UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                          -----------------------------

                                    FORM 8-K
                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                 Date of Report:

                        (Date of earliest event reported)

                                 August 11, 2005

                          ----------------------------

                                 QORUS.COM, INC.
               (Exact name of registrant as specified in charter)


                                     Florida
         (State or other Jurisdiction of Incorporation or Organization)


         0-27551                                         65-0358792
(Commission File Number)                      (IRS Employer Identification No.)

                                 936A Beachland
                               Boulevard, Suite 13
                              Vero Beach, FL 32963
                         (Address of Principal Executive
                              Offices and zip code)

                                 (772) 231-7544
                             (Registrant's telephone
                          number, including area code)

                                       N/A
          (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 registrant under any of the
following provisions:

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17
      CFR 240.14a-12(b))

|_|   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))

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Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

         Information included in this Form 8-K may contain forward-looking
statements within the meaning of Section 27A of the Securities Act and Section
21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
This information may involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or achievements of
Qorus.com, Inc. ("Qorus") and Kangping Aluminum Factory Co., Ltd. ("Kangping")
to be materially different from future results, performance or achievements
expressed or implied by any forward-looking statements. Forward-looking
statements, which involve assumptions and describe the Qorus' and Kangping's
future plans, strategies and expectations, are generally identifiable by use of
the words "may," "should," "expect," "anticipate," "estimate," "believe,"
"intend" or "project" or the negative of these words or other variations on
these words or comparable terminology. Forward-looking statements are based on
assumptions that may be incorrect, and there can be no assurance that any
projections or other expectations included in any forward-looking statements
will come to pass. Qorus' and Kangping's actual results could differ materially
from those expressed or implied by the forward-looking statements as a result of
various factors. Except as required by applicable laws, Qorus undertakes no
obligation to update publicly any forward-looking statements for any reason,
even if new information becomes available or other events occur in the future.

Section 1 - Registrants' Business and Operations

Item 1.01  Entry into a Material Definitive Agreement.

         Effective August 11, 2005, Qorus.com, Inc., a Florida corporation
("Qorus"), entered into an Exchange Agreement ("Exchange Agreement") with Elwin
Group Limited, an International Business Company incorporated in the British
Virgin Islands ("Elwin"), each of the equity owners of Elwin (the "Elwin
Members"), and Keating Reverse Merger Fund, LLC ("KRM Fund"). Under the terms of
the Exchange Agreement, Qorus will, at closing, acquire all of the outstanding
capital stock and ownership interests of Elwin (the "Interests") from the Elwin
Members, and the Elwin Members will transfer and contribute all of their
Interests in Elwin to Qorus. In exchange, Qorus will issue to the Elwin Members
983,265 shares of Series A Convertible Preferred Stock, par value $0.01 per
share, of Qorus ("Preferred Shares"), which shall be convertible into
576,193,290 shares of Qorus' common stock ("Conversion Shares"). The issuance of
the Preferred Shares and, upon conversion, the shares of Qorus common stock
underlying the Preferred Shares, to the Elwin Members is intended to be exempt
from registration under the Securities Act of 1933, as amended (the "Securities
Act"), pursuant to Regulation S promulgated thereunder. A copy of the Exchange
Agreement is included as an Exhibit to this Current Report and is hereby
incorporated by this reference. All references to the Exchange Agreement and
other exhibits to this Current Report are qualified, in their entirety, by the
text of such exhibits.

         Elwin currently owns 100% of Shenyang Elwin Non Ferrous Metals Co.,
Ltd. ("Shenyang"), a wholly foreign owned enterprise ("WFOE") under the laws of
the Peoples' Republic of China ("PRC"). Prior to the closing of the exchange
transaction, Shenyang, Kangping and the equity owners of Kangping will enter

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into a Cooperation Agreement ("Cooperation Agreement"), under which Shenyang has
agreed to advise, consult, manage and operate Kangping's business in exchange
for Kangping's payment of all of its net profits (as defined in the Cooperation
Agreement) to Shenyang.

         Prior to closing of the exchange transaction, each of the equity owners
of Kangping will grant Shenyang the exclusive right and option to acquire all of
their shares of Kangping or all of the assets of Kangping ("Option Agreement")
and will further authorize Shenyang to vote the shares of Kangping and to act as
the representative for such holders in all matters respecting Kangping's shares
pursuant to proxies (the "Proxies").

         In connection with the execution of the Exchange Agreement, Qorus, KRM
Fund and Shenyang entered into a Guarantee and Assumption Agreement ("Guarantee
Agreement"), under which Shenyang has agreed to be jointly and severally liable
with Elwin and the Elwin Members for each and every obligation and liability of
Elwin and the Elwin Members under the Exchange Agreement as if it were a party
to the Exchange Agreement. KRM Fund is currently the majority stockholder of
Qorus. A copy of the Guarantee Agreement is included as an Exhibit to this
Current Report and is hereby incorporated by this reference

         Upon the closing of the exchange transaction, Qorus intends to file a
Current Report on Form 8-K announcing the closing of the exchange transaction
and will include proper disclosures required under Item 1.01 with respect to the
Cooperation Agreement, the Option Agreement and the Proxies, with each of the
foregoing agreements being included as Exhibits in such Current Report.

         Following completion of the exchange transaction, Elwin will become a
wholly-owned subsidiary of Qorus.

         Qorus is presently authorized under its Articles of Incorporation to
issue 50,000,000 shares of common stock, par value $0.001 per share, and
5,000,000 shares of preferred stock, par value $0.01 per share. Of the 5,000,000
shares of preferred stock authorized, 1,200,000 shares will be designated as
Series A Convertible Preferred Stock pursuant to Articles of Amendment to the
Articles of Incorporation of Qorus.com, Inc. ("Articles of Amendment"), which is
to be approved by Qorus' board of directors, and filed with and accepted by, the
Secretary of State of the State of Florida prior to the closing of the exchange
transaction (the "Closing").

         As of the date of this Report, Qorus has 49,184,800 shares of its
common stock issued and outstanding (which includes 3,010,000 shares of common
stock issued and held in treasury, which is to be cancelled prior to the
Closing) and no shares of preferred stock issued and outstanding. However,
immediately prior to the Closing and pursuant to the Exchange Agreement, Qorus
is to issue 18,410 Preferred Shares to Worldwide Gateway Co., Ltd. ("Gateway")
for acting as a finder in connection with the exchange transaction, which
Preferred Shares will be convertible into 10,788,260 shares of Qorus common
stock.

         Under the terms of the Exchange Agreement, all of the outstanding
Interests of Elwin will be exchanged for 983,265 Preferred Shares of Qorus. Each
Preferred Share will be convertible into 586 shares of Qorus common stock (the
"Conversion Rate"). The Preferred Shares will immediately and automatically be

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converted into shares of Qorus common stock (the "Mandatory Conversion") upon
the approval by a majority of Qorus' stockholders (voting together on an
as-converted-to-common-stock basis), following the exchange transaction, of an
increase in the number of authorized shares of Qorus' common stock from
50,000,000 to 150,000,000, and a 1 for 10 reverse stock split of Qorus'
outstanding common stock ("Reverse Split").

