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Interim Share Exchange Agreement

This is an actual contract by Global Pacific Enterprises.
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Sectors: Real Estate
Effective Date: November 27, 2001
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THIS AGREEMENT made this 27th day of November, 2001

Global Pacific Telecom, Inc., a company duly incorporated in the Province of British Columbia, Canada, with its business address at Suite 202, 426 Main Street, Vancouver, BC Canada (Hereinafter called the "GPTI") of the First Part:


Pei Pei English Education Marketing Co. Ltd., a company having its business address at the Liberty of Inner Mogolia, Huhot, Mongolia, China and which fully and lawfully appointed Mr. Liu Guo Xiang, General Manager to represent the company in all business dealings and transactions and is duly and legally recognized as having the power to enter into contracts and agreements.

(Hereinafter called "PEIPEI") of the Second Part

WHEREAS: 1. Global Pacific Telecom, Inc. (GPTI), is a company incorporated pursuant to the laws of the Province of British Columbia, under incorporation number 466781 and change of name number 484740, with an authorized share capital of One Hundred Million (100,000,000) shares without par value. Approximately 10 million shares have been issued and outstanding to some 100 shareholders, with the last lot of shares sold at US$1.00 per share.

2. The principal activity and focus of GPTI is in class and online learning for Asian students to obtain North American degrees while studying in attendance or online at home. A high quality Internet web community service facility is provided free to the online students as a communication and information exchange center.

3. GPATI has access to acquire a 100% ownership of a North American university that can confer degrees and diplomas in baccalaureate and masters categories.

4. GPTI is listed in the NASD Pink Sheet with trading symbol GPTLF and is currently in the process of getting approval to trade its stock Over-The-Counter in the NASDAQ Stock Exchange.

5. PEIPEI, a 2-year old marketing company with 163 Point of Sales in some 60 cities in China, markets ESL (English as a Second Language) tapes to local Chines to learn English, claiming a net profit of RMB 1 Million per month or a total of approximately 1.5 million a year.

6. PEIPEI is currently owned 51% by the Government of Inner Mongolia and 49% by Mr. Liu Guo Xiang and his wife. Mr. Liu has confirmed that the percentages of ownership of PEI
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