Summary of L & L INTERNATIONAL HOLDINGS, INC

Item 1.01 Entry into a Material Definitive Agreement

L & L International Holdings, Inc. (the "Registrant" or "L&L") executed that certain Acquisition and Capital Increase Agreement (hereinafter the "Agreement"), effective October 23, 2009, with Hon Shen Coal Co. Ltd. ("Hon Shen"), which is located in Yunnan Province, China. Presently, Hon Shen has two distinctive operations; a) coal washing, and b) coking operations. Pursuant to the Agreement, L&L will increase its equity ownership interest in Hon Shen's coal washing facilities from a 65% equity ownership interest to a 93% equity ownership interest. In addition, L&L will own 93% equity interest in Hon Shen's coking facilities, thus reaching an overall 93% ownership of both Hon Shen's coal washing and coking operations.

As reported in our prior Current Report on Form 8-K filed with the SEC on July 30, 2009, we previously acquired a 65% equity ownership interest in Hon Shen's coal washing facilities that have a combined annual capacity of 300,000 tons between two facilities: a 210,000-ton coal washing plant completed in July 2009 using Dense Medium Separation (DMS) technology, and an existing 90,000-ton plant using jig separation technology. Hon Shen's coking facilities has a production capacity of 150,000 tons with approximately RMB 150 Million in estimated revenues.

Total consideration for the additional equity ownership interest of RMB 55,800,000 (approximately $8,180,000 USD) shall be paid by L&L through a combination of cash and common stock issuance payments that will be contributed into the registered capital of Hon Shen. These capital contribution payments will be made in three payments. The first payment of RMB 13.64 million (approximately $ 2 million USD) shall be made within 30 days after execution of the Agreement through the issuance to Hon Shen of 400,000 shares of L&L's common stock (valued at approximately $5.00 USD/share). The second payment of RMB 20.46 million (approximately $3 million USD) shall be made to Hon Shen within 90 days after government approval of the joint venture acquisition. The third payment of RMB 21.7 million (approximately $3.18 million USD) shall be made within one year after government approval of the acquisition and the form of third payment shall be subject to future negotiation but shall be made either in cash or L&L common stock. L&L shall be subject to penalty payments of 1% of the payment per month that is due if it fails to timely make such payment when due. If any payment is overdue by over 3 months, then L&L shall be subject to a penalty payment of 3% of such payment and Hon Shen shall have the right to terminate this Agreement and require compensation for any loss as a result of L&L's failure to make such payment.

The discussion above provides only a brief description of the Agreement and is qualified in its entirety by the full text of the original Agreement. An English translation of the Agreement is attached hereto as Exhibit 10.1. The original executed Agreement in Chinese is maintained in L&L's corporate office.

On October 29, 2009, the Company issued the press release attached hereto as Exhibit 99.1.