         The holders of shares of Series A Preferred Stock will be entitled to
vote together with the holders of the common stock, as a single class, upon all
matters submitted to holders of common stock for a vote. Each share of Series A
Preferred Stock will carry a number of votes equal to the number of shares of
common stock issuable in a Mandatory Conversion based on the then applicable
Conversion Rate. As such, immediately following the exchange transaction, the
Elwin Members will own 91% of the total combined voting power of all classes of
Qorus' outstanding stock entitled to vote.

         Upon Mandatory Conversion of the Preferred Shares, and subject to an
adjustment of the Conversion Rate as a result of the Reverse Split, the Elwin
Members will, in the aggregate, receive approximately 57,619,331 shares of
Qorus' common stock, representing 91% of the outstanding shares of Qorus' common
stock immediately following the Mandatory Conversion. The existing stockholders
of Qorus will, following the Mandatory Conversion and Reverse Split, own
approximately 4,617,481 shares of Qorus' common stock, representing 7.3% of the
outstanding shares of common stock. Gateway will, following the Mandatory
Conversion and Reverse Split, own approximately 1,078,826 shares of Qorus'
common stock, representing 1.7% of the outstanding shares of common stock

         Accordingly, if the exchange transaction closed, and the Mandatory
Conversion and the Reverse Split occurred, as of the date of this Report, Qorus'
currently outstanding common stock (currently 46,174,800 shares) would be
converted into 4,617,481 shares of common stock and would represent 7.3% of
Qorus' total common stock outstanding.

         In connection with the Reverse Split, Qorus' board of directors may, in
its discretion, provide special treatment to certain Qorus stockholders to
preserve round lot holders (i.e., holders owning at least 100 shares) after the
Reverse Split. In the event Qorus' board determines to provide such special
treatment, Qorus stockholders holding 1,000 or fewer shares of common stock but
at least 100 shares of common stock will receive 100 shares of common stock
after the Reverse Split, and persons holding less than 100 shares of common
stock would not be affected. The terms and conditions of special treatment
afforded to Qorus stockholders to preserve round lot stockholders, if any,
including the record dates for determining which stockholders may be eligible
for such special treatment, will be established in the discretion of Qorus'
board of directors.

         Effective as of the closing of the exchange transaction, and subject to
applicable regulatory requirements, including the preparation, filing and
distribution to the Qorus stockholders of a Schedule 14(f)-1 Notice to
Stockholders at least ten (10) days prior to the Closing, the existing officers
and directors of Qorus will resign, and the newly-appointed directors of Qorus
will consist of one member of Kangping's current management, Shushun Feng
(Kangping's Chairman and Chief Executive Officer), one person who shall have

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been selected by Shushun Feng and shall be an independent director, two persons
who shall have been selected by Shushun Feng and may be either independent or
non-independent directors, and one independent director to be designated by KRM
Fund and acceptable to Shushun Feng ("KRM Designate"). Shushun Feng has agreed
that by the earlier of the date Qorus submits the listing application to any
exchange or June 30, 2006, the board composition shall be in compliance with the
rules of the American Stock Exchange or NASD Marketplace Rules.

         Additional information concerning Shushun Feng and other persons who
will serve as Qorus directors will be included in the Schedule 14(f)-1 Notice to
Stockholders which will be filed with the SEC and mailed to stockholders at
least ten (10) days prior to the closing of the exchange transaction.

         At or prior to the Closing, pursuant to the terms of the Exchange
Agreement, Qorus will also enter into a certain financial advisory agreement
with Keating Securities, LLC ("Keating Securities"), a registered broker-dealer,
under which Keating Securities will be compensated by Qorus for its advisory
services rendered to Qorus in connection with the exchange transaction. The
transaction advisory fee will be $440,000. This fee shall be paid as follows:
(i) $360,000 shall be paid at the closing of the exchange transaction, and (ii)
the remaining $80,000 will be paid by November 30, 2005.

         Qorus' completion of the transactions contemplated under the Exchange
Agreement are subject to the satisfaction of certain contingencies including,
without limitation, the delivery of U.S. GAAP audited annual, interim reviewed
and pro forma financial information of Elwin (on a consolidated basis with
Shenyang and Kangping) acceptable to Qorus, compliance with regulatory
requirements, the execution of the Cooperation Agreement, Option Agreement and
Proxies, execution of a certain debt repayment agreement between Kangping,
Shenyang Fangyuan Aluminum Group Co., Ltd. ("Fangyuan Group"), Kangping's
majority owner, and Shushun Feng , and the filing with and acceptance by the
Secretary of State of the State of Florida of the Articles of Amendment.
Consummation of the exchange transaction is also conditioned upon, among other
things: (i) execution by KRM Fund and each Elwin Member of a certain voting
agreement; (ii) continued quotation of Qorus' common stock on the NASD
Over-the-Counter Electronic Bulletin Board ("OTC BB"); (iii) receipt of all
required licenses, permits, certificates and approvals by the PRC government
authorities; and (iv) delivery of legal opinions from Elwin's U.S. and PRC legal
counsels satisfactory to Qorus.

         The directors of Qorus and the managing member of KRM Fund have
approved the Exchange Agreement, the Guarantee Agreement, and the transactions
contemplated under the Exchange Agreement. The directors and members of Elwin
have approved the Exchange Agreement and the transactions contemplated
thereunder. The directors and owners of Shenyang have approved the Guarantee
Agreement.

         The parties expect the closing of the transactions under the Exchange
Agreement to occur on or about September 15, 2005. However, there can be no
assurances that the exchange transaction will be completed.

         The Exchange Agreement may be terminated as follows: (i) by mutual
consent, (ii) by either party if the exchange transaction is not consummated by
September 15, 2005 , (iii) by either party if the exchange transaction is

<PAGE>

prohibited by issuance of an order, decree or ruling, and (iv) by either party
if the other is in material breach of any representation, warranty, covenant or
agreement.

         Kevin R. Keating is the father of the principal member of Keating
Investments, LLC. Keating Investments, LLC is the managing member of KRM Fund,
which is the majority stockholder of Qorus, and Keating Securities, LLC, the
registered broker-dealer affiliate of Keating Investments, LLC. Kevin R. Keating
is not affiliated with and has no equity interest in Keating Investments, LLC,
KRM Fund or Keating Securities, LLC and disclaims any beneficial interest in the
shares of Qorus' common stock owned by KRM Fund. Similarly, Keating Investments,
LLC, KRM Fund and Keating Securities, LLC disclaim any beneficial interest in
the shares of Qorus' common stock currently owned by Kevin R. Keating.

Business of Qorus

         Qorus is currently a public "shell" company with nominal assets whose
sole business has been to identify, evaluate and investigate various companies
with the intent that, if such investigation warrants, a reverse merger
transaction could be negotiated and completed pursuant to which Qorus would
acquire a target company with an operating business with the intent of
continuing the acquired company's business as a publicly held entity.

Business of Kangping

         Pursuant to the Exchange Agreement, Qorus intends to acquire 100% of
the capital stock of Elwin Group Limited ("Elwin"), an international business
company incorporated in the Territory of the British Virgin Islands on November
5, 2004. Elwin was organized by Shushun Feng and Yuying Liu, his wife. Shushun
Feng and Yuying Liu are the beneficial owners of Kangping. They own
approximately 60% and 23%, respectively, of the capital stock of Elwin.

