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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

CHINA SHEN ZHOU MINING & RESOURCES, INC.
(formerly: EARTH PRODUCTS & TECHNOLOGIES INC)

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

16942H 10 9

(CUSIP Number)

Xiaojing Yu

China Shen Zhou Mining & Resources, Inc.

No.166 Fushi Road, Zeyang Tower, Suite 305, Shijingshan District

Beijing, China 100043

+86 (10) 6886 7279

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

September 15, 2006

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The Information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP NO.: 16942H 10 9
1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Xiaojing Yu
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a) ¨
				(b) x

3	SEC USE ONLY

4	SOURCE OF FUNDS
OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)					¨

6	CITIZENSHIP OR PLACE OF ORGANIZATION

People’s Republic of China
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON		7	SOLE VOTING POWER 14,917,000
		8	SHARED VOTING POWER None
		9	SOLE DISPOSITIVE POWER 14,917,000
		10	SHARED DISPOSITIVE POWER None

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14,917,000
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
	CERTAIN SHARES				¨

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

70.0%
14	TYPE OF REPORTING PERSON

IN


CUSIP NO.: 16942H 10 9
1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Xueming Xu
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a) ¨
				(b) x

3	SEC USE ONLY

4	SOURCE OF FUNDS
OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)					¨

6	CITIZENSHIP OR PLACE OF ORGANIZATION

People’s Republic of China
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON		7	SOLE VOTING POWER 1,870,000
		8	SHARED VOTING POWER None
		9	SOLE DISPOSITIVE POWER 1,870,000
		10	SHARED DISPOSITIVE POWER None

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,870,000
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
	CERTAIN SHARES				¨

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

8.8%
14	TYPE OF REPORTING PERSON

IN

ITEM 1. SECURITY AND ISSUER

This statement relates to shares of common stock, $0.001 par value per share (the “Shares”) of China Shen Zhou Mining & Resources, Inc., a Nevada corporation (the “Issuer”). The Issuer’s principal executive offices are located at No. 166 Fushi Road Zeyang Tower, Shijingshan District, Beijing, China 100043.

ITEM 2. IDENTITY AND BACKGROUND

(a)

This statement on Schedule 13D is being filed jointly on behalf of the following persons: (i) Xiaojing Yu; and (ii) Xueming Xu (the “Reporting Persons”).

(b)

The business address of the Reporting Persons is: No. 166 Fushi Road Zeyang Tower, Shijingshan District, Beijing, China 100043.

(c)

Xiaojing Yu is Director, Chief Executive Officer and Chairman of the Board of the Issuer.

Xueming Xu is Director, President and Chief Operating Officer of the Issuer.

(d)

During the past five years, the Reporting Persons have not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)

During the past five years, the Reporting Persons have not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, as a result of which she/he was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f)

The Reporting Persons are citizens of the People’s Republic of China.

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

The consideration paid by Xiaojing Yu for the Shares consisted of 223,755 shares of capital stock of American Federal Mining Group, Inc. (the “AFMG”), an Illinois company, held by Xiaojing Yu. See Item 4 below.

The consideration paid by Xueming Xu for the Shares consisted of 28,050 shares of capital stock of AFMG, held by Xueming Xu. See Item 4 below.

ITEM 4. PURPOSE OF TRANSACTION

The Reporting Persons acquired the Shares pursuant to a Stock Exchange Agreement (the “Agreement”), dated July 14, 2006, among the Issuer, AFMG and the stockholders of AFMG, pursuant to which the Issuer acquired all of the issued and outstanding capital stock of AFMG in exchange for a total of 20,000,000 shares (representing approximately 93.9%) of the Issuer’s common stock. As a result of this share exchange, Xiaojing Yu acquired 14,917,000 shares of the Issuer’s common stock in exchange for 229,755 shares of AFMG previously held by Xiaojing Yu ; and Xueming Xu acquired 1,870,000 shares of the Issuer’s common stock in exchange for 28,050 shares of AFMG previous held by Xueming Xu.

ITEM 5. INTEREST IN SECURITIES OF THE COMPANY

(a)

See Rows 11 and 13 of the Cover Pages.

(b)

See Rows 7 through 10 of the Cover Pages. The Reporting Person has the sole power to vote or direct the vote and the sole power to dispose or to direct the disposition of the shares reported by it in Item 5(a).

(c)

None, other than the transaction described in Item 4 above.

(d)

To the best knowledge of the Reporting Persons, no other person has the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, the Shares reported in Item 5(a).

(e)

Not applicable.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS, OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE COMPANY.

To the best knowledge of the Reporting Person, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Person or between the Reporting Person and any other with respect to any securities of the Issuer, finders fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies, or a pledge or contingency, the occurrence of which would give another person voting power over shares of the stock.

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.

The following document is being filed as an exhibit to this statement and is incorporated herein by reference:

Exhibit 1.

Stock Exchange Agreement, dated July 14, July, 2006, by and among Earth Products & Technologies, Inc., a Nevada corporation; American Federal Mining Group, Inc., an Illinois corporation; and the stockholders of American Federal Mining Group, Inc.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Reporting Person:

Date: December 3, 2007

/s/ Xiaojing Yu

Name: Xiaojing Yu

Title: CEO, President and Director

/s/ Xueming Xu

Name:Xueming Xu

Title: Chief Operating Officer and Director

Exhibit 1

STOCK EXCHANGE AGREEMENT

THIS STOCK EXCHANGE AGREEMENT (hereinafter referred to as this

"Agreement"), is entered into as of this 14th day of July, 2006, by and among

Earth Products & Technologies, Inc., a Nevada corporation ("EPAT"); American

Federal Mining Group, Inc., ("American"), an Illinois corporation; and the

persons whose signatures appear at the foot of this Agreement, being all of

the equity registered capital stock owners of American (the "Shareholders"),

upon the following premises:

PREMISES

A. EPAT is currently a non-operating public company. EPAT or its

predecessor(s) has been in existence since 1986.

B. American is a holding corporation, which owns all of the issued and

outstanding shares of registered capital of Wu La Te Hou Qi Qian Zhen Mining

Co., Ltd. (the "Subsidiary" or "Qian Zhen"), a limited liability company

organized in the People's Republic of China ("PRC" or "China"), plus 33% of

Inner Mongolia Xiangzhen Mining Industry Group Co., Ltd., a limited liability

company organized in the PRC. Qian Zhen owns 99% of the issued and

outstanding shares of registered capital of two subsidiaries, Inner Mongolia

Xiang Zhen Mining Industry Group Co., Ltd., and Xinjiang Tianzhen Mining Co.,

Ltd.

C. The Shareholders of American have agreed to sell to EPAT, and EPAT

has agreed to purchase all of the issued and outstanding capital stock of

American (the "American Stock") from the Shareholders in exchange for

20,000,000 shares representing approximately 93.9%) of the then issued and

outstanding diluted shares of common stock of EPAT after the stock exchange,

on a fully diluted basis, including stock under options and warrants and stock

issuable under consulting arrangements, and the other transactions described

herein, pursuant to the terms and conditions set forth in this Agreement.

D. American will become a subsidiary of EPAT after the closing of the

exchange.

AGREEMENT

NOW THEREFORE, on the stated premises and for and in consideration of the

mutual covenants and agreements hereinafter set forth and the mutual benefits

to the parties to be derived here from, it is hereby agreed as follows:

ARTICLE I

PLAN OF EXCHANGE

1.1 The Exchange. At the Closing (as defined in Section 1.3 below),

the Shareholders of American hereby agree to assign, transfer, and deliver to

EPAT, free and clear of all liens, pledges, encumbrances, charges,

restrictions, or known claims of any kind, nature, or description, the

certificates evidencing the American Stock duly endorsed for transfer to EPAT

or accompanied by stock powers executed in blank by the Shareholders, and EPAT

agrees to acquire such shares on such date by issuing and delivering in exchange

therefore solely shares of EPAT common stock, in the amount of 20,000,000

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shares of its common voting stock, par value $0.001 (the "EPAT Stock") to be

issued to the Shareholders of American and their designees as listed on

Schedule 1 in full satisfaction of any right or interest which the

Shareholders held in the American Stock. As a result of the exchange of the

American Stock in exchange for the EPAT Stock, American will become a

subsidiary of EPAT and the Shareholders of American and its designees will own

approximately 93.9% of the then issued and outstanding common stock of EPAT.

1.2 Anti-Dilution. For all relevant purposes of this Agreement, the

20,000,000 shares of EPAT Stock to be issued and delivered pursuant to this

Agreement to the Shareholders of American, will not be subject to further

change or adjustment. The number of shares of EPAT Stock and all shares of

stock covered by existing options shall be appropriately adjusted to take into

account any other stock split, stock dividend, reverse stock split,

recapitalization, or similar change in the EPAT common stock, par value

$0.001, which may occur between the date of the execution of this Agreement

and the date of delivery of such shares.

