SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* OEP CHME Holdings, LLC (Last) (First) (Middle) C/O ONE EQUITY PARTNERS 320 PARK AVENUE, 18TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol CHINA MEDICINE CORP [ CHME ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 05/11/2010
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.0001 per share	05/11/2010		C		2,666,667	A	$3	6,666,667	D(1)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Redeemable Convertible Preferred Stock	$3(4)	05/11/2010		C			266,666.7	(2)	(2)	Common Stock	2,666,667(3)	$30(4)	1,653,333.3(3)	D(1)

1. Name and Address of Reporting Person* OEP CHME Holdings, LLC (Last) (First) (Middle) C/O ONE EQUITY PARTNERS 320 PARK AVENUE, 18TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* One Equity Partners III, L.P. (Last) (First) (Middle) 320 PARK AVENUE, 18TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* OEP General Partner III, L.P. (Last) (First) (Middle) 320 PARK AVENUE, 18TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* OEP HOLDING CORP (Last) (First) (Middle) 320 PARK AVENUE, 18TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. These securities are held directly by OEP CHME Holdings, LLC, a Delaware limited liability company ("OEP"). The managing member of OEP is One Equity Partners III, L.P., a Cayman Islands limited partnership ("OEP III"), of which the sole general partner is OEP General Partner III, L.P., a Cayman Islands limited partnership ("OEP GP II"), of which the sole general partner is OEP Holding Corporation, a Delaware corporation ("OEP Holding"), of which the sole stockholder is Bank One Investment Corporation, a Delaware corporation ("BOI"), of which the sole stockholder is JPMorgan Capital Corporation, a Delaware corporation ("JPM CC"), of which the sole stockholder is Banc One Financial LLC, a Delaware limited liability company ("BOF LLC"), of which the sole member is JPMorgan Chase & Co., a Delaware corporation. The Reporting Persons are OEP, OEP III, OEP GP III and OEP Holding.

2. The Redeemable Convertible Preferred Stock are convertible at any time, at the holder's election subject to the terms and conditions of (a) the Stock Subscription Agreement, dated as of December 31, 2009, among China Medicine Corporation, Mr. Yang Senshan and OEP CHME Holdings, LLC and (b) the China Medicine Corporation Certificate of Designation, Rights and Preferences, Redeemable Convertible Preferred Stock, dated as of December 31, 2009 (the "Certificate of Designation"). There is no expiration date on the conversion of the Redeemable Convertible Preferred Stock.

3. In connection with the release on or about April 22, 2010 of $8,000,000 from escrow pursuant to the Ecrow Agreement, dated as of December 31, 2009, among OEP, China Medicine Corporation and JPMorgan Chase Bank, N.A., as escrow agent, OEP on May 11, 2010 converted 266,666.7 shares of Redeemable Convertible Preferred Stock into 2,666,667 shares of Common Stock. Following such conversion, OEP is the direct owner of 1,653,333.3 shares of Redeemable Convertible Preferred Stock. Each share of Redeemable Convertible Preferred Stock is convertible into 10 shares of Common Stock based on the Conversion Price (as defined below).

4. Shares of Redeemable Convertible Preferred Stock are convertible into such number of shares of Common Stock as is determined by dividing US$30.00 by the Conversion Price in effect at the time of conversion. The current "Conversion Price" is US$3.00, and such Conversion Price is subject to customary anti-dilution adjustments as set forth in the Certificate of Designation.

Remarks:

Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. Exhibit List: Exhibit 99 - Joint Filer Information

	/s/ Bradley J. Coppens, Vice-President of OEP Holding Corporation, general partner of OEP General Partner III L.P., general partner of One Equity Partners III, L.P., manager of OEP CHME Holdings, LLC	05/11/2010
	** Signature of Reporting Person	Date
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