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): July 16, 2004 KIWA BIO-TECH PRODUCTS GROUP CORPORATION (Exact Name of Registrant as Specified in Charter) UTAH 000-33167 84-0448400 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 17700 CASTLETON STREET, SUITE 589 CITY OF INDUSTRY, CALIFORNIA 91748 (Address of Principal Executive Offices) (Zip Code) (626) 964-3232 (Registrant's Telephone Number, Including Area Code) ITEM 5. - OTHER EVENTS AND REGULATION FD DISCLOSURE On July 16, 2004, Kiwa Bio-tech Products Group Corporation (the "Registrant") issued a press release announcing that the Registrant had entered into a Standby Equity Distribution Agreement ("Equity Agreement") with Cornell Capital Partners, LP. Under the Equity Agreement, the Registrant may, at its discretion, periodically issue and sell to Cornell Capital Partners common stock for a total purchase price of up to $10,000,000. The Registrant agreed to register the shares of common stock issuable under the Equity Agreement for resale by Cornell Capital Partners prior to the first sale of such shares of common stock. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by reference. ITEM 7. - FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Financial Statements of business acquired. None. (b) Pro forma Financial Information. None. (c) Exhibits. 99.1 Press release dated July 16, 2004, issued by the Registrant. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. KIWA BIO-TECH PRODUCTS GROUP CORPORATION Date: July 19, 2004 By: /S/ WEI LI ----------------------------------------- Wei Li, Chief Executive Officer 3 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION ------- ----------- 99.1 Press release dated July 16, 2004, issued by the Registrant. 4