         Elwin organized Shenyang Elwin Non Ferrous Metals Co., Ltd.
("Shenyang") as a limited liability company in the PRC on May 18, 2005. Shenyang
was organized to be a wholly foreign owned enterprise ("WFOE") and received its
WFOE approval from the appropriate PRC government agency on May 18, 2005.

         Prior to and as a condition of the closing of the exchange transaction,
Shenyang and Kangping will enter into the Cooperation Agreement. Under the
Cooperation Agreement, Shenyang has agreed to advise, consult, manage and
operate Kangping's business in exchange for Kangping's payment of all of its net
profits (as defined in the Cooperation Agreement) to Shenyang. Accordingly, as a
result of the Cooperation Agreement, Shenyang will control substantially all of
the operations of Kangping and will be entitled to receive all of the net
profits generated by Kangping's operations.

         Kangping is a limited liability company under the laws of the PRC
organized on May 28, 1998 and a domestic enterprise with exclusively domestic
capital registered in Liaoning Province in the PRC. Kangping is currently owned
80% by Fangyuan Group and 20% by Yuying Liu. Fangyuan Group, a former
state-owned enterprise in the PRC established in the 1960s and privatized in

<PAGE>

1997, is owned 90% by Shushun Feng and 10% by Yuying Liu, his wife. In 1998,
Fangyuan Group established Kangping to produce primary aluminum ingots with an
initial registered capital of $12 million. Kangping received its business
operating license on May 28, 1998 from the PRC government authorities. Fangyuan
Group is engaged in aluminum fabrication and procures of all of its primary
aluminum products from Kangping.

         Kangping is a producer of primary aluminum ingots and is located in
Kangping County, Shenyang, Liaoning Province, an industrial area in the
northeastern part of the PRC. Kangping's products consist of aluminum foundry
ingots which are used for remelting and aluminum alloy ingots which are used for
fabrication and extrusion. Kangping's primary manufacturing operations involve
the extraction of aluminum metal from aluminum oxide (alumina) through
electrolytic reduction in a process commonly known as smelting. Kangping further
processes the extracted liquid aluminum into primary aluminum ingots through a
casting process. Primary aluminum ingots are commodity aluminum suitable for
commercial aluminum product market consisting of foundries, fabricators and
others who supply finished aluminum products for the energy, electric power,
railway, automotive, construction, mechanics, electronic appliance and consumer
goods industries.

         The principal executive office of Kangping is located at Daolantaohai
Village, Shengli Town, Kangping County, Shenyang, People's Republic of China.
Shushun Feng, Yuying Liu, Zhibin Tong and Zhengyu Du are the executive officers
of Kangping. A brief background description of each executive officer is set
forth below.

         Kangping's plant occupies about 27.6 acres and has two electrolytic
potlines, with 84 and 88 electrolytic pots, respectively. The Kangping plant
commenced construction in 1998 and started operations at the beginning of 2000.
It is a modern primary aluminum plant equipped with facilities and technology
imported from Japan and Taiwan. Kangping's plant uses a self-baking electrolytic
pot facility, an older manufacturing process as compared to a pre-baking
electrolytic pot facility. However, with a specially-designed, advanced
computerized production process which incorporates anti-pollution devices,
Kangping believes that it is the first self-baking facility in PRC meeting the
increasingly stringent local environmental standards. Kangping's management also
believes it is one of the most technologically advanced and environmentally
friendly self-baking primary aluminum plants in the PRC. The self-baking
electrolytic pot facility also incorporates some of the technology used in
pre-baking electrolytic pot facility.

         Kangping currently has an annual production capacity of primary
aluminum ingots of approximately 30,000 tons and is the only primary aluminum
ingot manufacturer in Shenyang City, a major industrial city in the PRC with a
population exceeding 7 million people. Based on available information,
Kangping's management believes Kangping was the 47th largest primary aluminum
producer in the PRC in terms of production volume capacity in 2003. However,
Kangping is one of only three primary aluminum producers in the industry heavy,
northeastern region of the PRC. The only larger producer in this region is
Fushun Aluminum Factory, a state-owned enterprise also located in Liaoning
Province, with a capacity of over 100,000 tons per year.

         Alumina is the main raw material in the production of primary aluminum.
Kangping purchases about 50% of the alumina required for its smelting operations
from China Corporation of Aluminum ("Chalco"), a state-owned enterprise and the
major domestic supplier of alumina in the PRC. The remainder of its alumina

<PAGE>

requirements are sourced from state-sanctioned import and export companies such
as China Tianjin Non-Ferrous Metal Imports and Exports Co. Ltd and China
Aluminum International Trade Co. Ltd. The PRC government does not set or
regulate prices for alumina. Chalco sets prices for domestically produced
alumina by reference to the then prevailing prices for imports. The prices of
alumina imported into China are based on international prices for alumina, a
market which has been recently volatile due to the strong demand from the PRC. .

         Smelting primary aluminum requires a substantial, continuous supply of
electricity. So the availability and price of electricity are among the key
considerations in primary aluminum production operations. Electricity costs
account for about 30-40% of the total cost to manufacture primary aluminum.
Kangping relies on electricity from local power grids for its smelter
operations. Prices for electricity supplied by the power grids under one to
three year, renewable power supply contracts are set by the PRC government based
power generation costs in the region and consumers' ability to pay. Industrial
users within each region are generally subject to a common electricity tariff
schedule, but rates vary, sometimes substantially, across regions according to
costs of each power grids. Kangping accesses its power supply from the Northeast
Power Grid, which Kangping management believes is one of the largest and more
reliable electric power supply networks in the PRC. Kangping has applied for and
received preferential electricity tariff rates in the past, but there is no
assurance that these preferential rates will continue in the future.

         Kangping serves customers throughout the PRC, with most of its
customers located in the northern and northeastern industrial regions. All of
Kangping's sales are to domestic customers consisting primarily of domestic
aluminum fabricators, which use primary aluminum as raw material for further
processing, and aluminum distributors, which resell primary aluminum products to
domestic aluminum fabricators and other purchasers. Prices for primary aluminum
products are set based on the primary aluminum spot prices on the Shanghai
Futures Exchange, which Kangping's management believes generally follows trends
in the London Metals Exchange (LME), production costs, and market supply and
demand dynamics.

         Products of Kangping are mainly targeted at industrial users in the
following sectors:

      o     Aluminum fabrication factories
      o     Automobile manufacturers
      o     Electric power industries
      o     Railway and passenger train industries
      o     Machinery, metallurgy and chemical industries
      o     Medical manufacturers
      o     Steel manufacturers
      o     Aluminum foil manufacturers
      o     Electrical appliances manufacturers
      o     Cooking utensils manufacturers

         For 2003 and 2004, Kangping had revenues of approximately $41.9 million

<PAGE>

and $43.8 million, respectively. Sales of primary aluminum products in tons for
2003 and 2004 was 28,999 tons and 26,975 tons, respectively. For 2003 and 2004,
Kangping's two largest customers accounted for 41% and 38% of revenues,
respectively. Sales to these two customers were as follows:

      o     Sales to Shenyang Fangyuan Aluminum Group Co., Ltd., a aluminum
            fabrication company controlled by Shushun Feng and Yuying Liu,
            totaled $12.3 million, or 29% of sales, in 2003, and $10.2 million,
            or 23% of sales, in 2004.

      o     Sales to Liaoning Wanxingda Wire & Cable Co., Ltd., a non-related
            company, totaled $4.8 million, or 12% of sales, in 2003, and $6.4
            million, or 15% of sales, in 2004.

