of cash, the Holder may elect to receive shares equal to the value (as determined below) of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the principal office of the Company together with the properly endorsed Notice of Exercise in which event the Company shall issue to the Holder a number of shares of Common Stock computed using the following formula:

     
     

where
     
     

     

      X = Y * (A-B)
                A

X = the number of shares of Common Stock to be issued to the Holder
Y = the number of shares of Common Stock purchasable under the Warrant or, if only a portion of the Warrant
        is being exercised, the portion of the Warrant being canceled (at the date of such calculation)

A = the fair market value of one share of the Common Stock (at the date of such calculation)

B = Exercise Price (as adjusted to the date of such calculation)

        For purposes of the above calculation, the fair market value of one share of Common Stock shall be determined in good faith by the Corporation’s Board of Directors; provided, however, that in the event that this Warrant is exercised pursuant to this Section at a time when the Common Stock is publicly traded, the fair market value per share shall be the closing sale price of the Common Stock on the last business day preceding the date of exercise.

4.     Issuance of Certificates.

    (a)        Upon the exercise of the Warrant the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be made forthwith (and in any event such issuance shall be made within five (5) business days thereafter) without charge to the Holder thereof including, without limitations any tax which may be payable in respect of the issuance thereof and such certificates shall be issued in the name of, or in such names as may be directed by, the Holder thereof; provided, however, that the Issuer shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Issuer shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Issuer the amount of such tax or shall have established to the satisfaction of the Issuer that such tax has been paid.

    (b)        The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Issuer by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Issuer under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Issuer.

    (c)        Warrant Certificates shall be dated the date of execution by the Issuer upon initial issuance, division, exchange, substitution or transfer.

5.     Exercise Price.

        The term “Exercise Price” herein shall mean the initial exercise price or the adjusted exercise price, depending upon the context.

6.     Definition of Common Stock.

        For the purpose of this Agreement, the term “Common Stock” shall mean (i) the class of stock designated as Common Stock in the Certificate of Incorporation of the Issuer as may be amended as of the date hereof, or (ii) any other class of stock resulting from successive changes or reclassifications of such Common Stock consisting solely of changes in par value, or from par value to no par value, or from no par value to par value.

        In the event that the Issuer shall after the date hereof issue securities with greater or superior voting rights than the shares of Common Stock outstanding as of the date hereof, the Holder, at its option, may receive upon exercise of any Warrant either shares of Common Stock or a like number of such securities with greater or superior voting rights.

7.     Merger or Consolidation.

        In case of any consolidation of the Issuer with, or merger of the Issuer with, or merger of the Issuer into, another corporation (other than a consolidation or merger which does not result in any reclassification or change of the outstanding Common Stock), the corporation formed by such consolidation or merger shall execute and deliver to the Holder a supplemental warrant agreement providing that the holder of each Warrant then outstanding or to be outstanding shall have the right thereafter (until the expiration of such Warrant) to receive upon exercise of such warrant, the kind and amount of shares of stock and other securities and property receivable upon such consolidation or merger, by a holder of the number of shares of Common Stock of the Issuer for which such warrant might have been exercised immediately prior to such consolidation, merger, sale or transfer.

    (a)        Such supplemental warrant agreement shall provide for adjustments which shall be identical to the adjustments provided in this section.

    (b)        The foregoing provision of this Subsection shall similarly apply to successive consolidations or mergers.

8.    Exchange and Replacement of Warrant Certificates

    (a)        Each Warrant Certificate is exchangeable without expense, upon the surrender thereof by the registered Holder at the principal executive office of the Issuer, for a new Warrant Certificate of like tenor and date representing in the aggregate the right to purchase the same number of Securities in such denominations as shall be designated by the Holder thereof at the time of such surrender.

    (b)        Upon by the Issuer of evidence reasonably satisfactory to it of loss, theft, destruction or mutilation of any Warrant Certificate, and, in case of loss, theft or destruction, of indemnity or security reasonably satisfactory to it, and reimbursement to the Issuer of all reasonable expenses incidental thereto, and upon surrender and cancellation of the Warrants if mutilated, the Issuer will make and deliver a new Warrant Certificate of like tenor, in lieu thereof.

9.     Elimination of Fractional Interests.

        The Issuer shall not be required to issue certificates representing fractions of shares of Common Stock upon the exercise of the Warrants, nor shall it be required to issue scrip or pay cash in lieu of fractional interests, it being the intent of the parties that all fractional interests shall be eliminated by rounding any fraction up to the nearest whole number of shares of Common Stock or other securities, properties or rights.

10.     Reservation and Listing of Securities.

    (a)        The Issuer shall at all times reserve and keep available out of its authorized shares of Common Stock, solely for the purpose of issuance upon the exercise of the Warrants, such number of shares of Common Stock or other securities properties or rights as shall be issuable upon the exercise thereof.

    (b)        The Issuer covenants and agrees that, upon exercise of the Warrants and payment of the Exercise Price therefor, all shares of Common Stock and other securities issuable upon such exercise shall be duly and validly issued, fully paid, non-assessable and not subject to the preemptive rights of any stockholder.

    (c)        As long as the Warrants shall be outstanding, the Issuer shall use its best efforts to cause all shares of Common Stock issuable upon the exercise of the Warrants to be listed (subject to official notice of issuance) on all securities exchanges on which the Common Stock issued to the public in connection herewith may then be listed and/or quoted NASDAQ.

