UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K
                                    --------

                                  CURENT REPORT
     Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported) January 21, 2005.


                                XINHUA CHINA LTD.
                                -----------------
             (Exact name of registrant as specified in its chapter)


           Nevada                      000-33195                 88-0437644
           ------                      ---------                 ----------
(State or other jurisdiction          (Commission               (IRS Employer
      of incorporation                File Number)           Identification No.)

 PMB 680, 250 H Street, Blaine, WA                                      98230
-------------------------------------------                            -------
 (Address of principal executive offices)                             (Zip Code)


Registrant's telephone number, including area code   (604) 681-3864
                                                     --------------


    Suite 1880, 505 Burrard St., Vancouver, British Columbia, Canada, V7X 1M6
    -------------------------------------------------------------------------
          (Former name or former address, if changed since last report)




<PAGE>






ITEM 1.01.  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
------------------------------------------------------

On January 21 2005,  Xinhua China Ltd.  (the  "Company"),  Pac-Poly  Investments
Limited  ("Pac-Poly"),  a company organized under the laws of the British Virgin
Islands,  and the shareholders of Pac-Poly  executed a share purchase  agreement
(the "Share  Purchase  Agreement")  whereby the  shareholders  of Pac-Poly  have
transferred all of the issued and outstanding  shares in the capital of Pac-Poly
to the  Company in  exchange  for the  Company  issuing to the  shareholders  of
Pac-Poly on a pro rata basis an aggregate of  16,387,000  shares of common stock
of the Company. The Company now, indirectly through its wholly owned subsidiary,
Pac-Poly, owns 27% of the registered capital in Xinhua Publications  Circulation
&  Distribution  Co.,  Ltd.  ("Xinhua  C & D").  A copy of this  Share  Purchase
Agreement between the Company,  Pac-Poly and the shareholders of Pac-Poly, dated
January 21, 2005 is attached hereto as Exhibit 10.1.

In addition,  on January 21 2005, the Company,  Beijing Boheng  Investments Ltd.
("Boheng"),  a company  organized  under the laws of the  People's  Republic  of
China, and the  shareholders of Boheng executed a share purchase  agreement (the
"Share Purchase  Agreement") whereby the shareholders of Boheng have transferred
95% of the issued and outstanding shares in the capital of Boheng to the Company
in exchange for the Company issuing to the  shareholders of Boheng on a pro rata
basis an aggregate  of  18,613,000  shares of common  stock of the Company.  The
Company now, indirectly through its 95% majority owned subsidiary,  Boheng, owns
30.67% of the registered  capital in Xinhua C & D. A copy of this Share Purchase
Agreement  between the Company,  Boheng and the  shareholders  of Boheng,  dated
January 21, 2005 is attached hereto as Exhibit 10.2.

Furthermore,  on January 21, 2005,  the Company an its President,  Mr.  Xianping
Wang,  executed a letter  Agreement (the "Letter  Agreement"),  whereby Mr. Wang
agreed that upon  completion of the share  acquisition by the Company of 100% of
the  issued  and  outstanding  shares  of  Pac-Poly  and 95% of the  issued  and
outstanding  shares of Boheng,  Mr. Wang will  surrender  for  cancellation  and
return to the Company's  treasury  35,000,000 of the 45,000,000 shares of common
stock of the Company registered in Mr. Wang's name.


ITEM 8.01.  OTHER EVENTS
------------------------

Pursuant to Form 8-K, General  Instructions F, registrant hereby incorporates by
reference the press release attached hereto as Exhibit 99.1.


ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS
---------------------------------------------

Exhibit No.         Description
-----------         -----------
Exhibit 10.1        Share Purhase  Agreement  between the Company,  Pac-Poly and
                    the shareholders of Pac-Poly, dated January 21, 2005.

Exhibit 10.2        Share Purchase Agreement between the Company, Boheng and the
                    shareholders of Boheng, dated January 21, 2005.

Exhibit 99.1        Press Release dated January 21, 2005.





                                        2
<PAGE>






                                   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.

Dated:  January 28, 2005

                                                XINHUA CHINA LTD.
                                                -----------------


                                                By: /s/ Reg Handford
                                                   ---------------------------
                                                Name:    Reg Handford
                                                Title:   Director









































                                        3
<PAGE>






                                  EXHIBIT INDEX
                                  -------------


                                                                 Sequential Page
Number    Exhibit                                                    Number
------    -------                                                ---------------

 10.1     Share  Purchase  Agreement  between  the  Company,
          Pac-Poly and the  shareholders of Pac-Poly,  dated
          January 21, 2005.                                              5

 10.2     Share  Purchase  Agreement  between  the  Company,
          Boheng  and  the  shareholders  of  Boheng,  dated
          January 21, 2005.                                             49

 99.1     Press Release dated January 21, 2005.                         93












































                                        4
[{"type": "8-K", "sequence": "1", "filename": "xinhau8k012105.txt", "description": "XINHAU CHINA LTD. 8K, 01.21.05", "secsgml_size_bytes": 6484}]
{"company-data": {"conformed-name": "XINHUA CHINA LTD", "cik": "0001104904", "assigned-sic": "1000", "irs-number": "880437644", "state-of-incorporation": "NV", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-33195", "film-number": "05562098"}, "business-address": {"street1": "1880 -  505 BURRARD ST .", "street2": "(PO BOX 15)", "city": "VANCOUVER", "state": "A1", "zip": "V7X 1M6", "phone": "(604) 681-3864"}, "mail-address": {"street1": "1880 -  505 BURRARD ST .", "street2": "(PO BOX 15)", "city": "VANCOUVER", "state": "A1", "zip": "V7X 1M6"}, "former-company": {"former-conformed-name": "CAMDEN MINES LTD", "date-changed": "20000202"}}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K
                                    --------

                                  CURENT REPORT
     Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported) January 21, 2005.