         Sales to Shenyang Fangyuan Aluminum Group Co., Ltd. are made at market
prices comparable to prices paid by Kangping's other customers.

         For 2003 and 2004, Kangping had net income of approximately $3.2
million and $2.1 million, respectively.

         Kangping's competition includes other local domestic smelters. There
are over 120 primary aluminum smelters operating in the PRC, all of which sell
all or substantially all of their products domestically. Kangping is considered
the second largest primary aluminum producers in northeast three provinces in
the PRC. Its major competitor in the northeast region is Fushun Aluminum
Factory, a state-owned enterprise also located in Liaoning Province, with a
capacity of over 100,000 tons per year. In this northeast region, demand for
primary aluminum generally exceeds the supply and, as a result, Kangping can
generally sell its most of its production output. Although there are a number of
primary smelters in other areas in the PRC, it is not economic to ship primary
aluminum to these northeast provinces and charge customers at the same price as
local producers. Kangping does face competition from other large domestic and
international primary aluminum producers which may be better capitalized and
have more resources than Kangping.

         To meet the increasing demand on primary and high-purity aluminum in
the PRC and the world, Kangping is exploring expansion and renovation of its
current production lines to increase production capacity from 30,000 tons to
50,000 tons, including the capacity to produce up to 20,000 tons of high-purity
aluminum ingots and 10,000 tons of high-purity electric aluminum foils, products
which are high technology and higher value added. Kangping does not currently
produce them. It has developed the feasibility study on those two types of new
products and obtained the necessary local governmental approval to develop them.
Significant additional investment will be required for the expansion and
renovation and to commence production of these new products, and there can be no
assurance that such additional investment will be available, or if available,
that it will be on acceptable terms.

         High-purity aluminum refers to aluminum with aluminum content over
99.995%, which is generally produced by further refining primary aluminum (with

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aluminum content around 99.7%). Demand for high-purity aluminum, as a target
material for integrated circuits, is greatly driven by the growth of the
electronics industry, and is experiencing increasing applications in aerospace,
chemical, and metallurgical industries. Currently, manufacturing of electrolytic
capacitors and computer hard disks consumes 70% to 80% of the worldwide
production of high-purity aluminum.

         Kangping's management believes there are fewer than 10 companies
worldwide that are able to produce high-purity aluminum at a meaningful amount.
In the PRC, only Xinjiang Joinworld Co., Ltd., a Shanghai-listed company, can
produce high-purity aluminum at 10,000 tons per annum. The major overseas
producers of high-purity aluminum in Norsk Hydro ASA, Pechinery and RUAL of
Russia. Kangping's management believes that total worldwide demand for
high-purity aluminum currently outstrips available supply by a wide margin both
in and outside the PRC.

         Kangping has formed a strategic alliance with Beijing Technology
University in research and development for aluminum related products and expects
to license certain technology, including high-purity aluminum technology, from
Beijing Technology University, which currently provides technology support to
the PRC's only high-purity aluminum manufacturer (Xinjiang Joinworld Co., Ltd.).

         Based on the current supply and demand imbalance in the high-purity
aluminum market, Kangping's management believes that the selling price of
high-purity aluminum can command a premium of about 100% over the current prices
of primary aluminum products.

         Kangping currently has approximately 510 employees in the following
areas:

                  Primary aluminum production                 455
                  Research and development                      8
                  Sales and marketing                           3
                  Corporate and administration                 44

         A brief description of the executive officers of Kangping are as
follows:

Shushun Feng, Chief Executive Officer (age 53)

Shushun Feng joined Shenyang Aluminum Material Factory, a state-owned enterprise
in the PRC and predecessor of Shenyang Fangyuan Aluminum Co., Ltd., as a laborer
in 1972 and rose to the position of General Manager in 1987. In 1997, Mr. Feng
acquired Shenyang Fangyuan Aluminum Co., Ltd. and formed Shenyang Fangyuan
Aluminum Group Co., Ltd. ("Fangyuan Group"). Mr. Feng graduated from the
University of Liaoning in 1992 with a Masters Degree in International Finance.

Yuying Liu, Chairman _(age 50)

Yuying Liu, the wife of Shushun Feng, joined Shenyang Aluminum Material Factory
in 1984 as an accountant. Ms. Liu has been Chairman of Kangping since 1998. Ms.
Liu has over 30 years' experience in finance, internal controls and corporate
management.

<PAGE>

Zhibin Tong, Chief Financial Officer (age 43)

Zhibin Tong joined Fangyuan Group as a Financial Manager in 1990. Mr. Tong
became the Chief Financial Officer of Kangping in 1998. Prior to joining
Fangyuan Group, Mr. Tong worked for Shenyang Machinery Factory as Accounting
Supervisor for seven years. He graduated from Shanghai Air Force Political
College with major in accounting.

Zhengyu Du, General Manager (age 62)

Zhengyu Du joined Shenyang Aluminum Material Factory in 1970 and was promoted to
operations chief in 1988. After the private acquisition of Shenyang Aluminum
Material Factory in 1997, Mr. Du became the general manager of Kangping. Mr. Du
graduated from Fuxin Metal & Mining College in Liaoning Province.

Item 9.01  Financial Statements and Exhibits.

      (a) Financial statements of business acquired. Financial statements of
Kangping will be provided on a Current Report on Form 8-K following the closing
of the exchange transaction in the time required for the filing of such
financial statements on Form 8-K.

      (b) Pro forma financial information. Pro forma financial information will
be provided on a Current Report on Form 8-K following the closing of the
exchange transaction in the time required for the filing of such financial
information on Form 8-K.

(c) Exhibits.

      2.1   Exchange Agreement by and among Qorus.com, Inc., a Florida
            corporation ("Qorus"), Keating Reverse Merger Fund, LLC, a Delaware
            limited liability company ("KRM Fund"), Elwin Group Limited, an
            International Business Company incorporated in the British Virgin
            Islands ("Elwin"), and each of the members of Elwin dated August 11,
            2005.

      2.2   Guarantee and Assumption Agreement by and among Qorus, KRM Fund,
            Shenyang Elwin Non-Ferrous Metals Co., Ltd. ("Shenyang"), a limited
            liability company under the Company Law of The People's Republic of
            China (the "PRC") dated August 11, 2005.

<PAGE>

                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934,
Qorus.com, Inc. has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                      Qorus.com, Inc.


Date:  August 17, 2005                By:    /s/ Kevin R. Keating
                                             -------------------------------
                                             Kevin R. Keating, President and
                                             Sole Director

<PAGE>

                                  EXHIBIT INDEX


  Exhibit
  Number                       Description of Exhibit
  ------                       ----------------------

      2.1   Exchange Agreement by and among Qorus.com, Inc., a Florida
            corporation ("Qorus"), Keating Reverse Merger Fund, LLC, a Delaware
            limited liability company ("KRM Fund"), Elwin Group Limited, an
            International Business Company incorporated in the British Virgin
            Islands ("Elwin"), and each of the members of Elwin dated August 11,
            2005

      2.2   Guarantee and Assumption Agreement by and among Qorus, KRM Fund,
            Shenyang Elwin Non-Ferrous Metals Co., Ltd. ("Shenyang"), a limited
            liability company under the Company Law of The People's Republic of
            China (the "PRC") dated August 11, 2005.
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UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                          -----------------------------

                                    FORM 8-K
                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                 Date of Report:

                        (Date of earliest event reported)

                                 August 11, 2005

                          ----------------------------

                                 QORUS.COM, INC.
               (Exact name of registrant as specified in charter)

                                     Florida
         (State or other Jurisdiction of Incorporation or Organization)

         0-27551                                         65-0358792
(Commission File Number)                      (IRS Employer Identification No.)

