SCHEDULE 14C INFORMATION
   INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE
                                  ACT OF 1934

FILED BY THE REGISTRANT                         [X]
FILED BY A PARTY OTHER THAN THE REGISTRANT      [ ]

CHECK THE APPROPRIATE BOX:
[X]   PRELIMINARY INFORMATION STATEMENT
[ ]   DEFINITIVE INFORMATION STATEMENT
[ ]   CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY
      RULE 14c-5(d)(2))

                     INDUSTRIES INTERNATIONAL, INCORPORATED
                (Name of Registrant as Specified In Its Charter)

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      TO EXCHANGE ACT RULE 0-11 (SET FORTH THE AMOUNT ON WHICH THE FILING FEE IS
      CALCULATED AND STATE HOW IT WAS DETERMINED):

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[ ]   FEE PREVIOUSLY PAID WITH PRELIMINARY MATERIALS.

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(1)   AMOUNT PREVIOUSLY PAID:

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                                                                               1


                              INFORMATION STATEMENT
                                       OF
                     INDUSTRIES INTERNATIONAL, INCORPORATED

                            10880 WILSHIRE BLVD #2250
                              LOS ANGELES, CA 90024


                  THIS INFORMATION STATEMENT IS BEING PROVIDED
                        TO YOU BY THE BOARD OF DIRECTORS
                    OF INDUSTRIES INTERNATIONAL, INCORPORATED

                        WE ARE NOT ASKING YOU FOR A PROXY
                          AND YOU ARE REQUESTED NOT TO
                                 SEND US A PROXY

           The Board of Directors of Industries International, Incorporated (the
"Company") has approved,  and stockholders  owning  15,365,003  shares of common
stock,  $.01 par value (the  "Common  Stock")  outstanding  as of May 17,  2004,
representing  51.23% of the  aggregate  shares of  Common  Stock of the  Company
entitled to vote on such date, have consented in writing to the action described
below.  Such  approval  and consent  constitute  the  approval  and consent of a
majority  of the total  number of shares  of  outstanding  common  stock and are
sufficient under the Nevada General Corporation Law and the Company's By-Laws to
approve the action.  Accordingly,  the action will not be submitted to the other
stockholders of the Company for a vote, and this Information  Statement is being
furnished to  stockholders to provide them with certain  information  concerning
the action in accordance with the requirements of the Securities Exchange Act of
1934 and the regulations promulgated thereunder, including Regulation 14C.

           This Information  Statement is first being mailed or furnished to the
stockholders  of the  Company on or about May [__],  2004,  and the  transaction
described herein shall not become effective until at least 20 days thereafter.

                               ACTION BY BOARD OF
                                  DIRECTORS AND
                             CONSENTING STOCKHOLDERS

           The  following  corporate  action was  authorized  by a joint written
consent of the Board of Directors of the Company and holders  entitled to vote a
majority  of the Common  Stock dated May 17,  2004,  a copy of which is attached
hereto as Exhibit A:

           1.  The  approval  of an  amendment  to  the  Company's  Articles  of
Incorporation to change the Company's name to China Telephone, Inc.

           The reasons for, and general effect of, the Amendment to the Articles
of  Incorporation to change the name of the Company's is described in "AMENDMENT
TO ARTICLES OF  INCORPORATION  TO CHANGE THE NAME OF THE COMPANY." A form of the
Amendment is attached hereto as Exhibit B.

                                                                               2


           The Board of Directors of the Company knows of no other matters other
than those  described in this  Information  Statement  which have been  recently
approved or considered by the holders of the Company's Common Stock.

                                     GENERAL

           The Company will pay all costs  associated  with the  distribution of
this  Information  Statement,  including the costs of printing and mailing.  The
Company  will  reimburse  brokerage  firms and other  custodians,  nominees  and
fiduciaries for reasonable expenses incurred by them in sending this Information
Statement to the beneficial owners of the Company's Common Stock.

           The Company will only deliver one  Information  Statement to multiple
security  holders  sharing an address  unless the Company has received  contrary
instructions  from one or more of the  security  holders.  Upon  written or oral
request,  the Company will promptly  deliver a separate copy of this Information
Statement  and any future  annual  reports  and  information  statements  to any
security  holder at a shared address to which a single copy of this  Information
Statement was delivered,  or deliver a single copy of this Information Statement
and any future annual reports and information  statements to any security holder
or holders  sharing an address to which multiple  copies are now delivered.  You
should  direct  any  such  requests  to  the   following   address:   Industries
International,  Incorporated,  10880 Wilshire Blvd #2250, Los Angeles, CA 90024,
Attn: Dr. Kit Tsui.

                                VOTING SECURITIES

           As of May 17,  2004,  there  were  29,992,944  outstanding  shares of
Common Stock. Each holder of Common Stock is entitled to one vote for each share
held by such holder.