1.3 Closing. Subject to the conditions of Section 5.1, the closing

("Closing") of the transactions contemplated by this Agreement shall be at

10:00 AM Salt Lake City time on the fifth business day (a day on which banks

are open in the State of Utah) following the date on which American delivers

to EPAT the Consolidated US Financial Statements (as that term is defined in

Section 5.1) at the offices of EPAT, 2157 Lincoln Street, Salt Lake City,

Utah, or on a date and at such time and place as the parties may agree

("Closing Date").

1.4 Closing Events. At the Closing, each of the respective parties

hereto shall execute, acknowledge, and deliver (or shall cause to be executed,

acknowledged, and delivered) any and all certificates, opinions, financial

statements, schedules, agreements, resolutions, rulings, or other instruments

required by this Agreement to be so delivered at or prior to the Closing,

together with such other items as may be reasonably requested by the parties

hereto and their respective legal counsel in order to effectuate or evidence

the transactions contemplated hereby if agreed to by the parties.

ARTICLE II

REPRESENTATIONS, COVENANTS, AND WARRANTIES OF AMERICAN

As an inducement to, and to obtain the reliance of, EPAT, American

represents and warrants as follows:

2.1 Organization. American is a company duly organized, validly

existing, and in good standing under the laws of the State of Illinois. Qian

Zhen, a wholly-owned subsidiary of American, is a company duly organized,

validly existing, and in good standing under the laws of the PRC. Each of

American and its Subsidiary has the power and is duly authorized, qualified,

franchised, and licensed under all applicable laws, regulations, ordinances,

and orders of public authorities to own all of its properties and assets and

to carry on their respective businesses in all material respects as it is now

being conducted, including qualification to do business as a foreign

corporation in the states in which the character and location of the assets

owned by it or the nature of the business transacted by it requires qualification.

The execution and delivery of this Agreement does not, and the consummation of the

transactions contemplated by this Agreement in accordance with the terms

hereof will not, violate any provision of any of American's and its

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Subsidiary's charters, articles of formation, bylaws or other organizational

documents. American has taken all action required by laws, its articles of

incorporation, its bylaws, or otherwise to authorize the execution and

delivery of this Agreement. American has full power, authority, and legal

right and has taken all action required by law, its certificate of

incorporation, bylaws, and otherwise to consummate the transactions herein

contemplated.

2.2 Capitalization. The authorized capitalization of American consists

of 1,000,000 shares of ordinary stock, no par value, of which 300,000 shares

are currently issued and outstanding. All issued and outstanding shares are

legally issued, fully paid, and non-assessable and not issued in violation of

the pre-emptive or other rights of any person. American has not granted to

any person any options, warrants, or rights to purchase any shares of its

registered capital or issued any securities convertible to shares of its

registered capital.

2.3 Subsidiaries and Predecessor Corporations. American owns 100% of

the Subsidiary. Qian Zhen has two wholly-owned subsidiaries, Inner Mongolia

Xiang Zhen Mining Industry Group Co., Ltd., and Xinjiang Tianzhen Mining Co.,

Ltd. (the "Qian Zhen Subsidiaries"). Except as the context may otherwise

indicate, any reference to Qian Zhen in this Agreement shall refer to Qian

Zhen and both of its subsidiaries combined. Except as indicated in this

paragraph, neither American nor Qian Zhen own, beneficially or of record, any

shares of any other corporation, partnership, company, limited company, or

other business entity.

2.4 Financial Statements.

(a) On or before June 30, 2006, American will provide to EPAT: (i) its

consolidated audited balance sheet as of December 31, 2005 of American, and

the related audited statements of operations, stockholders' equity and cash

flows for the years ended December 31, 2005 and 2004, together with notes to

such statements and the opinion of e-Fang Accountancy Corp., independent

certified public accountants, with respect thereto; (ii) the audited balance

sheet of Qian Zhen as of December 31, 2004 (the most recent Qian Zhen balance

sheet), and the related statements of operations, condensed consolidated

stockholders' equity, and consolidated cash flow for the twelve (12) months

ended December 31, 2004, or as of a subsequent date, together with the notes

thereto; and (iii) the unaudited consolidated balance sheet as of March 31,

2006, of American, and the statement of operations and cash flows for the

quarter ended March 31, 2006, together with the notes thereto. All of these

consolidated financial statements (the "Financial Statements") are included in

the American Schedules.

(b) All the Financial Statements have been prepared in accordance with

generally accepted accounting principles of the United States. The balance

sheets included in the Financial Statements present fairly as of their date

the consolidated financial condition of American and Qian Zhen, respectively.

American and Qian Zhen did not have, as of the respective date of such

consolidated balance sheets, except as and to the extent reflected or reserved

against therein, any liabilities or obligations (absolute or contingent) which

should be reflected in the consolidated balance sheets or the notes thereto,

prepared in accordance with generally accepted accounting principles, and all

assets reflected therein will be properly reported and present fairly the value of

the assets ofAmerican or Qian Zhen, respectively, in accordance with such

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generally accepted accounting principles. The statements of income, condensed

stockholders' equity, and cash flows will reflect fairly the information

required to be set forth therein by generally accepted accounting principles.

required to be filed by them from inception to the date hereof and all taxes

have been paid. Each of American and Qian Zhen have filed all national,

province, and local income tax returns required to be filed by them from

inception to the date hereof and all taxes have been paid. None of such income

tax returns have been examined or audited in the PRC.

(d) Neither American nor Qian Zhen owe any unpaid national, province,

county, local, or other taxes (including any deficiencies, interest, or

penalties), except for taxes accrued but not yet due and payable for which

American and/or Qian Zhen may be liable in their own right or as a transferee

of the assets of, or as a successor to, any other corporation or entity.

Furthermore, except as accruing in the normal course of business, neither

American nor Qian Zhen owes any accrued and unpaid taxes to the date of this

Agreement.

(e) The books and records, financial and otherwise, of each of American

and Qian Zhen are in all material respects complete and correct and have been

maintained in accordance with good business and accounting practices.

(f) Each of American and Qian Zhen has good and marketable title to

their assets and, except as set forth in the American Schedules or the most

recent American balance sheet or the notes thereto, has no material contingent

liabilities, direct or indirect, matured or unmatured.

2.5 Information. The information concerning American and Qian Zhen set

forth in this Agreement and in the American Schedules is complete and accurate

in all material respects and does not contain any untrue statement of a

material fact or omit to state a material fact required to make the statements

made, in light of the circumstances under which they were made, not

misleading.

2.6 Options or Warrants. There are no existing options, warrants,

calls, or commitments of any character relating to the authorized and unissued

American common stock, nor are there any existing options, warrants, calls or

commitments of any character relating to the ownership of Qian Zhen.

2.7 Absence of Certain Changes or Events. Except as set forth in this

Agreement or the American Schedules, from the date of the most recent American

balance sheet to the Closing:

(a) except in the normal course of business, there will not be (i) any

material adverse change in the business, operations, properties, assets, or

condition of American and Qian Zhen, individually or taken as a whole; or (ii)

any damage, destruction, or loss to any of American and Qian Zhen (whether or

not covered by insurance) materially and adversely affecting the business,

operations, properties, assets, or condition of American and Qian Zhen,

individually or taken as a whole;

(b) Neither American nor Qian Zhen will have (i) amended their charter

or organizational documents; (ii) declared or made, or agreed to declare or

make, any payment of dividends or distributions of any assets of any kind

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whatsoever to stockholders or purchased or redeemed, or agreed to purchase or

redeem, any of its capital stock; (iii) waived any rights of value which in

the aggregate are extraordinary or material considering the business of

American and its Subsidiary; (iv) made any material change in its method of

management, operation, or accounting (other than as contemplated in Section

5.1 for the Consolidated US Financial Statements); (v) entered into any other

material transaction which is not in the ordinary course of business; (vi)

made any accrual or arrangement for payment of bonuses or special compensation

of any kind or any severance or termination pay to any present or former

officer or employee; (vii) increased the rate of compensation payable or to

become payable by it to any of its officers or directors or any of its

employees whose monthly compensation exceeds $10,000 (US); or (viii) made any

increase in any profit sharing, bonus, deferred compensation, insurance,

pension, retirement, or other employee benefit plan, payment, or arrangement

made to, for, or with its officers, directors, or employees; and

borrow any funds or incurred, or become subject to, any material obligation or

liability (absolute or contingent) except borrowings in the ordinary course of

business or borrowings involving one or a series of related borrowings

exceeding $1,000,000 (US) in the aggregate; (ii) paid any material obligation

or liability not otherwise in the ordinary course of business (absolute or

contingent) other than current liabilities reflected in or shown on the most

recent American balance sheet, and current liabilities incurred since that

date in the ordinary course of business; (iii) sold or transferred, or agreed

to sell or transfer, any of its assets, properties, or rights not otherwise in

the ordinary course of business (except assets, properties, or rights not used

or useful in its business which, in the aggregate have a value of less than

$100,000), or canceled, or agreed to cancel, any debts or claims (except debts

or claims which in the aggregate are of a value of less than $100,000); (iv)

made or permitted any amendment or termination of any contract, agreement, or

license to which any of them is a party, except for any such contracts, or

amendments or terminations, in the ordinary course of business or any such

contracts or amendments or terminations that provide for aggregate

consideration over the terms of the contract in excess of $1,000,000; or (v)

issued, delivered, or agreed to issue or deliver any stock, bonds or other

corporate securities including debentures (whether authorized and unissued or

held as treasury stock).

