China Resources Ltd. Watch

from S-1/A 17 pages Registration Rights Agreement

from S-1/A 9 pages Securities Escrow Agreement

from S-1/A 16 pages Investment Management Trust Agreement

from S-1/A ~5 pages Material contract

from S-1 ~20 pages Form of Registration Rights Agreement

from S-1 1 page Form of Administrative Services Agreement

from S-1 ~5 pages Form of Securities Escrow Agreement

from S-1 ~10 pages Form of Investment Management Trust Agreement

from S-1 ~20 pages Form of Subscription Agreement

from S-1 1 page China Resources Ltd. July 17, 2007 Fuzu Zeng This Sets Forth Our Agreement With Respect to Repayment of Advances by You, as Our Sponsor, for Certain Offering Expenses in Connection With Our Initial Public Offering, as Described in the Letter of Intent Dated as of May 10, 2007 With Maxim Group LLC the Advances, in the Amount of $104,000 as of June 30, 2007, Together With Subsequent Advances After That Date, Will Be Repaid Out of the Proceeds of Our Initial Public Offering to Be Underwritten on a Firm Commitment Basis by a Group of Underwriters for Which Maxim Group LLC Will Be the Representative, as Contemplated in the Letter of Intent. You Understand and Acknowledge That Our Ability to Repay the Advances Is Subject to the Consummation of the Public Offering, or an Alternative Financing, and That You Do Not Consider Repayment of These Advances an Obligation Payable on Demand. if the Forgoing Represents the Agreement Between US, Please Confirm by Signing This Letter in the Space Provided for Your Signature Below. Very Truly Yours, /S/ Fuzu Zeng Fuzu Zeng Chief Executive Officer CC.: Gerald Nugawela, Chief Financial Officer Accepted and Agreed to This 17th Day of July, 2007. /S/ Fuzu Zeng - Fuzu Zeng

from S-1 ~5 pages Form of Letter Agreement

from S-1 ~5 pages Form of Letter Agreement