                                                                               3


                     INFORMATION ON CONSENTING STOCKHOLDERS

           Pursuant to the Company's  Bylaws and the Nevada General  Corporation
Act, a vote by the holders of at least a majority of the  Company's  outstanding
capital stock is required to effect the action described  herein.  The Company's
Articles of Incorporation does not authorize cumulative voting. As of the record
date,  the Company  had  29,992,944  voting  shares of Common  Stock  issued and
outstanding  of which  14,996,472  shares are  required to pass any  stockholder
resolutions.  The  consenting  stockholders  are  collectively  the  record  and
beneficial  owners of 15,365,003  shares,  which represents 51.23% of the issued
and outstanding shares of the Company's Common Stock.  Pursuant to NRS 78.320 of
the Nevada General  Corporation Act, the consenting  stockholders voted in favor
of the actions described herein in a joint written consent,  dated May 17, 2004,
attached  hereto as Exhibit A. No  consideration  was paid for the consent.  The
consenting  stockholders'  names,  affiliations  with  the  Company,  and  their
beneficial holdings are as follows:


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Name            Affiliation, if any   Shares Beneficially Held    Percentage
--------------------------------------------------------------------------------
Dr. Kit Tsui    Chief Executive       10,259,929                  34.21%
                Officer
--------------------------------------------------------------------------------
Eryan Ting                            421,047                      1.40%
--------------------------------------------------------------------------------
Zuhong Xu                             700,000                      2.33%
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Zujin Xu                              650,000                      2.17%
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Zaozhen Fang                          550,000                      1.83%
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Lianli Xiong                          700,000                      2.33%
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Linli Yao                             625,000                      2.08%
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Zhuying Chen                          600,000                      2.00%
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Fuxing Luan                           286,527                       .96%
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Zhongping Wang                        250,000                       .83%
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Meibin Jin                            322,500                      1.08%
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                                                                               4


                    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
                              OWNERS AND MANAGEMENT

           The  following  table  sets  forth,  as  of  May  17,  2004,  certain
information  regarding  the  ownership of the  Company's  capital  stock by each
director and executive  officer of the Company,  each person who is known to the
Company to be a beneficial  owner of more than 5% of any class of the  Company's
voting stock, and by all officers and directors of the Company as a group.

           Beneficial  ownership is determined  in accordance  with the rules of
the  Securities  and  Exchange  Commission  and  generally  includes  voting  or
investment  power with respect to securities.  Shares of common stock subject to
options, warrants or convertible securities exercisable or convertible within 60
days of May 17, 2004 are deemed  outstanding for computing the percentage of the
person or entity holding such options,  warrants or  convertible  securities but
are not deemed outstanding for computing the percentage of any other person.

Name and Address of
Beneficial Owner (1)             Shares Beneficially Owned (2)      Percentage
---------------------------      -----------------------------      ----------
Kit Tsui                               10,259,929                    34.21%

Weijiang Yu (3)                           350,000                       *

Guoqiong Yu                                13,000                       *

Zhiyong Xu (4)                            162,500                       *

Xiaochen Li                               117,974                       *

Hongyan Sun                                12,500                       *

All officers and directors
as a group (5 persons)                 10,915,903 (3)(4)             35.89%

----------
* less than 1%

(1)   Unless  otherwise  noted,  the  address  for each of the named  beneficial
      owners is  Industries  International,  Incorporated,  10880  Wilshire Blvd
      #2250, Los Angeles, CA 90024.

(2)  Except as otherwise  indicated,  all shares are beneficially owned and sole
     voting and investment power is held by the persons named.

(3)  Includes options to purchase 300,000 shares of Common Stock.

(4)  Includes options to purchase 125,000 shares of Common Stock.


                                                                               5



              AMENDMENT TO ARTICLES OF INCORPORATION TO CHANGE THE
                              NAME OF THE COMPANY

           The board of directors adopted a resolution,  by written consent,  to
amend the Corporation's Certificate of Incorporation to change the Corporation's
name to "China Telephone,  Inc." The amendment to the Corporation's  Certificate
of  Incorporation  in  the  form  attached  hereto  as  Exhibit  B  changes  the
Corporation's  name.  The FIRST  Article  of the  Corporation's  Certificate  of
Incorporation will read as follows:

           "FIRST:  The name of the Corporation shall be: China Telephone, Inc."

           The Board of Directors of the Company knows of no other matters other
than those  described in this  Information  Statement,  which have been recently
approved or considered by the holders of the Company's Common Stock.

                                         By Order of the Board of Directors

                                         Dr. Kit Tsui
                                         Chairman

Dated: May [__], 2004

                                                                               6


                                    EXHIBIT A


                              JOINT WRITTEN CONSENT

                                     OF THE

                               BOARD OF DIRECTORS

                                       AND

                              MAJORITY STOCKHOLDERS

                                       OF

                     INDUSTRIES INTERNATIONAL, INCORPORATED


           The  undersigned,  being all of the members of the Board of Directors
and the  holders  of at least a majority  of the  outstanding  capital  stock of
Industries International, Inc., a Nevada corporation (the "Corporation"), acting
pursuant to the authority  granted by Sections 78.385,  78.315 and 78.320 of the
Nevada General  Corporation Law, and the By-Laws of the  Corporation,  do hereby
consent to the adoption of the following  resolutions  by written  consent as of
the date set forth below:

           WHEREAS,  the  Board  of  Directors  of  this  Corporation  deems  it
desirable  and in the best  interest  of the  Corporation  that the  Articles of
Incorporation  be amended to change the name  under  which the  Corporation  was
formed.