For purposes of this Agreement the terms "Material Adverse Change" and

"Material Adverse Effect" mean an adverse change or effect that a reasonable

person would attach importance to in evaluating the party to which it relates,

the party's business or financial condition, or the transactions herein

contemplated.

2.8 Title and Related Matters. American and Qian Zhen have good and

marketable title to all of their respective properties, inventory, interests

in properties, and assets, real and personal, which will be reflected in the

most recent American balance sheet free and clear of all liens, pledges, charges,

or encumbrances. At Closing, American and Qian Zhen will have good and marketable

title to all of its properties, inventory, interests in properties, and assets, real and personal,

reflected in the Consolidated US Balance Sheet (as that term is defined in Section 5.1) or

acquired after that date (except properties, interests in properties, and assets sold or

otherwise disposed of since such date in the ordinary course of business), free and clear

of all liens, pledges, charges, or encumbrances except

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(a) as such assets may be affected by laws of the Hong Kong Special

Administrative Region and The People's Republic of China or province thereof;

(b) statutory liens or claims not yet delinquent; and

materially detract from or interfere with the present or proposed use of the

properties subject thereto or affected thereby or otherwise materially impair

present business operations on such properties;

Except as set forth in the American Schedules, each of American and Qian

Zhen own, free and clear of any liens, claims, encumbrances, royalty

interests, or other restrictions or limitations of any nature whatsoever, any

and all properties it is currently constructing and all procedures,

techniques, marketing plans, business plans, methods of management, or other

information utilized in connection with its or their business. Except as set

forth in the American Schedules, no third party has any right to, and neither

American nor its Subsidiary has received any notice of infringement of or

conflict with asserted rights of others with respect to any product,

technology, data, trade secrets, know-how, proprietary techniques, trademarks,

service marks, trade names, or copyrights which, singly or in the aggregate,

if the subject of an unfavorable decision, ruling, or finding, would have a

materially adverse affect on the business, operations, financial condition,

income, or business prospects of American or Qian Zhen or any material portion

of its or their properties, assets, or rights, individually or taken as a

whole.

2.9 Litigation and Proceedings. Except as set forth in the American

Schedules, there are no actions, suits, proceedings, or investigations pending

or, to the knowledge of either American or the Shareholders after reasonable

investigation, threatened by or against American and/or Qian Zhen (including

the Qian Zhen Subsidiaries), or affecting any of American and Qian Zhen, or

their respective properties, at law or in equity, before any court or other

governmental agency or instrumentality, domestic or foreign, or before any

arbitrator of any kind. Neither American nor the Shareholders have any

knowledge of any default on the part of any of American and/or Qian Zhen with

respect to any judgment, order, writ, injunction, decree, award, rule, or

regulation of any court, arbitrator, or governmental agency or instrumentality

or of any circumstances which, after reasonable investigation, would result in

the discovery of such a default.

2.10 Contracts.

(a) Included in the American Schedules are, copies of all material

contracts, agreements, franchises, license agreements, or other commitments to

which American and/or Qian Zhen (including the Qian Zhen Subsidiaries) is a

party or by which any of them or their respective assets, products, technology, or

properties are bound, that have been reasonably requested by EPAT;

(b) All contracts, agreements, franchises, license agreements, and

other commitments to which any of American and its Subsidiary are parties or

by which their respective properties are bound and which are material to the

operations of them individually or taken as a whole are valid and enforceable

in all respects by the one or more of American and its Subsidiary that is a

party thereto, except as limited by bankruptcy and insolvency laws and by

other laws affecting the rights of creditors generally; and

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its Subsidiary is a party to or bound by, and none of the properties of any of

American and its Subsidiary is subject to, any contract, agreement, other

commitment or instrument; any charter or other corporate restriction; or any

judgment, order, writ, injunction, decree, or award which materially and

adversely affects, or in the future may (as far as American or the

Shareholders can now foresee) materially and adversely affect, the business,

operations, properties, assets, or condition of any of American and its

Subsidiary, individually or taken as a whole.

2.11 Material Contract Defaults. None of American and its Subsidiary

is in default in any material respect under the terms of any outstanding

contract, agreement, lease, or other commitment which is material to its or

their business, operations, properties, assets, or condition of American and

its Subsidiary and there is no event that has occurred which presently or with

the passage of time, could result in a material default in any material

respect under any such contract, agreement, lease, or other commitment in

respect of which any of American and its Subsidiary have not taken adequate

steps to prevent such a default from occurring.

2.12 No Conflict With Other Instruments. The execution of this

Agreement and the consummation of the transactions contemplated by this

Agreement will not result in the breach of any term or provision of, or

constitute an event of default under, any material indenture, mortgage, deed

of trust, or other material contract, agreement, or instrument to which any of

American and its Subsidiary is a party or to which any of their respective

properties or operations are subject.

2.13 Compliance With Laws and Regulations. Each of American and its

Subsidiary have complied with all applicable statutes and regulations of any

national, province, county, city, local or other governmental entity or agency

thereof, except to the extent that noncompliance would not materially and

adversely affect the business, operations, properties, assets, or condition of

any of American and its Subsidiary or except to the extent that noncompliance

would not result in the incurrence of any material liability for any of

American or its Subsidiary.

2.14 Approval of Agreement. The board of directors of American has

authorized the execution and delivery of this Agreement by American, and has

or will have approved the transactions contemplated hereby.

2.15 Foreign Person and Activity Regulations.

(a) None of American, any of the Subsidiary, the Shareholders, or any

other person who otherwise controls any of American and the Subsidiary is or

shall be (i) listed on the Specially Designated Nationals and Blocked Persons

List maintained by the Office of Foreign Assets Control ("OFAC"), Department

of the Treasury, and/or on any other similar list maintained by OFAC pursuant

to any authorizing statute, Executive Order or regulation (collectively, "OFAC

Laws and Regulations"), (ii) a "Designated National" as defined in the Cuban

Assets Control Regulations, 31 C.F.R. Part 515, or (iii) a person designated

under Paragraph 1 (b), (c) or (d) of Executive Order No. 13224 (September 23,

2001), any related enabling legislation or any other similar Executive Orders

(collectively, the "Executive Orders"); and each of American and the

Subsidiary and the Shareholders are in compliance with all OFAC Laws and

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Regulations, Executive Orders and related government guidance;

(b) None of American, the Subsidiary, the Shareholders, or any other

person who otherwise controls any of American and the Subsidiary (i) is under

investigation by any governmental authority for, or has been charged with, or

convicted of, money laundering (under either 18 U.S.C. Paragraph 1956 or

1957), or drug trafficking, terrorist-related activities or other money

laundering predicate crimes or a violation of the Bank Secrecy Act laws (31

U.S.C. Paragraphs 5311, et seq.), (ii) has been assessed civil penalties under

these or related laws (collectively, "Anti-Money Laundering Laws"), or (iii)

has had any of its funds seized or forfeited in an action under Anti-Money

Laundering Laws; and

person who is or was affiliated or associated as an officer, employee, agent,

consultant, or in any other capacity with any of American and the Subsidiary

has, during the five-year period ended December 31, 2004 and from that date to

the Closing engaged in any act or practice that could reasonably be construed

as a violation of any of the provisions of the Foreign Corrupt Practices Act,

15 U.S.C. 78dd-1 et seq. or any rule or regulation pertaining thereto.

2.16 American Schedules. American has delivered to EPAT or will

deliver, as soon as practicable but in no event prior to Closing, the

following schedules, which are collectively referred to as the "American

Schedules" and which consist of separate schedules, all of which are complete,

true, and correct in all material respects.

(a) a schedule containing complete and correct copies of the

organizational documents, as amended, of each American and Qian Zhen, and the

Qian Zhen Subsidiaries in effect as of the date of this Agreement;

(b) a schedule containing the financial statements of American and its

Subsidiary identified in paragraph 2.4(c);

copies of all material contracts, agreements, or other instruments to which

American, Qian Zhen and/or the Qian Zhen Subsidiaries is a party or by which

any of them or their properties is bound, specifically including all

contracts, agreements, or arrangements referred to in Section 2.10;

(d) a schedule setting forth a description of any material adverse

change in the business, operations, property, inventory, assets, or condition

of American or Qian Zhen since the date of the most recent American Balance

Sheet, required to be provided pursuant to section 2.7 hereof; and

(e) a schedule setting forth any other information, together with any

required copies of documents, required to be disclosed in the American

Schedules by sections 2.1 through 2.16.