                                XINHUA CHINA LTD.
                                -----------------
             (Exact name of registrant as specified in its chapter)

           Nevada                      000-33195                 88-0437644
           ------                      ---------                 ----------
(State or other jurisdiction          (Commission               (IRS Employer
      of incorporation                File Number)           Identification No.)

 PMB 680, 250 H Street, Blaine, WA                                      98230
-------------------------------------------                            -------
 (Address of principal executive offices)                             (Zip Code)

Registrant's telephone number, including area code   (604) 681-3864
                                                     --------------

    Suite 1880, 505 Burrard St., Vancouver, British Columbia, Canada, V7X 1M6
    -------------------------------------------------------------------------
          (Former name or former address, if changed since last report)
ITEM 1.01.  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
------------------------------------------------------

On January 21 2005,  Xinhua China Ltd.  (the  "Company"),  Pac-Poly  Investments
Limited  ("Pac-Poly"),  a company organized under the laws of the British Virgin
Islands,  and the shareholders of Pac-Poly  executed a share purchase  agreement
(the "Share  Purchase  Agreement")  whereby the  shareholders  of Pac-Poly  have
transferred all of the issued and outstanding  shares in the capital of Pac-Poly
to the  Company in  exchange  for the  Company  issuing to the  shareholders  of
Pac-Poly on a pro rata basis an aggregate of  16,387,000  shares of common stock
of the Company. The Company now, indirectly through its wholly owned subsidiary,
Pac-Poly, owns 27% of the registered capital in Xinhua Publications  Circulation
&  Distribution  Co.,  Ltd.  ("Xinhua  C & D").  A copy of this  Share  Purchase
Agreement between the Company,  Pac-Poly and the shareholders of Pac-Poly, dated
January 21, 2005 is attached hereto as Exhibit 10.1.

In addition,  on January 21 2005, the Company,  Beijing Boheng  Investments Ltd.
("Boheng"),  a company  organized  under the laws of the  People's  Republic  of
China, and the  shareholders of Boheng executed a share purchase  agreement (the
"Share Purchase  Agreement") whereby the shareholders of Boheng have transferred
95% of the issued and outstanding shares in the capital of Boheng to the Company
in exchange for the Company issuing to the  shareholders of Boheng on a pro rata
basis an aggregate  of  18,613,000  shares of common  stock of the Company.  The
Company now, indirectly through its 95% majority owned subsidiary,  Boheng, owns
30.67% of the registered  capital in Xinhua C & D. A copy of this Share Purchase
Agreement  between the Company,  Boheng and the  shareholders  of Boheng,  dated
January 21, 2005 is attached hereto as Exhibit 10.2.

Furthermore,  on January 21, 2005,  the Company an its President,  Mr.  Xianping
Wang,  executed a letter  Agreement (the "Letter  Agreement"),  whereby Mr. Wang
agreed that upon  completion of the share  acquisition by the Company of 100% of
the  issued  and  outstanding  shares  of  Pac-Poly  and 95% of the  issued  and
outstanding  shares of Boheng,  Mr. Wang will  surrender  for  cancellation  and
return to the Company's  treasury  35,000,000 of the 45,000,000 shares of common
stock of the Company registered in Mr. Wang's name.

ITEM 8.01.  OTHER EVENTS
------------------------

Pursuant to Form 8-K, General  Instructions F, registrant hereby incorporates by
reference the press release attached hereto as Exhibit 99.1.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS
---------------------------------------------

Exhibit No.         Description
-----------         -----------
Exhibit 10.1        Share Purhase  Agreement  between the Company,  Pac-Poly and
                    the shareholders of Pac-Poly, dated January 21, 2005.

Exhibit 10.2        Share Purchase Agreement between the Company, Boheng and the
                    shareholders of Boheng, dated January 21, 2005.

Exhibit 99.1        Press Release dated January 21, 2005.

                                        2
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.

Dated:  January 28, 2005

                                                XINHUA CHINA LTD.
                                                -----------------

                                                By: /s/ Reg Handford
                                                   ---------------------------
                                                Name:    Reg Handford
                                                Title:   Director

                                        3
EXHIBIT INDEX
                                  -------------

                                                                 Sequential Page
Number    Exhibit                                                    Number
------    -------                                                ---------------

 10.1     Share  Purchase  Agreement  between  the  Company,
          Pac-Poly and the  shareholders of Pac-Poly,  dated
          January 21, 2005.                                              5

 10.2     Share  Purchase  Agreement  between  the  Company,
          Boheng  and  the  shareholders  of  Boheng,  dated
          January 21, 2005.                                             49

 99.1     Press Release dated January 21, 2005.                         93

                                        4