FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
December 31, 2006
___________________________________________________________________
Date of Report (Date of earliest event reported)
GREATER CHINA CORPORATION
______________________________________________________________________
(Exact name of registrant as specified in its charter)
Delaware 000-15937 223057451
______________________________________________________________________
(State or other jurisdiction (Commission (IRS Employer File
of incorporation) Identification No.) Number):
One Rockefeller Plaza, Suite 1010
New York, NY 10020
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(Address of principal executive offices) (Zip Code)
(212) 765-4547
______________________________________________________________________
(Registrant's telephone number, including area code)
______________________________________________________________________
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
INFORMATION TO BE INCLUDED IN THE REPORT
Item 3.02 Unregistered Sales of Equity Securities.
(a) If the registrant sells equity securities in a transaction that is
not registered under the Securities Act, furnish the information set
forth in paragraphs (a) and (c) through (e) of Item 701 of Regulation
S-K or Regulation S-B, as applicable (17 CFR 229.701(a) and (c)
through (e) and 228.701(a) and (c) through (e), respectively). For
purposes of determining the required filing date for the Form 8-K
under this Item 3.02(a), the registrant has no obligation to disclose
information under this Item 3.02 until the registrant enters into an
agreement enforceable against the registrant, whether or not subject
to conditions, under which the equity securities are to be sold. If
there is no such agreement, the registrant must provide the disclosure
within four business days after the occurrence of the closing or
settlement of the transaction or arrangement under which the equity
securities are to be sold.
a. The date, title and amount of securities sold: December 31, 2006,
Common Stock, 1,141,071.
c. For securities sold for cash, the total offering price and the
total underwriting discounts or commissions. For securities sold other
than for cash, describe the transaction and the type and amount of
consideration received by the small business issuer: All securities
were issued in negotiated transactions either (i) in cancellation of
prior indebtedness of the issuer or
(ii) for services rendered or to be rendered.
d. The section of the Securities Act or the rule of the Commission
under which the small business issuer claimed exemption from
registration and the facts relied upon to make the exemption
available: Section 4(2) of the Securities Act of 1933. No general
solicitation or advertising was employed in connection with these
transactions and each stockholder had a pre- existing relationship
with the issuer, either as a creditor or as a service provider.
e. If the information called for by this paragraph (e) is being
presented on Form 8-K, Form 10-QSB, Form 10-Q, Form 10-KSB or
Form 10-K under the Exchange Act, and where the securities sold by the
registrant are convertible or exchangeable into equity securities, or
are warrants or options representing equity securities, disclose the
terms of conversion or exercise of the securities: The securities are
not convertible.
Item 9.01 Financial Statements and Exhibits.
List below the financial statements, pro forma financial information
and exhibits, if any, filed as a part of this report.
Greater China Corporation
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Statement of Income and Expense ($US)
-------------------------------------
<TABLE>
<CAPTION>
Ordinary Income/Expense Jan-Dec 2006 Jan-Dec 2005
----------------------- ------------ ------------
<S> <C> <C>
Expense
Administration Fees $ 120,000 $ 120,000
Advisor Fees 45,000 -
Agents Fee 100 100
Bank Charges 541 373
Corporate Expense 3,400 65,747 *
Corporate Restructuring - 129,910 *
Corporate Services 500 101,300 *
Directors Fees 18,750 -
Directors Meeting 2,210 -
Edgar Filing 1,000 -
Financing Expense 2,000 39,062 *
Franchise Tax 910 775
Investor Relations 9,350 -
Legal & Professional 33,024 19,148
Meeting 123 155
Office 562 20,050 *
Rent 42,000 42,000
Transfer Agent 5,900 2,135
Travel 2,737 45,000 *
------------ ------------
Total Expense 288,105 585,755
Net Ordinary Income (288,105) (585,755)
------------------- ------------ ------------
Net Income $ (288,105) $ (585,755)
---------- ------------ ------------
</TABLE>
* Includes one-time expenses associated with corporate restructuring.
Greater China Corporation
-------------------------
Balance Sheet ($US)
-------------------
<TABLE>
<CAPTION>
ASSETS Dec 31 2006 Dec 31 2005
------ ----------- -----------
<S> <C> <C>
Current Assets
Checking/Savings
Cash In Bank $ 1,691 $ 2
----------- -----------
Total Checking/Savings 1,691 2
Other Current Assets
Due For Professional Services 57,120 60,000
Loan to Affiliates 5,000 -
----------- -----------
Total Other Current Assets 62,120 60,000
Total Current Assets 63,811 60,002
----------- -----------
TOTAL ASSETS $ 63,811 $ 60,002
------------ ----------- -----------
LIABILITIES & EQUITY
--------------------
Liabilities
Current Liabilities
Other Current Liabilities
Accrued Expenses $ 31,624 $ -
Due For Administrative Services 106,840 59,300
----------- -----------
Total Other Current Liabilities 138,464 59,300
Total Current Liabilities 138,463 59,300
----------- -----------
Total Liabilities 138,464 59,300
----------- -----------
Equity
Additional Paid-In Capital 6,727,644 6,545,743
Common Stock 456,885 426,035
Retained Earnings (6,969,401) (6,383,646)
Treasury Stock (1,675) (1,675)
Net Income (288,105) (585,755)
----------- -----------
Total Equity (74,653) 702
----------- -----------
TOTAL LIABILITIES & EQUITY $ 63,811 $ 60,002
-------------------------- ----------- -----------
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
GREATER CHINA CORPORATION
(Registrant)
Date: April 20, 2007 By: /s/John W. Allen
-------------------------
John W. Allen, President
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