Exhibit 16.1


                 [Letterhead of Livingston, Wachtell & Co., LLP]



January 10, 2005



Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549


Ladies and Gentlemen:

         We have read statements that we understand Minghua Group  International
Holdings  Limited  will  include  under Item 4.01 of the Form 8-K report it will
file regarding the recent change of its auditors.  We agree with such statements
made  regarding  our  firm.  We have no basis to agree or  disagree  with  other
statements made under Item 4.01.

Very truly yours,

/s/ Livingston, Wachtell & Co., LLP

Livingston, Wachtell & Co., LLP