11.     Notices.

        All notices, requests, consents and other communications hereunder shall be in writing and shall be deemed to have been duly made when delivered, or mailed registered or certified mail, return receipt requested:

    (a)        If the Holders, Coast to Coast Equity Group, Inc., 9040 Town Center Parkway, Bradenton, Florida 34202, and as otherwise listed on the books of the Issuer, or

    (b)        If to the Issuer, to the address set forth in Section 3 hereof or to such other address as the Issuer may designate by notice to the Holders.

12.     Supplements and Amendments.

        Except as otherwise expressly provided herein, the provisions of this Agreement may be amended or waived at any time only by the written agreement of the parties hereto.

        Any waiver, permit, consent or approval of kind or character on the part of each Company or the Holder of any provisions or conditions of this Agreement must be made in writing and shall be effective only in the extent specifically set forth in such writing.

13.     Successors.

        All the covenants and provisions of this Agreement shall be binding upon and inure to the benefit of the Issuer, the Holder and their respective successors and assigns hereunder.

14.     Governing Law; Submission to Jurisdiction.

    (a)        This Agreement and each Warrant Certificate issued hereunder shall be deemed to be a contract made under the laws of the State of Florida and for all the purposes shall be construed in accordance with the laws of said State without giving effect to the rules of said State governing the conflicts of laws.

    (b)        (1) The Issuer and the Holder hereby agree that any action, proceeding or claim against it arising out of, or relating in any way to, this Agreement shall be brought and enforced in the courts of the State of Florida or of the United States of America for the District of Florida, and irrevocably submits to such jurisdiction, which jurisdiction shall be exclusive.

    (2)        The Issuer, and the Holder hereby irrevocably waive any objection to such exclusive jurisdiction or inconvenient forum.

    (3)        Any such process or summons to be served upon any of the Issuer and the Holder (at the option of the party bringing such action, proceeding or claim) may be served by transmitting a copy thereof, by registered or certified mail, return receipt requested, postage prepaid, address it at the address as set forth in Section 13 hereof.

    (4)        Such mailing shall deemed personal service and shall be legal and binding upon the party so served in any action, proceeding or claim.

    (5)        The Issuer and the Holder agree that the prevailing party(ies) in any such action or proceeding shall be entitled to recover from the other party(ies) all of its/their reasonable legal costs and expenses relating to such action or proceeding and/or incurred in connection with the preparation therefor.

15.     Entire Agreement Modification.

        This Agreement and the Purchase Agreement (to the extent portions thereof are referred to herein) contain the entire understanding between the parties hereto with respect to the subject matter hereof and may not be modified or amended except by a writing duly signed by the party against whom enforcement of the modification or amendment is sought.

16.     Severability.

        If any provision of this Agreement shall be held to be invalid or unenforceable, such invalidity or unenforceability shall not affect any other provision of this Agreement.

17.     Captions.

        The caption headings of the Sections of this Agreement are for convenience of reference only and are not intended, nor should they be construed as, a part of this Agreement and shall be given no substantive effect.

18.     Benefits of this Agreement.

        Nothing in this Agreement shall be construed to give to any person or corporation over than the Issuer and the Holder any legal or equitable right, remedy or claim under this Agreement; and this Agreement shall be for the sole and exclusive ‘benefit of the Issuer and the Holder.

19.     Counterparts.

        This Agreement may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and, such counterparts shall together constitute but one and the same instrument.

        In Witness Whereof, the Parties have executed this Agreement, effective as of the last date set forth below.

Signed, Sealed & Delivered
         In Our Presence

____________________

____________________
                              
[CORPORATE SEAL]
Attest:_____________

Dated: May 14, 2004

                              
___________________

___________________
                              
[CORPORATE SEAL]
Attest: /s/ Charles J. Scimeca
          Secretary China Biotech & Pharmaceutical Corp.,
a Delaware corporation



 By: /s/ WenXia Guo
       WenXiz GuoPresident





 Coast to Coast Equity Group, Inc.,
 a Florida corporation

 By: /s/ Charles J. Scimeca
       Charles Scimeca, President

Dated: May 14, 2004

NOTICE OF EXERCISE

To: China Biotech & Pharmaceutical Corp.

• The undersigned hereby elects to purchase _______________ shares of the Common Stock of China Biotech &Pharmaceutical Corp. (the “Company”) pursuant to the terms of the attache Warrant, and tenders herewith payment of the exercise price in full, together with all applicable transfer taxes, if any.

• The undersigned hereby elects to purchase ________________ shares of the Common Stock of China Biotech & Pharmaceutical Corp. (the “Company”) pursuant to the terms of the net exercise provisions set forth in Section 3.2 Exercise by Surrender of Warrant — Cashless Exercise, of the attached Warrant, and shall tender payment of all applicable transfer taxes, if any.

Please issue a certificate or certificates representing said shares of Common Stock in the name of the undersigned or in such other name as is specified below:

Name:     _______________________________
Address: _______________________________
               _______________________________

_____________________
Signature _____________________
   Print Name _________________
       Date

ASSIGNMENT FORM

(To assign the foregoing Warrant, exercise this form and supply

        required information. Do not use this form to purchase shares.)

        For Value Received, the foregoing Warrant and all rights evidenced thereby are hereby assigned to:

Name: ____________________________________________________________________
                      (Please Print)

Address____________________________________________________________________
                      (Please Print)

Dated: _________________

Holder’s Signature: _______________________________

Holder’s Address: _______________________________

NOTE: The signature to this Assignment Form must correspond with the name as it appears on the face of the Warrant, without alternation or enlargement or any change whatever. Officers of corporations and those acting in a fiduciary or other representative capacity should file proper evidence of authority to assign the foregoing Warrant.