EXHIBIT 10.12

THIS   CO-OPERATIVE   RESEARCH  AND   DEVELOPMENT   AGREEMENT   ON   RECOMBINANT
THROMBOPOIETIN was made between


                   Shenzhen Kelong Chuang Jiang Shiye Co. Ltd.
                          Hereinafter called (Party A)

                     Nanjing Huaxin Bio-pharmaceutical Ltd.
                          Hereinafter called (Party B)



After both parties  (Party A and Party B) agreed to cooperate in  development of
rhTPO, the following terms are set forth below:

1.   Party A and Party B are  investing  in  development  of  rhTPO.  Party A is
     responsible  for the whole  process  of  application  for the new drugs and
     technologies. Party B will assist them.

2.   Party A and Party B will apply for the rhTPO patent issue and both have the
     patent right and it will be jointly owned by Party A and Part B.

3.   Party  A  and  Party  B  will  apply  for  the  rhTPO   Production   Permit
     individually, and will keep this Production Permit on their own.

4.   Party A and Party B have  their own  right in  regard to  (transfer,  sale,
     lease etc) of the rhTPO Production Permit.

5.   Under no  circumstances  does  either  Party  prohibit  the other  Party to
     exercise  their right in regard to transfer,  sale,  lease etc.,  the rhTPO
     Production  Permit,  which is based on their jointly owned patent,  neither
     Party has the right to request the other  Party to fulfill the  obligations
     not listed under this Agreement.

6.   Party B  agreed  to pay  Party  A  RMB4,500,000  as a  partial  of  initial
     development  fee.  Party B will pay RMB4  million to Party A. After Party A
     receives the  approval  certificate  for the clinical  trial from the State
     Drug  Administration,  Party B will pay the remaining RMB500,000 to Party A
     as  partial  of the  clinical  trial  expenses.  As this  money  is for the
     research and development,  after signing this Agreement,  Party B, under no
     circumstances,  cannot  request the whole or partial refund of the said fee
     from Party A.

7.   For any third  party,  if they  receive  the right of using the rhTPO  from
     either  Party A or Party B, the terms and  agreement on using the right are
     set only with the Party who issues  this  right.  The other  Party will not
     lose their own right as both Parties own their right individually.



8.   Party A and Party B mutually  agree and resolve  some of the terms that are
     not listed on this Agreement.

9.   There are four  copies of this  Agreement.  Each Party keeps two copies and
     each copy has equal legal validity.

10.  This  Agreement,  upon signed and  executed  by both  Parties (A and B), is
     effective immediately.



Date:  August 15, 1999



Party A:  Shenzhen Kelong Chuang Jiang Shiye Co. Ltd.




______________________________
Authorized signatory





Party B:  Nanjing Huaxin Bio-pharmaceutical Ltd.



_____________________________
Authorized signatory