-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ETAL3DTm9q/k+kpKRBIVaxdOUeETZAliFlLRCrTtdLIA3wVgxuGJ4OgLwPwrIWnr UaaFDzMxxCdb5+tahe6kUw== 0001201800-07-000069.txt : 20070420 0001201800-07-000069.hdr.sgml : 20070420 20070420114147 ACCESSION NUMBER: 0001201800-07-000069 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070420 DATE AS OF CHANGE: 20070420 GROUP MEMBERS: GOOD ENERGY ENTERPRISE LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Agfeed Industries, Inc CENTRAL INDEX KEY: 0001331427 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 202597168 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-82188 FILM NUMBER: 07777906 BUSINESS ADDRESS: STREET 1: 1095 QINGLAN AVENUE STREET 2: ECONOMIC AND TECHNOLOGICAL DEVELOPMENT Z CITY: NAN CHANG CITY, JIANGXI PROVIN STATE: F4 ZIP: 330013 BUSINESS PHONE: 662-262-9347 MAIL ADDRESS: STREET 1: 1095 QINGLAN AVENUE STREET 2: ECONOMIC AND TECHNOLOGICAL DEVELOPMENT Z CITY: NAN CHANG CITY, JIANGXI PROVIN STATE: F4 ZIP: 330013 FORMER COMPANY: FORMER CONFORMED NAME: Wallace Mountain Resources Corp. DATE OF NAME CHANGE: 20050627 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Good Energy Enterprise Ltd. CENTRAL INDEX KEY: 0001395923 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 601 #1 GATE, 9TH BUILDING, SHANGXIN-YUAN STREET 2: STAR RIVER, PANYU DISTRICT, GUANGZHOU CITY: GUANGDONG PROVINCE STATE: F4 ZIP: 510000 BUSINESS PHONE: 86-20-34784769 MAIL ADDRESS: STREET 1: 601 #1 GATE, 9TH BUILDING, SHANGXIN-YUAN STREET 2: STAR RIVER, PANYU DISTRICT, GUANGZHOU CITY: GUANGDONG PROVINCE STATE: F4 ZIP: 510000 SC 13D 1 wall-goodenrg13d.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.- -)* AgFeed Industries, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 932353105 (CUSIP Number) Resident Agents of Nevada, Inc. 711 S. Carson Street, Carson City, NV 89701 Tel (775) 882-4641 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 6, 2007 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), or Rule 13d-1(f) or Rule 13d-1(g), check the following box. [ ] Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 932353105 1. Names of Reporting Persons Good Energy Enterprise, Ltd. I.R.S. Identification Nos. of above persons (entities only) Not Applicable 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3. SEC Use Only 4. Source of Funds (See Instructions) 00 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ] 6. Citizenship or Place of Organization British Virgin Islands Number of 7. Sole Voting Power Shares 2,228,541 Beneficially 8. Shared Voting Power Owned by Each Reporting 9. Sole Dispositive Power Person With 2,228,541 10. Shared Dispositive Power 2 11. Aggregate Amount Beneficially Owned by Each Reporting Person 2,228,541 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ] 13. Percent of Class Represented by Amount in Row (11) 8.67% 14. Type of Reporting Person (See Instructions) CO 3 1. Security and Issuer Common stock of AgFeed Industries, Inc., with its principal executive office at: 1095 Qing Lan Avenue, Economic and Technical Development Area, NanChang City, Jiangxi Province, China 330013 2. Identity and Background a. Good Energy Enterprise, Ltd. b. 601# 1 Gate, 9th Building, Shangyin-Yuan, Star River Panyu District, Guangzhou,China 510000 c. 601# 1 Gate, 9th Building, Shangyin-Yuan, Star River Panyu District, Guangzhou,China 510000 d. During the last 5 years, the reporting person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) e. During the last five years, the reporting person was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws; f. The reporting person is a citizen of People's Republic of China 3. Source and Amount of Funds or Other Consideration The reporting person acquired the shares of common stock of AgFeed Industries, Inc. for no consideration in a private gifting transfer from Leader Industrial Development Ltd. 4. Purpose of Transaction The reporting person acquired the shares in a private gifting transfer. The shares were acquired for purposes of investment. 4 5. Interest in Securities of the Issuer. As of April 6, 2007, as a consequence of the transfer described above, the reporting person beneficially owns 2,228,541 shares of common stock or 8.67% of the outstanding shares. 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. None. 7. Material to be Filed as Exhibits. None. 5 Signature. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: April 20, 2007 Good Energy Enterprise Ltd. By: /s/ Chang Jian Sheng --------------------- Chang Jian Sheng -----END PRIVACY-ENHANCED MESSAGE-----