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Saturday, 10/06/2001 3:13:50 PM

Saturday, October 06, 2001 3:13:50 PM

Post# of 10
January 29, 2001

HOLMES MICROSYSTEMS INC (HOMM.OB)
form 8-K

Item 2. Acquisition or Disposition of Assets.

The information set forth above under "Item 1. Changes in Control of Registrant" is incorporated herein by reference.

As described in Item 1 above, pursuant to the Exchange Agreement, the Registrant acquired all of the issued and outstanding equity interest of Gosun. In consideration therefor, the Registrant issued to the Gosun Shareholders fifteen million seven hundred nine thousand one hundred thirty (15,709,130) shares of the Registrant's common stock. The consideration for the acquisition of Gosun was negotiated on an arms length basis.

Gosun is a company organized under the laws of the People's Republic of China and is engaged in the operation of a retail chain selling cellular phones and related products in the People's Republic of China.


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