Each of the American Schedules shall be produced through delivery of a hard

paper copy of the original and an electronic Microsoft Word or HTML formatted

copy of the original, and if the original is in a language other than English,

shall be produced through delivery of a hard paper copy of the original and an

electronic Microsoft Word or HTML formatted copy of the original foreign

language version and an English translation, certified by the translator as a

complete and accurate translation from the original. American and the

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Shareholders shall cause the American Schedules and the instruments and data

delivered to EPAT hereunder to be updated after the date hereof up to and

including the Closing Date.

ARTICLE III

REPRESENTATIONS, COVENANTS, AND WARRANTIES

OF THE SHAREHOLDERS OF AMERICAN

As an inducement to, and to obtain reliance of EPAT, the Shareholders

further represent and warrant as follows:

3.1 Ownership of American Shares. The American Shareholders hereby

represent and warrant with respect to themselves that they are the legal and

beneficial owners of all of the issued and outstanding shares of American's

registered capital and ordinary shares free and clear of any claims, charges,

equities, liens, security interests, and encumbrances whatsoever, and that

such Shareholders have full right, power, and authority to transfer, assign,

convey, and deliver their American shares; and delivery of such shares at the

Closing will convey to EPAT good and marketable title to such shares free and

clear of any claims, charges, equities, liens, security interests, and

encumbrances whatsoever.

3.2 Exemption From Registration. The Shareholders represent that the

Shares are being acquired without a view to, or for, resale in connection with

any public distribution of the Shares or any interest therein without

registration or other compliance under the Securities Act of 1933, as amended

(the "1933 Act") and that the Shareholder has no direct or indirect

participation in any such undertaking or in the underwriting of such an

undertaking. The Shareholders understand that the Shares to be acquired

pursuant to this Agreement have not been registered under the 1933 Act with

the Securities and Exchange Commission (the "SEC") in reliance upon the

exemptions from the registration requirements thereof afforded by Section 4(2)

of the 1933 Act and/ or Rule 506 of Regulation D adopted thereunder, nor with

any state securities commission or agency. The Shareholders agree and

acknowledge that the Shares will be "restricted securities" within the meaning

of Rule 144 adopted under the 1933 Act, and EPAT will issue stop transfer

instructions to its registrar and transfer agent prohibiting the transfer of

the Shares of EPAT delivered under this Agreement. The Shareholders

acknowledge that the Shares must be held and may not be sold, transferred, or

otherwise disposed of for value unless they are subsequently registered under

the 1933 Act or an exemption from such registration is available. The certificates

representing the Shares will bear a legend restricting transfer, except in compliance

with applicable federal and state securities statutes.

3.3 Investor Status. Each Shareholder is an "accredited investor" as

defined in Rule 501(a) under the 1933 Act.

ARTICLE IV

REPRESENTATIONS, COVENANTS, AND WARRANTIES OF EPAT

As an inducement to, and to obtain the reliance of American and the

Shareholders, EPAT represents and warrants as follows:

4.1 Organization. EPAT is a corporation duly organized, validly

existing, and in good standing under the laws of the State of Nevada, and has

the corporate power and is duly authorized, qualified, franchised, and

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licensed under all applicable laws, regulations, ordinances, and orders of

public authorities to own all of its properties and assets and to carry on its

business in all material respects as it is now being conducted, and there is

no jurisdiction in which it is not qualified in which the character and

location of the assets owned by it or the nature of the business transacted by

it requires qualification. Included in the EPAT Schedules (as hereinafter

defined) are complete and correct copies of the articles of incorporation and

bylaws of EPAT, and all amendments thereto, as in effect on the date hereof.

The execution and delivery of this Agreement does not, and the consummation of

the transactions contemplated hereby will not, violate any provision of EPAT's

articles of incorporation or bylaws. EPAT has taken all action required by

law, its articles of incorporation, its bylaws, or otherwise to authorize the

execution and delivery of this Agreement, and EPAT has full power, authority,

and legal right to consummate the transactions herein contemplated.

4.2 Capitalization. EPAT's authorized capitalization consists of

50,000,000 shares of common stock, par value $0.001, of which 1,296,700 shares

are issued and outstanding. All issued and outstanding shares are legally

issued, fully paid, and non-assessable and not issued in violation of the

pre-emptive or other rights of any person.

4.3 Subsidiaries. EPAT does not have any Subsidiaries and does not

own, beneficially or of record, any shares of any other corporation.

4.4 Financial Statements.

(a) Included in the EPAT Schedules and the audited balance sheets of

EPAT as of December 31, 2005 and 2004, and the audited statements of

operations, stockholders' equity, and cash flow for the two fiscal years ended

December 31, 2005 together with the notes to such statements and the opinion

of Chisholm, Bierwolf & Nilson, LLC, independent certified public accountants,

with respect thereto; and the unaudited balance sheet of EPAT as of May 31,

2006 (the "most recent EPAT balance sheet"), and the related unaudited

statements of operations, stockholders' equity, and cash flow for the five-month

period ended May 31, 2006, together with the notes to such statements.

(b) All such financial statements have been prepared in accordance with

generally accepted accounting principles in the United States consistently

applied throughout the periods involved. The EPAT balance sheets present

fairly as of their respective dates the financial condition of EPAT. EPAT did

not have as of the date of any such EPAT balance sheet, except as and to the

extent reflected or reserved against therein, any liabilities or obligations

(absolute or contingent) which should be reflected in a balance sheet or the

notes thereto prepared in accordance with generally accepted accounting

principles, and all assets reflected therein are properly reported and present

fairly the value of the assets of EPAT, in accordance with generally accepted

accounting principles. The statements of operations, stockholders' equity, and

cash flow reflect fairly the information required to be set forth therein by

generally accepted accounting principles.

state, county, local, or other taxes (including any deficiencies, interest, or

penalties), except for taxes accrued but not yet due and payable.

(d) EPAT has filed all federal, state, or local income tax returns

required to be filed by it for the years ended December 31, 2005, 2004, and

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2003 and included in the EPAT Schedules are true and correct copies of said

federal income tax returns of EPAT filed. None of such federal income tax

returns have been examined by the Internal Revenue Service. Each of such

income tax returns reflects the taxes due for the period covered thereby,

except for amounts which, in the aggregate, are immaterial.

(e) The books and records, financial and otherwise, of EPAT are in all

material respects complete and correct and have been maintained in accordance

with good business and accounting practices.

(f) EPAT has good and marketable title to its assets and, except as set

forth in the EPAT Schedules or the Financial Statements of EPAT or the notes

thereto, has no material contingent liabilities, direct or indirect, matured

or unmatured.

4.5 Information. The information concerning EPAT set forth in this

Agreement and the EPAT Schedules is complete and accurate in all material

respects and does not contain any untrue statement of a material fact or omit

to state a material fact required to make the statements made, in light of the

circumstances under which they were made, not misleading.

4.6 Options or Warrants. Except as set forth in the EPAT Schedules,

there are no existing options, warrants, calls, convertible notes, derivative

securities or commitments of any character relating to authorized and unissued

stock of EPAT, except options, warrants, calls, convertible notes, derivative

securities or commitments, if any, to which EPAT is not a party and by which

it is not bound.

