AUTHORIZATION

This Authorization (the “Authorization”) is made by and between the following parties on June 24, 2005:

PARTY A: TAIYUAN PUTAI BUSINESS CONSULTING CO., LTD.

LEGAL ADDRESS: 426 Xuefu Street, Taiyuan, Shanxi Province, China

PARTY B: SHANXI PUDA RESOURCES CO., LTD.

LEGAL ADDRESS: 426 Xuefu Street, Taiyuan, Shanxi Province, China

PARTY C: Zhao Yao

In this Authorization, each Party A, Party B and Party C shall be referred to individually as a “Party”, and they shall be collectively referred to as the “Parties”.

WHEREAS , Party A is a wholly foreign owned enterprise registered in The People's Republic of China (the "PRC") under the laws of the PRC;

WHEREAS , Puda Investment Holding Limited (“Puda”), an International Business Company incorporated in the British Virgin Islands, owns all of the registered capital of Party A;

WHEREAS , Party B is a domestic company with exclusively domestic capital registered in the PRC and is engaged in the business of coal crushing, preparation and cleaning (“Business”);

WHEREAS , Party A has established a business relationship with Party B by entering into an Exclusive Consulting Agreement dated the same date hereof (“Consulting Agreement”), an Operating Agreement dated same date hereof (“Operating Agreement”), and a Technology License Agreement dated the same date hereof (“License Agreement”) (collectively the foregoing agreements are hereinafter referred to as the “Affiliation Agreements”);

WHEREAS , Party B is an affiliated Chinese entity of Party A;

WHEREAS , pursuant to the Affiliation Agreements between Party A and Party B, Party B shall pay Party A certain fees as set forth in the Affiliation Agreements, and Party B’s daily operations will have a material effect on its ability to pay the fees payable to Party A;

WHEREAS , Party C presently owns 20% of the registered capital of Party B; and

WHEREAS , Party A, Party B and Party C agree to further clarify matters relating to the operation of Party B and its Business, the governance of Party B, and the exercise of voting power over the registered capital of Party B owned and held by Party C pursuant to provisions of this Authorization.

1.1      Party C hereby irrevocably authorizes Party A to undertake and exercise all of his rights as a holder and owner of registered capital of Party B (“Holder”) pursuant to the laws of the PRC and the organization documents of Party B (“Authorized Rights”). The Authorized Rights include, but are not limited to: (a) appointment of Party A as the duly authorized representative of the Holder; (b) participation in the meetings of the Holders and voting of the registered capital of Party B either in person or by proxy; (c) appointment of Party B’s directors; and (d) auditing the financial information of Party B.

1.2      Party A accepts the authorization contained in Section 1.1 and shall exercise such Authorized Rights in the name of Party C according to the provisions of this Authorization.

1.3      Party B acknowledges and accepts this Authorization and shall not take any actions or act in any manner inconsistent with the provisions of this Authorization.

1.4      Party C agrees that, upon the request of Party A at any time and from time to time, it will execute any and all further documentation including, without limitation, powers of attorney, voting rights authorizations and/or proxies, to enable Party A to exercise the Authorized Rights granted to it hereunder at any meeting of the holders of Party B’s registered capital, and to further take any and all actions necessary for Party A to exercise the Authorized Rights hereunder.

The term of this authorization is from th