                                 936A Beachland
                               Boulevard, Suite 13
                              Vero Beach, FL 32963
                         (Address of Principal Executive
                              Offices and zip code)

                                 (772) 231-7544
                             (Registrant's telephone
                          number, including area code)

                                       N/A
          (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 registrant under any of the
following provisions:

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17
      CFR 240.14a-12(b))

|_|   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))
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

         Information included in this Form 8-K may contain forward-looking
statements within the meaning of Section 27A of the Securities Act and Section
21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
This information may involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or achievements of
Qorus.com, Inc. ("Qorus") and Kangping Aluminum Factory Co., Ltd. ("Kangping")
to be materially different from future results, performance or achievements
expressed or implied by any forward-looking statements. Forward-looking
statements, which involve assumptions and describe the Qorus' and Kangping's
future plans, strategies and expectations, are generally identifiable by use of
the words "may," "should," "expect," "anticipate," "estimate," "believe,"
"intend" or "project" or the negative of these words or other variations on
these words or comparable terminology. Forward-looking statements are based on
assumptions that may be incorrect, and there can be no assurance that any
projections or other expectations included in any forward-looking statements
will come to pass. Qorus' and Kangping's actual results could differ materially
from those expressed or implied by the forward-looking statements as a result of
various factors. Except as required by applicable laws, Qorus undertakes no
obligation to update publicly any forward-looking statements for any reason,
even if new information becomes available or other events occur in the future.

Section 1 - Registrants' Business and Operations

Item 1.01  Entry into a Material Definitive Agreement.

         Effective August 11, 2005, Qorus.com, Inc., a Florida corporation
("Qorus"), entered into an Exchange Agreement ("Exchange Agreement") with Elwin
Group Limited, an International Business Company incorporated in the British
Virgin Islands ("Elwin"), each of the equity owners of Elwin (the "Elwin
Members"), and Keating Reverse Merger Fund, LLC ("KRM Fund"). Under the terms of
the Exchange Agreement, Qorus will, at closing, acquire all of the outstanding
capital stock and ownership interests of Elwin (the "Interests") from the Elwin
Members, and the Elwin Members will transfer and contribute all of their
Interests in Elwin to Qorus. In exchange, Qorus will issue to the Elwin Members
983,265 shares of Series A Convertible Preferred Stock, par value $0.01 per
share, of Qorus ("Preferred Shares"), which shall be convertible into
576,193,290 shares of Qorus' common stock ("Conversion Shares"). The issuance of
the Preferred Shares and, upon conversion, the shares of Qorus common stock
underlying the Preferred Shares, to the Elwin Members is intended to be exempt
from registration under the Securities Act of 1933, as amended (the "Securities
Act"), pursuant to Regulation S promulgated thereunder. A copy of the Exchange
Agreement is included as an Exhibit to this Current Report and is hereby
incorporated by this reference. All references to the Exchange Agreement and
other exhibits to this Current Report are qualified, in their entirety, by the
text of such exhibits.

         Elwin currently owns 100% of Shenyang Elwin Non Ferrous Metals Co.,
Ltd. ("Shenyang"), a wholly foreign owned enterprise ("WFOE") under the laws of
the Peoples' Republic of China ("PRC"). Prior to the closing of the exchange
transaction, Shenyang, Kangping and the equity owners of Kangping will enter
into a Cooperation Agreement ("Cooperation Agreement"), under which Shenyang has
agreed to advise, consult, manage and operate Kangping's business in exchange
for Kangping's payment of all of its net profits (as defined in the Cooperation
Agreement) to Shenyang.

         Prior to closing of the exchange transaction, each of the equity owners
of Kangping will grant Shenyang the exclusive right and option to acquire all of
their shares of Kangping or all of the assets of Kangping ("Option Agreement")
and will further authorize Shenyang to vote the shares of Kangping and to act as
the representative for such holders in all matters respecting Kangping's shares
pursuant to proxies (the "Proxies").

         In connection with the execution of the Exchange Agreement, Qorus, KRM
Fund and Shenyang entered into a Guarantee and Assumption Agreement ("Guarantee
Agreement"), under which Shenyang has agreed to be jointly and severally liable
with Elwin and the Elwin Members for each and every obligation and liability of
Elwin and the Elwin Members under the Exchange Agreement as if it were a party
to the Exchange Agreement. KRM Fund is currently the majority stockholder of
Qorus. A copy of the Guarantee Agreement is included as an Exhibit to this
Current Report and is hereby incorporated by this reference

         Upon the closing of the exchange transaction, Qorus intends to file a
Current Report on Form 8-K announcing the closing of the exchange transaction
and will include proper disclosures required under Item 1.01 with respect to the
Cooperation Agreement, the Option Agreement and the Proxies, with each of the
foregoing agreements being included as Exhibits in such Current Report.

         Following completion of the exchange transaction, Elwin will become a
wholly-owned subsidiary of Qorus.

         Qorus is presently authorized under its Articles of Incorporation to
issue 50,000,000 shares of common stock, par value $0.001 per share, and
5,000,000 shares of preferred stock, par value $0.01 per share. Of the 5,000,000
shares of preferred stock authorized, 1,200,000 shares will be designated as
Series A Convertible Preferred Stock pursuant to Articles of Amendment to the
Articles of Incorporation of Qorus.com, Inc. ("Articles of Amendment"), which is
to be approved by Qorus' board of directors, and filed with and accepted by, the
Secretary of State of the State of Florida prior to the closing of the exchange
transaction (the "Closing").

         As of the date of this Report, Qorus has 49,184,800 shares of its
common stock issued and outstanding (which includes 3,010,000 shares of common
stock issued and held in treasury, which is to be cancelled prior to the
Closing) and no shares of preferred stock issued and outstanding. However,
immediately prior to the Closing and pursuant to the Exchange Agreement, Qorus
is to issue 18,410 Preferred Shares to Worldwide Gateway Co., Ltd. ("Gateway")
for acting as a finder in connection with the exchange transaction, which
Preferred Shares will be convertible into 10,788,260 shares of Qorus common
stock.

         Under the terms of the Exchange Agreement, all of the outstanding
Interests of Elwin will be exchanged for 983,265 Preferred Shares of Qorus. Each
Preferred Share will be convertible into 586 shares of Qorus common stock (the
"Conversion Rate"). The Preferred Shares will immediately and automatically be
converted into shares of Qorus common stock (the "Mandatory Conversion") upon
the approval by a majority of Qorus' stockholders (voting together on an
as-converted-to-common-stock basis), following the exchange transaction, of an
increase in the number of authorized shares of Qorus' common stock from
50,000,000 to 150,000,000, and a 1 for 10 reverse stock split of Qorus'
outstanding common stock ("Reverse Split").