4.7 Absence of Certain Changes or Events. Except as described herein

or in the EPAT Schedules, since the date of the most recent EPAT balance

sheet:

(a) there has not been (i) any material adverse change in the business,

operations, properties, assets, or condition of EPAT (whether or not covered

by insurance) materially and adversely affecting the business, operations,

properties, assets, or condition of EPAT;

(b) EPAT has not (i) recently amended its articles of incorporation or

bylaws; (ii) declared or made, or agreed to declare or make any payment of

dividends or distributions of any assets of any kind whatsoever to

stockholders or purchased or redeemed, or agreed to purchase or redeem, any of

its capital stock; (iii) waived any rights of value which in the aggregate are

extraordinary or material considering the business of EPAT; (iv) made any

material change in its method of management, operation, or accounting; (v)

entered into any other material transactions; (vi) made any accrual or

arrangement for or payment of bonuses or special compensation of any kind or

any severance or termination pay to any present or former officer or employee;

(vii) increased the rate of compensation payable or to become payable by it to

any of its officers or directors or any of its employees whose monthly

compensation exceeds $1,000; or (viii) made any increase in any profit

sharing, bonus, deferred compensation, insurance, pension, retirement, or

other employee benefit plan, payment, or arrangement, made to, for, or with

its officers, directors, or employees;

or other rights for its stocks, bonds, or other corporate securities calling

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for the issuance thereof; (ii) borrowed or agreed to borrow any funds or

incurred, or become subject to, any material obligation or liability (absolute

or contingent) except liabilities incurred in the ordinary course of business;

(iii) paid or agreed to pay any material obligation or liability (absolute or

contingent) other than current liabilities reflected in or shown on the most

recent EPAT balance sheet and current liabilities incurred since that date in

the ordinary course of business and professional and other fees and expenses

incurred in connection with the preparation of this Agreement and the

consummation of the transactions contemplated hereby; (iv) sold or

transferred, or agreed to sell or transfer, any of its assets, property, or

rights (except assets, property, or rights not used or useful in its business

which, in the aggregate have a value of less than $1,000), or canceled, or

agreed to cancel, any debts or claims (except debts or claims which in the

aggregate are of a value of less than $1,000); (v) made or permitted any

amendment or termination of any contract, agreement, or license to which it is

a party if such amendment or termination is material, considering the business

of EPAT; or (vi) issued, delivered, or agreed to issue or deliver any stock,

bonds, or other corporate securities including debentures (whether authorized

and unissued or held as treasury stock), except in connection with this

Agreement or as reflected in the most recent unaudited balance sheet; and

(d) to the best knowledge of EPAT, it has not become subject to any law

or regulation which materially and adversely affects, or in the future may

adversely affect, the business, operations, properties, assets, or condition

of EPAT.

4.8 Title and Related Matters. EPAT has good and marketable title to

all of its properties, interest in properties, and assets, real and personal,

which are reflected in the EPAT balance sheet or acquired after that date (except

properties, interest in properties, and assets sold or otherwise disposed of since

such date in the ordinary course of business), free and clear of all liens, pledges,

charges, or encumbrances except

(a) statutory liens or claims not yet delinquent;

(b) such imperfections of title and easements as do not and will not

materially detract from or interfere with the present or proposed use of the

properties subject thereto or affected thereby or otherwise materially impair

present business operations on such properties; and

4.9 Litigation and Proceedings. There are no actions, suits, or

proceedings pending or, to the knowledge of EPAT, threatened by or against or

affecting EPAT, at law or in equity, before any court or other governmental

agency or instrumentality, domestic or foreign, or before any arbitrator of

any kind. EPAT does not have any knowledge of any default on its part with

respect to any judgment, order, writs, injunction, decree, award, rule, or

regulation of any court, arbitrator, or governmental agency or

instrumentality.

4.10 Contracts. EPAT is not a party to any material contract,

agreement, or other commitment, except as specifically disclosed in its

schedules to this Agreement.

4.11 No Conflict With Other Instruments. The consummation of the

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transactions contemplated by this Agreement will not result in the breach of

any term or provision of, or constitute a default under, any indenture,

mortgage, deed of trust, or other material agreement or instrument to which

EPAT is a party or to which it or any of its assets or operations are subject.

4.12 Governmental Authorizations. EPAT has all licenses, franchises,

permits, and other government authorizations, that are legally required to

enable it to conduct its business operations in all material respects as

conducted on the date hereof. Except for compliance with federal and state

securities or corporation laws, as hereinafter provided, no authorization,

approval, consent, or order of, or registration, declaration, or filing with,

any court or other governmental body is required in connection with the

execution and delivery by EPAT of this Agreement and the consummation by

EPAT of the transactions contemplated hereby.

4.13 Compliance With Laws and Regulations. To the best of its

knowledge, EPAT has complied with all applicable statutes and regulations of

any federal, state, or other applicable governmental entity or agency thereof,

except to the extent that noncompliance would not materially and adversely

affect the business, operations, properties, assets, or conditions of EPAT or

except to the extent that noncompliance would not result in the incurrence of

any material liability. This compliance includes, but is not limited to, the

filing of all reports to date with the U.S. Securities and Exchange Commission

and state securities authorities.

4.14 Insurance. EPAT owns no insurable properties and carries no

casualty or liability insurance.

4.15

Approval of Agreement. The board of directors of EPAT has authorized

the execution and delivery of this Agreement by EPAT and has approved this

Agreement and the transactions contemplated hereby.

4.16 Continuity of Business Enterprises. EPAT has no commitment or

present intention to liquidate EPAT or sell or otherwise dispose of a material

portion of its business or assets following the consummation of the

transactions contemplated hereby.

4.17 Material Transactions of Affiliations. Except as disclosed

herein and in the EPAT Schedules, there exists no material contract,

agreement, or arrangement between EPAT and any person who was at the time of

such contract, agreement, or arrangement an officer, director, or person

owning of record or known by EPAT to own beneficially, 10% or more of the

issued and outstanding common stock of EPAT and which is to be performed in

whole or in part after the date hereof or was entered into not more than three

years prior to the date hereof. Neither any officer, director, nor 10%

shareholders of EPAT has, or has had during the last preceding full fiscal

year, any known interest in any material transaction with EPAT which was

material to the business of EPAT. EPAT has no commitment, whether written or

oral, to lend any funds to, borrow any money from, or enter into any other

material transaction with any such affiliated person.

4.18 Employment Matters. EPAT has no employees other than its

executive officers.

4.19 EPAT Schedules. EPAT has delivered to American, or will deliver

as soon as practicable at its request, the following schedules, which are

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collectively referred to as the "EPAT Schedules," and which consist of

separate schedules, all of which are complete, true, and correct in all

material respects.:

(a) a schedule containing complete and accurate copies of the articles

of incorporation and bylaws, as amended, of EPAT as in effect as of the date

of this Agreement;

(b) a schedule containing any filings made by EPAT with the "SEC" since

January 1, 2002 not available on EDGAR;

EPAT identified in paragraph 4.4(d);

(d) a schedule setting forth the description of any material adverse

change in the business, operations, property, assets, or condition of EPAT

since the date of the most recent EPAT balance sheet, required to be provided

pursuant to section 4.7 hereof; and

(e) a schedule setting forth any other information, together with any

required copies of documents, required to be disclosed in the EPAT Schedules

by sections 4.1 through 4.17.

4.20 Updated Schedules. EPAT shall cause the EPAT Schedules and the

instruments and data delivered to American hereunder to be updated after the

date hereof up to and including the Closing Date.

ARTICLE V

SPECIAL COVENANTS

5.1 American Consolidated US Financial Statements. On or before June

30, 2006, American shall deliver to EPAT the "Consolidated US Financial

Statements," which shall consist of the consolidated audited balance sheets of

American and the Subsidiary at December 31, 2005 and 2004 (the balance sheet

at December 31, 2005 is referred to herein as the "Consolidated US Balance

Sheet"), and the related audited consolidated statements of operations,

stockholders' equity and cash flows for the years ended December 31, 2005 and

2004 (consolidating American and the Subsidiary), together with notes to such

statements and the opinion of e-Fang Accountancy Corp., independent certified

public accountants, with respect thereto. All of the Consolidated US Financial

Statements will be in United States Dollars and be prepared in accordance with

generally accepted accounting principles in the United States (consistently

applied during each of the periods) and the requirements of Regulation S-X

adopted by the SEC. The Consolidated US Financial Statements will be part of

the American Schedules. Each of American and the Shareholder represents and

warrants that the Consolidated US Balance Sheet presents fairly the

consolidated financial condition of American and its Subsidiary; American and

its Subsidiary will not have, as of the date of the Consolidated US Balance

Sheet, except as and to the extent reflected or reserved against therein, any

liabilities or obligations (absolute or contingent) that should be reflected

in the Consolidated US Balance Sheet or the notes thereto; all assets

reflected in the Consolidated US Balance Sheet will be properly reported and

present fairly the value of the assets of American and its Subsidiary; and

consolidated statements of income, stockholders' equity, and cash flows

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presented in the Consolidated US Financial Statements will reflect fairly the

information required to be set forth therein.

5.2 Access to Properties and Records. EPAT and American will each

afford to the officers and authorized representatives of the other full access

to the properties, books, and records of EPAT or American and its Subsidiary

as the case may be, in order that each may have full opportunity to make such

reasonable investigation as it shall desire to make of the affairs of the

other, and each will furnish the other with such additional financial and

operating data and other information as to the business and properties of EPAT

or American and its Subsidiary as the case may be, as the other shall from

time to time reasonably request.

5.3 Delivery of Books and Records. At the Closing, EPAT shall deliver

to American, the corporate minute books, books of account, records, and all

other books or documents of EPAT now in the possession or control of EPAT.