NOW THEREFORE, be it

           RESOLVED,  that Article FIRST of the Articles of Incorporation of the
Corporation be amended in its entirety to read as follows:

           "FIRST:   The name of the Corporation is China Telephone, Inc."

; and be it further

           RESOLVED,  that the proper officers of the Corporation be, and hereby
are,  authorized,  empowered and directed to make and execute a  Certificate  of
Amendment to the Articles of Incorporation of the Corporation with the Secretary
of State of Nevada; and be it further

           RESOLVED,  that the proper officers of the Corporation be, and hereby
are authorized, empowered and directed to do all things that may be necessary or
appropriate  to  carry  out the  intent  of the  foregoing  resolutions  and the
transaction contemplated thereby.

           This Joint Written Consent shall be added to the corporate records of
this  Corporation  and made a part thereof,  and the resolutions set forth above
shall have the same force and effect as if adopted at a meeting duly noticed and
held by the Board of Directors and the  stockholders of this  Corporation.  This


                                                                               7


Joint  Written  Consent dated May 17, 2004 may be executed in  counterparts  and
with facsimile  signatures with the effect as if all parties hereto had executed
the same  document.  All  counterparts  shall be  construed  together  and shall
constitute a single Joint Written Consent.

                                         DIRECTORS:


                                         Dr. Kit Tsui

                                         ------------------------------------
                                         Hongyan Sun

                                         ------------------------------------
                                         Zhiyong Xu

                                         STOCKHOLDERS:

                                         ------------------------------------
                                         Dr. Kit Tsui
                                         Shares: 10,259,929 shares

                                         ------------------------------------
                                         Eryan Ting
                                         Shares:  421,047 shares

                                         ------------------------------------
                                         Zuhong Xu
                                         Shares:  700,000 shares

                                         ------------------------------------
                                         Zujin Xu
                                         Shares:  650,000 shares

                                         ------------------------------------
                                         Zaozhen Fang
                                         Shares:  550,000 shares

                                         ------------------------------------
                                         Lianli Xiong
                                         Shares:  700,000 shares

                                         ------------------------------------
                                         Linli Yao
                                         Shares:  625,000 shares


                                                                               8




                                         ------------------------------------
                                         Zhuying Chen
                                         Shares:  600,000 shares

                                         ------------------------------------
                                         Fuxing Luan
                                         Shares:  286,527 shares

                                         ------------------------------------
                                         Zhongping Wang
                                         Shares:  250,000 shares

                                         ------------------------------------
                                         Meibin Jin
                                         Shares:  322,500 shares


                                                                               9



                                    EXHIBIT B

       DEAN HELLER
       Secretary of State
       204 North Carson Street, Suite 1
       Carson City, Nevada 89701-4299
       (775) 684 5708 Website: secretaryofstate.biz Certificate of Amendment

           (PURSUANT TO NRS 78.385 and 78.390)

           Important:  Read attached  instructions before completing form. ABOVE
SPACE IS FOR OFFICE USE ONLY

           Certificate of Amendment to Articles of Incorporation

           For Nevada Profit Corporations

           (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock)

           1. Name of corporation: Industries International, Incorporated


           2. The  articles  have  been  amended  as  follows  (provide  article
numbers, if available):

           The Articles of Incorporation of Industries International, Inc. shall
be amended by changing the

           First Article thereof,  so that, as amended said Article shall be and
read as follows:

           FIRST: The name of the corporation is China Telephone, Inc.

           3.  The  vote  by  which  the  stockholders  holding  shares  in  the
corporation  entitling them to exercise at least a majority of the voting power,
or such greater proportion of the voting power as may be required in the case of
a vote by classes or series,  or as may be  required  by the  provisions  of the
articles of incorporation have voted in favor of the amendment is: 51.23% .*

           4. Effective date of filing (optional):

         (must not be later than 90 days after the certificate is filed)


                                                                              10


           5. Officer Signature (required):

           *If any proposed  amendment  would alter or change any  preference or
any relative or other right given to any class or series of outstanding  shares,
then the amendment must be approved by the vote, in addition to the  affirmative
vote otherwise required, of the holders of shares representing a majority of the
voting power of each class or series  affected by the  amendment  regardless  of
limitations or restrictions on the voting power thereof.

           IMPORTANT: Failure to include any of the above information and submit
the proper fees may cause this filing to be rejected.

           SUBMIT IN DUPLICATE



           This form must be accompanied  by appropriate  fees. See attached fee
schedule.


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