         The holders of shares of Series A Preferred Stock will be entitled to
vote together with the holders of the common stock, as a single class, upon all
matters submitted to holders of common stock for a vote. Each share of Series A
Preferred Stock will carry a number of votes equal to the number of shares of
common stock issuable in a Mandatory Conversion based on the then applicable
Conversion Rate. As such, immediately following the exchange transaction, the
Elwin Members will own 91% of the total combined voting power of all classes of
Qorus' outstanding stock entitled to vote.

         Upon Mandatory Conversion of the Preferred Shares, and subject to an
adjustment of the Conversion Rate as a result of the Reverse Split, the Elwin
Members will, in the aggregate, receive approximately 57,619,331 shares of
Qorus' common stock, representing 91% of the outstanding shares of Qorus' common
stock immediately following the Mandatory Conversion. The existing stockholders
of Qorus will, following the Mandatory Conversion and Reverse Split, own
approximately 4,617,481 shares of Qorus' common stock, representing 7.3% of the
outstanding shares of common stock. Gateway will, following the Mandatory
Conversion and Reverse Split, own approximately 1,078,826 shares of Qorus'
common stock, representing 1.7% of the outstanding shares of common stock

         Accordingly, if the exchange transaction closed, and the Mandatory
Conversion and the Reverse Split occurred, as of the date of this Report, Qorus'
currently outstanding common stock (currently 46,174,800 shares) would be
converted into 4,617,481 shares of common stock and would represent 7.3% of
Qorus' total common stock outstanding.

         In connection with the Reverse Split, Qorus' board of directors may, in
its discretion, provide special treatment to certain Qorus stockholders to
preserve round lot holders (i.e., holders owning at least 100 shares) after the
Reverse Split. In the event Qorus' board determines to provide such special
treatment, Qorus stockholders holding 1,000 or fewer shares of common stock but
at least 100 shares of common stock will receive 100 shares of common stock
after the Reverse Split, and persons holding less than 100 shares of common
stock would not be affected. The terms and conditions of special treatment
afforded to Qorus stockholders to preserve round lot stockholders, if any,
including the record dates for determining which stockholders may be eligible
for such special treatment, will be established in the discretion of Qorus'
board of directors.

         Effective as of the closing of the exchange transaction, and subject to
applicable regulatory requirements, including the preparation, filing and
distribution to the Qorus stockholders of a Schedule 14(f)-1 Notice to
Stockholders at least ten (10) days prior to the Closing, the existing officers
and directors of Qorus will resign, and the newly-appointed directors of Qorus
will consist of one member of Kangping's current management, Shushun Feng
(Kangping's Chairman and Chief Executive Officer), one person who shall have
been selected by Shushun Feng and shall be an independent director, two persons
who shall have been selected by Shushun Feng and may be either independent or
non-independent directors, and one independent director to be designated by KRM
Fund and acceptable to Shushun Feng ("KRM Designate"). Shushun Feng has agreed
that by the earlier of the date Qorus submits the listing application to any
exchange or June 30, 2006, the board composition shall be in compliance with the
rules of the American Stock Exchange or NASD Marketplace Rules.

         Additional information concerning Shushun Feng and other persons who
will serve as Qorus directors will be included in the Schedule 14(f)-1 Notice to
Stockholders which will be filed with the SEC and mailed to stockholders at
least ten (10) days prior to the closing of the exchange transaction.

         At or prior to the Closing, pursuant to the terms of the Exchange
Agreement, Qorus will also enter into a certain financial advisory agreement
with Keating Securities, LLC ("Keating Securities"), a registered broker-dealer,
under which Keating Securities will be compensated by Qorus for its advisory
services rendered to Qorus in connection with the exchange transaction. The
transaction advisory fee will be $440,000. This fee shall be paid as follows:
(i) $360,000 shall be paid at the closing of the exchange transaction, and (ii)
the remaining $80,000 will be paid by November 30, 2005.

         Qorus' completion of the transactions contemplated under the Exchange
Agreement are subject to the satisfaction of certain contingencies including,
without limitation, the delivery of U.S. GAAP audited annual, interim reviewed
and pro forma financial information of Elwin (on a consolidated basis with
Shenyang and Kangping) acceptable to Qorus, compliance with regulatory
requirements, the execution of the Cooperation Agreement, Option Agreement and
Proxies, execution of a certain debt repayment agreement between Kangping,
Shenyang Fangyuan Aluminum Group Co., Ltd. ("Fangyuan Group"), Kangping's
majority owner, and Shushun Feng , and the filing with and acceptance by the
Secretary of State of the State of Florida of the Articles of Amendment.
Consummation of the exchange transaction is also conditioned upon, among other
things: (i) execution by KRM Fund and each Elwin Member of a certain voting
agreement; (ii) continued quotation of Qorus' common stock on the NASD
Over-the-Counter Electronic Bulletin Board ("OTC BB"); (iii) receipt of all
required licenses, permits, certificates and approvals by the PRC government
authorities; and (iv) delivery of legal opinions from Elwin's U.S. and PRC legal
counsels satisfactory to Qorus.

         The directors of Qorus and the managing member of KRM Fund have
approved the Exchange Agreement, the Guarantee Agreement, and the transactions
contemplated under the Exchange Agreement. The directors and members of Elwin
have approved the Exchange Agreement and the transactions contemplated
thereunder. The directors and owners of Shenyang have approved the Guarantee
Agreement.

         The parties expect the closing of the transactions under the Exchange
Agreement to occur on or about September 15, 2005. However, there can be no
assurances that the exchange transaction will be completed.

         The Exchange Agreement may be terminated as follows: (i) by mutual
consent, (ii) by either party if the exchange transaction is not consummated by
September 15, 2005 , (iii) by either party if the exchange transaction is
prohibited by issuance of an order, decree or ruling, and (iv) by either party
if the other is in material breach of any representation, warranty, covenant or
agreement.

         Kevin R. Keating is the father of the principal member of Keating
Investments, LLC. Keating Investments, LLC is the managing member of KRM Fund,
which is the majority stockholder of Qorus, and Keating Securities, LLC, the
registered broker-dealer affiliate of Keating Investments, LLC. Kevin R. Keating
is not affiliated with and has no equity interest in Keating Investments, LLC,
KRM Fund or Keating Securities, LLC and disclaims any beneficial interest in the
shares of Qorus' common stock owned by KRM Fund. Similarly, Keating Investments,
LLC, KRM Fund and Keating Securities, LLC disclaim any beneficial interest in
the shares of Qorus' common stock currently owned by Kevin R. Keating.

Business of Qorus

         Qorus is currently a public "shell" company with nominal assets whose
sole business has been to identify, evaluate and investigate various companies
with the intent that, if such investigation warrants, a reverse merger
transaction could be negotiated and completed pursuant to which Qorus would
acquire a target company with an operating business with the intent of
continuing the acquired company's business as a publicly held entity.

Business of Kangping

         Pursuant to the Exchange Agreement, Qorus intends to acquire 100% of
the capital stock of Elwin Group Limited ("Elwin"), an international business
company incorporated in the Territory of the British Virgin Islands on November
5, 2004. Elwin was organized by Shushun Feng and Yuying Liu, his wife. Shushun
Feng and Yuying Liu are the beneficial owners of Kangping. They own
approximately 60% and 23%, respectively, of the capital stock of Elwin.