5.4 EPAT Board of Directors. At the Closing, EPAT shall deliver or

cause to be delivered the resignation of Ariika M. Bryner from the board of

directors of EPAT, together with a unanimous written consent of the EPAT board

of directors providing for: the appointment of a person designated by the

Shareholders for election to the board of directors to fill the vacancy left

by the resignation; the election of persons designated by the Shareholders to

all executive officer positions of EPAT in replacement of all the executive

officers serving prior to the Closing; and, prior to the effective date of the

resignation of Ariika M. Bryner as a director of EPAT, all actions taken by

the board of directors will require the approval and consent of the director elected

to the board to fill the vacancy left by the resignation of Ariika M. Bryner.

Immediately following the action above, and at the Closing, John W. Peters will

deliver to American and EPAT his signed resignations as a director of EPAT

and a unanimous written consent of the directors of EPAT appointing as a director

to fill the vacancies left by his resignation the person designated by the Shareholders.

EPAT will take all action required to prepare a Form 8-K reporting the transaction,

and to issue a press release and/or letter to the shareholders reporting the transaction.

5.5 Third Party Consents and Certificates. EPAT and American agree to

cooperate with each other in order to obtain any required third party consents

to this Agreement and the transactions herein and therein contemplated.

5.6 Actions Prior to Closing.

(a) From and after the date of this Agreement until the Closing Date

and except as set forth in the EPAT or American Schedules or as permitted or

contemplated by this Agreement, EPAT and American and its Subsidiary

respectively, will each: (i) carry on its business in substantially the same

manner as it has heretofore; (ii) maintain and keep its properties in states

of good repair and condition as at present, except for depreciation due to

ordinary wear and tear and damage due to casualty; (iii) maintain in full

force and effect insurance comparable in amount and in scope of coverage to

that now maintained by it; (iv) perform in all material respects all of its

obligation under material contracts, leases, and instruments relating to or

affecting its assets, properties, and business; (v) use its best efforts to

maintain and preserve its business organization intact, to retain its key

employees, and to maintain its relationship with its material suppliers and

customers; and (vi) fully comply with and perform in all material respects all

obligations and duties imposed on it by all federal and state laws and all

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rules, regulations, and orders imposed by federal or state governmental

authorities.

(b) From and after the date of this Agreement until the Closing Date,

neither EPAT nor American and its Subsidiary will: (i) make any change in

their organizational documents, articles of incorporation or bylaws; (ii) take

any action described in section 2.7 in the case of American and its Subsidiary

or in section 4.7, in the case of EPAT (all except as permitted therein or as

disclosed in the applicable party's schedules); or (iii) enter into or amend

any contract, agreement, or other instrument of any of the types described in

such party's schedules, except that a party may enter into or amend any

contract, agreement, or other instrument in the ordinary course of business

involving the sale of goods or services.

5.7 Sales Under Rules 144 or 145, If Applicable.

(a) EPAT will use its best efforts to at all times to comply with the

reporting requirements of the Exchange Act, including timely filing of all

periodic reports required under the provisions of the Exchange Act and the

rules and regulations promulgated thereunder.

(b) Upon being informed in writing by any person holding restricted

stock of EPAT as of the date of this Agreement that such person intends to

sell any shares under Rule 144 or Rule 145 promulgated under the Securities

Act (including any rule adopted in substitution or replacement thereof), EPAT

will notify such person that it has filed all of the reports required to be filed by

it under the Exchange Act to enable such person to sell such person's restricted

stock under Rule 144 or 145, as may be applicable in the circumstances.

presented to EPAT's transfer agent for registration of transfer in connection

with any sale theretofore made under Rule 144 or 145, provided such

certificate is duly endorsed for transfer by the appropriate person(s) or

accompanied by a separate stock power duly executed by the appropriate

person(s) in each case with reasonable assurances that such endorsements are

genuine and effective, and is accompanied by an opinion of counsel

satisfactory to EPAT and its counsel, at the sole expense of the transferee,

that such transfer has complied with the requirements of Rule 144 or 145, as

the cases may be, EPAT will promptly instruct its transfer agent to register

such transfer and to issue one or more new certificates representing such

shares to the transferee and, if appropriate under the provisions of Rule 144

or 145, as the case may be, free of any stop transfer order or restrictive

legend. The provisions of this Section 5.7 shall survive the Closing and the

consummation of the transactions contemplated by this Agreement.

5.8 Indemnification.

(a) Each of American and the Shareholders hereby agree, jointly and

severally, to indemnify EPAT and each of the officers, agents and directors of

EPAT as of the date of execution of this Agreement against any loss,

liability, claim, damage, or expense (including, but not limited to, any and

all expense whatsoever reasonably incurred in investigating, preparing, or

defending against any litigation, commenced or threatened, or any claim

whatsoever), to which it or they may become subject arising out of or based on

any inaccuracy appearing in or misrepresentation made under Article II,

Article III, or Section 5.1 of this Agreement. The indemnification provided

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for in this paragraph shall survive the Closing and consummation of the

transactions contemplated hereby and termination of this Agreement.

(b) EPAT hereby agrees to indemnify American and each of the officers,

agents and directors of American as of the date of execution of this Agreement

and the Shareholders against any loss, liability, claim, damage, or expense

(including, but not limited to, any and all expense whatsoever reasonably

incurred in investigating, preparing, or defending against any litigation,

commenced or threatened, or any claim whatsoever), to which it or they may

become subject arising out of or based on any inaccuracy appearing in or

misrepresentation made under Article IV of this Agreement. The indemnification

provided for in this paragraph shall survive the Closing and consummation of

the transactions contemplated hereby and termination of this Agreement.

ARTICLE VI

CONDITIONS PRECEDENT TO OBLIGATIONS OF EPAT

The obligations of EPAT under this Agreement are subject to the

satisfaction, at or before the Closing Date, of the following conditions:

6.1 Accuracy of Representations. The representations and warranties

made by American and the Shareholders in this Agreement were true when made

and shall be true at the Closing Date with the same force and effect as if

such representations and warranties were made at and as of the Closing Date

(except for changes therein permitted by this Agreement), and American and the

Shareholders shall have performed or complied with all covenants and

conditions required by this Agreement to be performed or complied with by

American and the Shareholders prior to or at the Closing. EPAT shall be

furnished with a certificate, signed by a duly authorized officer of American

and the Shareholders and dated the Closing Date, to the foregoing effect.

6.2 Officer's Certificates. EPAT shall have been furnished with a

certificate dated the Closing Date and signed by a duly authorized officer of

American and the Shareholders to the effect that no litigation, proceeding,

investigation, or inquiry is pending or, to the best knowledge of American or

the Shareholders threatened, which might result in an action to enjoin or

prevent the consummation of the transactions contemplated by this Agreement,

or, to the extent not disclosed in the American Schedules, by or against the

Shareholders or any of American and its Subsidiary which might result in any

material adverse change in any of the assets, properties, business, or

operations of any of American and its Subsidiary, individually or taken as a

whole.

6.3 No Material Adverse Change. Prior to the Closing Date, there

shall not have occurred any material adverse change in the financial

condition, business, or operations of any of American and its Subsidiary,

individually or taken as a whole, nor shall any event have occurred which,

with the lapse of time or the giving of notice, may cause or create any

material adverse change in the financial condition, business, or operations of

any of American and its Subsidiary.

6.4 Officer and Director Questionnaires. EPAT shall have received

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officer and director questionnaires completed and signed by each executive

officer and director to be designated and elected as officers and directors of

EPAT in form and substance reasonably satisfactory to EPAT and its counsel

which shall contain information for use by EPAT in reporting the transaction

contemplated hereby on Form 8-K and other documents to be filed with the SEC.

6.5 Other Items.

(a) EPAT shall have received a Shareholders list of American containing

the name, address, and number of shares held by the American Shareholders as

of the date of Closing certified by an executive officer of American as being

true, complete, and accurate.

(b) EPAT shall have received a certificate of good standing from the

Secretary of State of the State of Illinois or other appropriate office, dated

as of a date within ten days prior to the Closing Date certifying that

American is in good standing as a corporation in the State of Illinois.

instruments relating to the transactions contemplated hereby as EPAT may

reasonably request.

(d) EPAT shall have been furnished with the Consolidated US Financial

Statements not less than five days prior to the Closing.

(e) EPAT shall have received a certificate signed by an officer of

American in which American represents and warrants that there has been no

material change in the assets, liabilities, or financial condition of American

and its Subsidiary during the period from December 31, 2005 to the Closing

Date from the assets, liabilities, and financial condition of American and its

Subsidiary as of December 31, 2005 as shown in the Consolidated US Financial

Statements.

(f) EPAT shall have received a certificate signed by the principal

shareholder(s) of American, in which he (they) represent(s) and warrant(s)

that there has been no material change in the assets, liabilities, or

financial condition of American and its Subsidiary during the period from

December 31, 2005 to the Closing Date from the assets, liabilities, and

financial condition of American and its Subsidiary as of December 31, 2005 as

shown in the Consolidated US Financial Statements.

ARTICLE VII

CONDITIONS PRECEDENT TO OBLIGATIONS OF

AMERICAN AND THE SHAREHOLDERS

The obligations of American and the Shareholders under this Agreement are

subject to the satisfaction, at or before the Closing Date, of the following

conditions:

7.1 Accuracy of Representations. The representations and warranties

made by EPAT in this Agreement were true when made and shall be true as of the

Closing Date (except for changes therein permitted by this Agreement) with the

same force and effect as if such representations and warranties were made at

and as of the Closing Date, and EPAT shall have performed and complied with

all covenants and conditions required by this Agreement to be performed or

complied with by EPAT prior to or at the Closing. American shall have been

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furnished with a certificate, signed by a duly authorized executive officer of

EPAT and dated the Closing Date, to the foregoing effect.

7.2 Officer's Certificate. American shall have been furnished with a

certificate dated the Closing Date and signed by a duly authorized executive

officer of EPAT to the effect that no litigation, proceeding, investigation,

or inquiry is pending or, to the best knowledge of EPAT threatened, which

might result in an action to enjoin or prevent the consummation of the

transactions contemplated by this Agreement.

7.3 No Material Adverse Change. Prior to the Closing Date, there

shall not have occurred any material adverse change in the financial

condition, business, or operations of EPAT nor shall any event have occurred

which, with the lapse of time or the giving of notice, may cause or create any

material adverse change in the financial condition, business, or operations of

EPAT.

7.4 Good Standing. American shall have received a certificate of good

standing from the Secretary of State of the state of Nevada or other

appropriate office, dated as of a date within ten days prior to the Closing

Date certifying that EPAT is in good standing as a corporation in the State of

Nevada.

7.5 Other Items.

(a) American shall have received a Shareholders' list of EPAT from its

transfer agent, current at least within thirty (30) days prior to Closing,

containing the name, address and number of shares held by each such EPAT

Shareholders.

(b) American shall have received such further documents, certificates,

or instruments relating to the transactions contemplated hereby as American

may reasonably request.

ARTICLE VIII

TERMINATION

8.1 Termination.

(a) This Agreement may be terminated by the board of directors of

either EPAT or American at any time prior to the Closing Date if: (i) there

shall be any actual or threatened action or proceeding before any court or any

governmental body which shall seek to restrain, prohibit, or invalidate the

transactions contemplated by this Agreement and which, in the judgment of such

board of directors, made in good faith and based on the advice of its legal

counsel, makes it inadvisable to proceed with the exchange contemplated by

this Agreement; (ii) any of the transactions contemplated hereby are

disapproved by any regulatory authority whose approval is required to

consummate such transactions or in the judgment of such board of directors,

made in good faith and based on the advice of counsel, there is substantial

likelihood that any such approval will not be obtained or will be obtained

only on a condition or conditions which would be unduly burdensome, making it

inadvisable to proceed with the exchange; (iii) either party is not reasonably

satisfied with the results of its business, legal, and accounting due

diligence regarding the other conducted up to the Closing Date, or (iv) there

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shall have been any change after the date of the latest unaudited balance

sheet dated May 31, 2006 of EPAT in the assets, properties, business, or

financial condition of EPAT, which could have a materially adverse affect on

the value of the business of EPAT, except any changes disclosed in the EPAT

Schedules. In the event of termination pursuant to this paragraph (a) of

Section 8.1, no obligation, right, or liability shall arise hereunder, and

each party shall bear, except as provided in Section 8.1(e), all of the

expenses incurred by it in connection with the negotiation, drafting, and

execution of this Agreement and the transactions herein contemplated.

(b) This Agreement may be terminated at any time prior to the Closing

by action of the board of directors of EPAT if: (i) American shall fail to

comply in any material respect with any of its covenants or agreements

contained in this Agreement or if any of the representations or warranties of

American contained herein shall be inaccurate in any material respect; or (ii)

there shall have been any change after the date of the Consolidated US Balance

Sheet in the assets, properties, business, or financial condition of any of

American and its Subsidiary, which could have a materially adverse affect on

the value of the business of any of American and its Subsidiary, individually

and taken as a whole, except any changes disclosed in the American Schedules.

If this Agreement is terminated pursuant to this paragraph (b) of section 8.1,

this Agreement shall be of no further force or effect, and no obligation,

right, or liability shall arise hereunder, except that American and the

Shareholders shall bear their own costs as well as the costs incurred by EPAT

in connection with the negotiation, preparation, and execution of this

Agreement and qualifying the offer and sale of securities contemplated hereby

for exemption from the registration requirements of state and federal

securities laws.

(i) American or the Shareholders fail to comply with its

delivery and any other requirements or representations of Section 5.1

pertaining to the US Consolidated Financial Statements;

(ii) EPAT does not receive at Closing the certificates

described in Sections 6.2 and 6.5 (e) and (f) containing the unqualified

representations and warranties required by those sections; and

(iii) The Closing does not occur on or before July 31, 2006

because American or the Shareholders fail to deliver at the time and

place of Closing the certificates evidencing the American Stock duly

endorsed for transfer to EPAT or accompanied by stock powers executed in

blank by the Shareholders or any of the certificates, instruments, or

documents required by Article VI, above.

(d) This Agreement may be terminated at any time prior to the Closing

by action of the board of directors of American if EPAT shall fail to comply

in any material respect with any of its covenants or agreements contained in

this Agreement or if any of the representations or warranties of EPAT

contained herein shall be inaccurate in any material respect. If this

Agreement is terminated pursuant to this paragraph (c) of section 8.1, this

Agreement shall be of no further force or effect, and no obligation, right, or

liability shall arise hereunder, except that EPAT shall bear its own costs as

well as the costs of American incurred in connection with the negotiation,

preparation, and execution of this Agreement.

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(e) This Agreement will terminate at the sole election of American if:

(i) American does not receive at Closing the certificates

described in Section 7.2 containing the unqualified representations and

warranties required by those sections; and

(ii) the Closing does not occur on or before July 20, 2006,

because EPAT fails to deliver at the time and place of Closing the

certificates evidencing the 20,000,000 shares of EPAT Stock issued in

the names and amounts set forth on Schedule 1 to this Agreement (or in

lieu thereof irrevocable instructions to the transfer agent of EPAT to

issue and deliver said certificates) or any of the certificates,

instruments, or documents required by Article VII, above.

ARTICLE IX

MISCELLANEOUS

9.1 Brokers. EPAT, the Shareholders and American agree that, except

for First Equity Holdings Corp., referenced in Section 6.5(g) above, there

were no finders or brokers involved in bringing the parties together or who

were instrumental in the negotiation, execution, or consummation of this

Agreement. EPAT, on one hand, and American and the Shareholders on the other,

agree to indemnify the other against any claim by any third person for any

commission, brokerage, or finders' fee arising from the transactions

contemplated hereby based on any alleged agreement or understanding between

the indemnifying party and such third person, whether express or implied from

the actions of the indemnifying party.

9.2 Governing Law. This Agreement shall be governed by, enforced, and

construed under and in accordance with the laws of the United States of

America and, with respect to matters of state law, with the laws of Nevada.

Any dispute arising under or in any way related to this Agreement will be

submitted to binding arbitration before a single arbitrator by the American

Arbitration Association in accordance with the Association's commercial rules

then in effect. The arbitration will be conducted in Salt Lake City, Utah. The

decision of the arbitrator will set forth in reasonable detail the basis for

the decision and will be binding on the parties. The arbitration award may be

confirmed by any court of competent jurisdiction.

9.3 Notices. Any notices or other communications required or

permitted hereunder shall be sufficiently given if personally delivered to it

or sent by registered mail or certified mail, postage prepaid, or by prepaid

telegram addressed as follows:

If to EPAT: Earth Products & Technologies, Inc.

Attn: John Peters, President

2157 South Lincoln Street

Salt Lake City, UT 84106

Telephone: (801) 323-2395

Facsimile: (801) 364-5645

With copies to:

Daniel W. Jackson

2157 Lincoln Street

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Salt Lake City, Utah 84106

Telephone (801) 596-8338

Facsimile: (801) 364-5645

If to American or

the Shareholders

of American:

American Federal Mining Group, Inc.

Attn: Ms. Yu Xiao Jing, President

865 South Figueroa Street, Suite 3340

Los Angeles, CA 90017

Telephone: (213) 488-5131

Facsimile: (213) 488-5126

With copies to:

James C. Lewis, Esq.

JAMES C. LEWIS, L.C.

10 West 100 South #703

Salt Lake City, UT 84101

Telephone: (801) 994-3846

Facsimile: (801) 355-0289

or such other addresses as shall be furnished in writing by any party in the

manner for giving notices hereunder, and any such notice or communication

shall be deemed to have been given as of the date so delivered, mailed, or

telegraphed.