         Elwin organized Shenyang Elwin Non Ferrous Metals Co., Ltd.
("Shenyang") as a limited liability company in the PRC on May 18, 2005. Shenyang
was organized to be a wholly foreign owned enterprise ("WFOE") and received its
WFOE approval from the appropriate PRC government agency on May 18, 2005.

         Prior to and as a condition of the closing of the exchange transaction,
Shenyang and Kangping will enter into the Cooperation Agreement. Under the
Cooperation Agreement, Shenyang has agreed to advise, consult, manage and
operate Kangping's business in exchange for Kangping's payment of all of its net
profits (as defined in the Cooperation Agreement) to Shenyang. Accordingly, as a
result of the Cooperation Agreement, Shenyang will control substantially all of
the operations of Kangping and will be entitled to receive all of the net
profits generated by Kangping's operations.

         Kangping is a limited liability company under the laws of the PRC
organized on May 28, 1998 and a domestic enterprise with exclusively domestic
capital registered in Liaoning Province in the PRC. Kangping is currently owned
80% by Fangyuan Group and 20% by Yuying Liu. Fangyuan Group, a former
state-owned enterprise in the PRC established in the 1960s and privatized in
1997, is owned 90% by Shushun Feng and 10% by Yuying Liu, his wife. In 1998,
Fangyuan Group established Kangping to produce primary aluminum ingots with an
initial registered capital of $12 million. Kangping received its business
operating license on May 28, 1998 from the PRC government authorities. Fangyuan
Group is engaged in aluminum fabrication and procures of all of its primary
aluminum products from Kangping.

         Kangping is a producer of primary aluminum ingots and is located in
Kangping County, Shenyang, Liaoning Province, an industrial area in the
northeastern part of the PRC. Kangping's products consist of aluminum foundry
ingots which are used for remelting and aluminum alloy ingots which are used for
fabrication and extrusion. Kangping's primary manufacturing operations involve
the extraction of aluminum metal from aluminum oxide (alumina) through
electrolytic reduction in a process commonly known as smelting. Kangping further
processes the extracted liquid aluminum into primary aluminum ingots through a
casting process. Primary aluminum ingots are commodity aluminum suitable for
commercial aluminum product market consisting of foundries, fabricators and
others who supply finished aluminum products for the energy, electric power,
railway, automotive, construction, mechanics, electronic appliance and consumer
goods industries.

         The principal executive office of Kangping is located at Daolantaohai
Village, Shengli Town, Kangping County, Shenyang, People's Republic of China.
Shushun Feng, Yuying Liu, Zhibin Tong and Zhengyu Du are the executive officers
of Kangping. A brief background description of each executive officer is set
forth below.

         Kangping's plant occupies about 27.6 acres and has two electrolytic
potlines, with 84 and 88 electrolytic pots, respectively. The Kangping plant
commenced construction in 1998 and started operations at the beginning of 2000.
It is a modern primary aluminum plant equipped with facilities and technology
imported from Japan and Taiwan. Kangping's plant uses a self-baking electrolytic
pot facility, an older manufacturing process as compared to a pre-baking
electrolytic pot facility. However, with a specially-designed, advanced
computerized production process which incorporates anti-pollution devices,
Kangping believes that it is the first self-baking facility in PRC meeting the
increasingly stringent local environmental standards. Kangping's management also
believes it is one of the most technologically advanced and environmentally
friendly self-baking primary aluminum plants in the PRC. The self-baking
electrolytic pot facility also incorporates some of the technology used in
pre-baking electrolytic pot facility.

         Kangping currently has an annual production capacity of primary
aluminum ingots of approximately 30,000 tons and is the only primary aluminum
ingot manufacturer in Shenyang City, a major industrial city in the PRC with a
population exceeding 7 million people. Based on available information,
Kangping's management believes Kangping was the 47th largest primary aluminum
producer in the PRC in terms of production volume capacity in 2003. However,
Kangping is one of only three primary aluminum producers in the industry heavy,
northeastern region of the PRC. The only larger producer in this region is
Fushun Aluminum Factory, a state-owned enterprise also located in Liaoning
Province, with a capacity of over 100,000 tons per year.

         Alumina is the main raw material in the production of primary aluminum.
Kangping purchases about 50% of the alumina required for its smelting operations
from China Corporation of Aluminum ("Chalco"), a state-owned enterprise and the
major domestic supplier of alumina in the PRC. The remainder of its alumina
requirements are sourced from state-sanctioned import and export companies such
as China Tianjin Non-Ferrous Metal Imports and Exports Co. Ltd and China
Aluminum International Trade Co. Ltd. The PRC government does not set or
regulate prices for alumina. Chalco sets prices for domestically produced
alumina by reference to the then prevailing prices for imports. The prices of
alumina imported into China are based on international prices for alumina, a
market which has been recently volatile due to the strong demand from the PRC. .

         Smelting primary aluminum requires a substantial, continuous supply of
electricity. So the availability and price of electricity are among the key
considerations in primary aluminum production operations. Electricity costs
account for about 30-40% of the total cost to manufacture primary aluminum.
Kangping relies on electricity from local power grids for its smelter
operations. Prices for electricity supplied by the power grids under one to
three year, renewable power supply contracts are set by the PRC government based
power generation costs in the region and consumers' ability to pay. Industrial
users within each region are generally subject to a common electricity tariff
schedule, but rates vary, sometimes substantially, across regions according to
costs of each power grids. Kangping accesses its power supply from the Northeast
Power Grid, which Kangping management believes is one of the largest and more
reliable electric power supply networks in the PRC. Kangping has applied for and
received preferential electricity tariff rates in the past, but there is no
assurance that these preferential rates will continue in the future.

         Kangping serves customers throughout the PRC, with most of its
customers located in the northern and northeastern industrial regions. All of
Kangping's sales are to domestic customers consisting primarily of domestic
aluminum fabricators, which use primary aluminum as raw material for further
processing, and aluminum distributors, which resell primary aluminum products to
domestic aluminum fabricators and other purchasers. Prices for primary aluminum
products are set based on the primary aluminum spot prices on the Shanghai
Futures Exchange, which Kangping's management believes generally follows trends
in the London Metals Exchange (LME), production costs, and market supply and
demand dynamics.

         Products of Kangping are mainly targeted at industrial users in the
following sectors:

      o     Aluminum fabrication factories
      o     Automobile manufacturers
      o     Electric power industries
      o     Railway and passenger train industries
      o     Machinery, metallurgy and chemical industries
      o     Medical manufacturers
      o     Steel manufacturers
      o     Aluminum foil manufacturers
      o     Electrical appliances manufacturers
      o     Cooking utensils manufacturers

         For 2003 and 2004, Kangping had revenues of approximately $41.9 million
and $43.8 million, respectively. Sales of primary aluminum products in tons for
2003 and 2004 was 28,999 tons and 26,975 tons, respectively. For 2003 and 2004,
Kangping's two largest customers accounted for 41% and 38% of revenues,
respectively. Sales to these two customers were as follows:

      o     Sales to Shenyang Fangyuan Aluminum Group Co., Ltd., a aluminum
            fabrication company controlled by Shushun Feng and Yuying Liu,
            totaled $12.3 million, or 29% of sales, in 2003, and $10.2 million,
            or 23% of sales, in 2004.

      o     Sales to Liaoning Wanxingda Wire & Cable Co., Ltd., a non-related
            company, totaled $4.8 million, or 12% of sales, in 2003, and $6.4
            million, or 15% of sales, in 2004.

         Sales to Shenyang Fangyuan Aluminum Group Co., Ltd. are made at market
prices comparable to prices paid by Kangping's other customers.

         For 2003 and 2004, Kangping had net income of approximately $3.2
million and $2.1 million, respectively.

         Kangping's competition includes other local domestic smelters. There
are over 120 primary aluminum smelters operating in the PRC, all of which sell
all or substantially all of their products domestically. Kangping is considered
the second largest primary aluminum producers in northeast three provinces in
the PRC. Its major competitor in the northeast region is Fushun Aluminum
Factory, a state-owned enterprise also located in Liaoning Province, with a
capacity of over 100,000 tons per year. In this northeast region, demand for
primary aluminum generally exceeds the supply and, as a result, Kangping can
generally sell its most of its production output. Although there are a number of
primary smelters in other areas in the PRC, it is not economic to ship primary
aluminum to these northeast provinces and charge customers at the same price as
local producers. Kangping does face competition from other large domestic and
international primary aluminum producers which may be better capitalized and
have more resources than Kangping.

         To meet the increasing demand on primary and high-purity aluminum in
the PRC and the world, Kangping is exploring expansion and renovation of its
current production lines to increase production capacity from 30,000 tons to
50,000 tons, including the capacity to produce up to 20,000 tons of high-purity
aluminum ingots and 10,000 tons of high-purity electric aluminum foils, products
which are high technology and higher value added. Kangping does not currently
produce them. It has developed the feasibility study on those two types of new
products and obtained the necessary local governmental approval to develop them.
Significant additional investment will be required for the expansion and
renovation and to commence production of these new products, and there can be no
assurance that such additional investment will be available, or if available,
that it will be on acceptable terms.

         High-purity aluminum refers to aluminum with aluminum content over
99.995%, which is generally produced by further refining primary aluminum (with
aluminum content around 99.7%). Demand for high-purity aluminum, as a target
material for integrated circuits, is greatly driven by the growth of the
electronics industry, and is experiencing increasing applications in aerospace,
chemical, and metallurgical industries. Currently, manufacturing of electrolytic
capacitors and computer hard disks consumes 70% to 80% of the worldwide
production of high-purity aluminum.

         Kangping's management believes there are fewer than 10 companies
worldwide that are able to produce high-purity aluminum at a meaningful amount.
In the PRC, only Xinjiang Joinworld Co., Ltd., a Shanghai-listed company, can
produce high-purity aluminum at 10,000 tons per annum. The major overseas
producers of high-purity aluminum in Norsk Hydro ASA, Pechinery and RUAL of
Russia. Kangping's management believes that total worldwide demand for
high-purity aluminum currently outstrips available supply by a wide margin both
in and outside the PRC.

         Kangping has formed a strategic alliance with Beijing Technology
University in research and development for aluminum related products and expects
to license certain technology, including high-purity aluminum technology, from
Beijing Technology University, which currently provides technology support to
the PRC's only high-purity aluminum manufacturer (Xinjiang Joinworld Co., Ltd.).

         Based on the current supply and demand imbalance in the high-purity
aluminum market, Kangping's management believes that the selling price of
high-purity aluminum can command a premium of about 100% over the current prices
of primary aluminum products.

         Kangping currently has approximately 510 employees in the following
areas:

                  Primary aluminum production                 455
                  Research and development                      8
                  Sales and marketing                           3
                  Corporate and administration                 44

         A brief description of the executive officers of Kangping are as
follows:

Shushun Feng, Chief Executive Officer (age 53)

Shushun Feng joined Shenyang Aluminum Material Factory, a state-owned enterprise
in the PRC and predecessor of Shenyang Fangyuan Aluminum Co., Ltd., as a laborer
in 1972 and rose to the position of General Manager in 1987. In 1997, Mr. Feng
acquired Shenyang Fangyuan Aluminum Co., Ltd. and formed Shenyang Fangyuan
Aluminum Group Co., Ltd. ("Fangyuan Group"). Mr. Feng graduated from the
University of Liaoning in 1992 with a Masters Degree in International Finance.

Yuying Liu, Chairman _(age 50)

Yuying Liu, the wife of Shushun Feng, joined Shenyang Aluminum Material Factory
in 1984 as an accountant. Ms. Liu has been Chairman of Kangping since 1998. Ms.
Liu has over 30 years' experience in finance, internal controls and corporate
management.
Zhibin Tong, Chief Financial Officer (age 43)

Zhibin Tong joined Fangyuan Group as a Financial Manager in 1990. Mr. Tong
became the Chief Financial Officer of Kangping in 1998. Prior to joining
Fangyuan Group, Mr. Tong worked for Shenyang Machinery Factory as Accounting
Supervisor for seven years. He graduated from Shanghai Air Force Political
College with major in accounting.

Zhengyu Du, General Manager (age 62)

Zhengyu Du joined Shenyang Aluminum Material Factory in 1970 and was promoted to
operations chief in 1988. After the private acquisition of Shenyang Aluminum
Material Factory in 1997, Mr. Du became the general manager of Kangping. Mr. Du
graduated from Fuxin Metal & Mining College in Liaoning Province.

Item 9.01  Financial Statements and Exhibits.

      (a) Financial statements of business acquired. Financial statements of
Kangping will be provided on a Current Report on Form 8-K following the closing
of the exchange transaction in the time required for the filing of such
financial statements on Form 8-K.

      (b) Pro forma financial information. Pro forma financial information will
be provided on a Current Report on Form 8-K following the closing of the
exchange transaction in the time required for the filing of such financial
information on Form 8-K.

(c) Exhibits.

      2.1   Exchange Agreement by and among Qorus.com, Inc., a Florida
            corporation ("Qorus"), Keating Reverse Merger Fund, LLC, a Delaware
            limited liability company ("KRM Fund"), Elwin Group Limited, an
            International Business Company incorporated in the British Virgin
            Islands ("Elwin"), and each of the members of Elwin dated August 11,
            2005.

      2.2   Guarantee and Assumption Agreement by and among Qorus, KRM Fund,
            Shenyang Elwin Non-Ferrous Metals Co., Ltd. ("Shenyang"), a limited
            liability company under the Company Law of The People's Republic of
            China (the "PRC") dated August 11, 2005.
SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934,
Qorus.com, Inc. has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                      Qorus.com, Inc.

Date:  August 17, 2005                By:    /s/ Kevin R. Keating
                                             -------------------------------
                                             Kevin R. Keating, President and
                                             Sole Director
EXHIBIT INDEX

  Exhibit
  Number                       Description of Exhibit
  ------                       ----------------------

      2.1   Exchange Agreement by and among Qorus.com, Inc., a Florida
            corporation ("Qorus"), Keating Reverse Merger Fund, LLC, a Delaware
            limited liability company ("KRM Fund"), Elwin Group Limited, an
            International Business Company incorporated in the British Virgin
            Islands ("Elwin"), and each of the members of Elwin dated August 11,
            2005

      2.2   Guarantee and Assumption Agreement by and among Qorus, KRM Fund,
            Shenyang Elwin Non-Ferrous Metals Co., Ltd. ("Shenyang"), a limited
            liability company under the Company Law of The People's Republic of
            China (the "PRC") dated August 11, 2005.