9.4 Attorney's Fees. In the event that any party institutes any

action or suit to enforce this Agreement or to secure relief from any default

hereunder or breach hereof, the breaching party or parties shall reimburse the

non-breaching party or parties for all costs, including reasonable attorneys'

fees, incurred in connection therewith and in enforcing or collecting any

judgment rendered therein.

9.5 Confidentiality. Each party hereto agrees with the other parties

that, unless and until the transactions contemplated by this Agreement have

been consummated, each party and their representatives will hold in strict

confidence all data and information obtained with respect to another party or

any subsidiary thereof from any representative, officer, director, or

employee, or from any books or records or from personal inspection, or such

other party, and shall not use such data or information or disclose the same

to others, except (i) to the extent such data or information is published, is

a matter of public knowledge, or is required by law to be published; and (ii)

to the extent that such data or information must be used or disclosed in order

to consummate the transactions contemplated by this Agreement.

9.6 Expenses of Stock Exchange. Except as otherwise provided for in

Section 8.1, EPAT and American agree that they will each bear their own costs

and expenses in negotiating and closing the transactions contemplated by this

Agreement, including but not limited to, attorneys' fees, accounting fees, due

diligence expenses, travel, printing, copying, mail, telephone and other

related expenses.

9.7 Third Party Beneficiaries. This contract is solely between EPAT,

the Shareholders and American and, except as specifically provided, no

director, officer, stockholder, employee, agent, independent contractor, or

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any other person or entity shall be deemed to be a third party beneficiary of

this Agreement.

9.8 Entire Agreement. This Agreement represents the entire agreement

(including the exhibits or schedules hereto) between the parties relating to

the subject matter hereof, including this Agreement alone fully and completely

expresses the agreement of the parties relating to the subject matter hereof.

There are no other courses of dealing, understandings, agreements,

representations, or warranties, written or oral, except as set forth herein.

9.9 Survival; Termination. The representations, warranties, and

covenants of the respective parties shall survive the Closing Date and the

consummation of the transactions herein contemplated.

9.10 Counterparts. This Agreement may be executed in multiple

counterparts, each of which shall be deemed an original and all of which taken

together shall be but a single instrument.

9.11 Amendment or Waiver. Every right and remedy provided herein

shall be cumulative with every other right and remedy, whether conferred

herein, at law, or in equity, and may be enforced concurrently herewith, and

no waiver by any party of the performance of any obligation by the other shall

be construed as a waiver of the same or any other default then, theretofore,

or thereafter occurring or existing. At any time prior to the Closing Date,

this Agreement may be amended by a writing signed by all parties hereto, with

respect to any of the terms contained herein, and any term or condition of

this Agreement may be waived or the time for performance hereof may be

extended by a writing signed by the party or parties for whose benefit the

provision is intended.

9.12 Construction. The parties have participated jointly in the

negotiation and drafting of this Agreement. In the event an ambiguity or

question of intent or interpretation arises, this Agreement shall be construed

as if drafted jointly by the parties and no presumption or burden of proof

shall arise favoring or disfavoring any Party by virtue of the authorship of

any of the provisions of this Agreement. Any reference to any federal, state,

local, or foreign statute or law shall be deemed also to refer to all rules

and regulations promulgated thereunder, unless the context otherwise requires.

The word "including" shall mean including without limitation. Disclosure

schedules delivered by the parties pursuant to this Agreement. All monetary

amounts stated in this Agreement are, unless specifically stated otherwise,

denominated in United States Dollars. The parties acknowledge and agree with

respect to their respective schedules that (i) the schedules may include

certain items and information solely for informational purposes for the

convenience of the parties hereto, (ii) the disclosure of any matter in a

schedule shall not be deemed to constitute an acknowledgment by the party

delivering the schedule that the matter is material or is required to be

disclosed pursuant to the provisions of this Agreement, (iii) any fact or item

disclosed in a schedule and referenced by a particular section in this

Agreement shall, should the existence of the fact or item or its contents be

relevant to any other section in this Agreement, be deemed to be disclosed

with respect to such other section only if a specific cross- reference is made to

such other section, (iv) the disclosure of any fact or item in a schedule shall not

represent an admission by the party delivering the schedule that such fact or item

actually constitutes non-compliance with, or a violation of, any law, regulation or

statute to which such disclosure is applicable as such disclosure has been made

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for purposes of creating exceptions to the representations and warranties made

by the party, and (v) each attachment referenced in a schedule shall be deemed

incorporated into and a part of such schedule.

9.13 Tax Disclosure Authorization. Notwithstanding anything herein to

the contrary, the parties (and each affiliate and person acting on behalf of

any party) agree that each party (and each employee, representative, and other

agent of such party) may disclose to any and all persons, without limitation

of any kind, the transaction's tax treatment and tax structure (as such terms

are used in 6011 and 6112 of the Internal Revenue Code of 1986, as amended and

regulations there under) contemplated by this Agreement and all materials of

any kind (including opinions or other tax analyses) provided to such party or

such person relating to such tax treatment and tax structure, subject to

compliance with disclosure obligations under applicable federal or state

securities laws; provided, however, that such disclosure many not be made

until the earlier of date of (a) public announcement of discussions relating

to the transaction, (b) public announcement of the transaction, or (c)

execution of an agreement to enter into the transaction. This authorization is

not intended to permit disclosure of any other information including (without

limitation) (v) any portion of any materials to the extent not related to the

transaction's tax treatment or tax structure, (w) the identities of

participants or potential participants, (x) the existence or status of any

negotiations, (y) any pricing or financial information (except to the extent

such pricing or financial information is related to the transaction's tax

treatment or tax structure), or (z) any other term or detail not relevant to

the transaction's tax treatment or the tax structure.

[Signatures on Following Page.]

IN WITNESS WHEREOF, the corporate parties hereto have caused this

Agreement to be executed by their respective officers, hereunto duly

authorized, as of the date first above-written.

Earth Products and Technologies, Inc.

/s/ John W. Peters

By:____________________________________

John W. Peters, President

American Federal Mining Group, Inc.

/s/ Yu Xiao Jing

By:___________________________________

Yu Xiao Jing, President

American's Shareholders:

[See Schedule 1]

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Schedule 1 to

STOCK EXCHANGE AGREEMENT

Dated July 14, 2006

The Common Stock of Earth Products & Technologies, Inc. to be issued

under section 1.1 and section 1.2 of the Stock Exchange Agreement shall be

issued to the following persons with a restrictive legend consistent with the

Securities Act of 1933, as amended:

Common Stock of

Earth Products & Technologies, Inc.

to be issued to the stockholders of

American Federal Mining Group, Inc.

and their designees . Number of Shares

Currently EPAT

American Exchange

Yu Xiaojing 14,917,000

___________________________________________________

Print Name

/s/ Yu Xiaojing

___________________________________________________

Signature

Xu Xueming 1,870,000

___________________________________________________

Print Name

/s/ Xu Xueming

___________________________________________________

Signature

Cui Helin 200,000

___________________________________________________

Print Name

/s/ Cui Helin

___________________________________________________

Signature

Dang Yu 213,000

___________________________________________________

Print Name

/s/ Dang Yu

___________________________________________________

Signature

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Yu Xiaoming 600,000

___________________________________________________

Print Name

/s/ Yu Xiaoming

___________________________________________________

Signature

Xu Xiaoyang 100,000

___________________________________________________

Print Name

/s/ Xu Xiaoyang

___________________________________________________

Signature

Xu Lun 200,000

___________________________________________________

Print Name

/s/ Xu Lun

___________________________________________________

Signature

Yu Long 400,000

___________________________________________________

Print Name

/s/ Yu Long

___________________________________________________

Signature

Song Qijiu 100,000

___________________________________________________

Print Name

/s/ Song Qijiu

___________________________________________________

Signature

Wang Ligang 100,000

___________________________________________________

Print Name

/s/ Wang Ligang

___________________________________________________

Signature

Trang Chong Hung 120,000

___________________________________________________

Print Name

/s/ Trang Chong Hung

___________________________________________________

Signature

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American Eastern Group, Inc. 260,000

___________________________________________________

Print Name

/s/ American Eastern Group, Inc.

___________________________________________________

Signature

American Eastern Securities, Inc. 90,000

___________________________________________________

Print Name

/s/ American Eastern Securities, Inc.

___________________________________________________

Signature

EIC Investments, LLC 90,000

___________________________________________________

Print Name

/s/ EIC Investments, LLC

___________________________________________________

Signature

Luminus Capital Management, Ltd. (Hong Kong) 220,000

___________________________________________________

Print Name

/s/ Luminus Capital Management, Ltd. (Hong Kong)

___________________________________________________

Signature

Allied Merit International Investments, Inc. (BVI) 520,000

___________________________________________________

Print Name

/s/ Allied Merit International Investments, Inc. (BVI)

___________________________________________________

Signature

TOTAL SHARES 20,000,000

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