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
X	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* Victory Park Capital Advisors, LLC (Last) (First) (Middle) 227 W. MONROE STREET, SUITE 3900 (Street) CHICAGO IL 60606 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Pantheon China Acquisition Corp. [ PCQC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Final rept/Less than 10% Owner
	3. Date of Earliest Transaction (Month/Day/Year) 06/30/2009
	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	06/30/2009		S		2,273,700	D	$5.99	125,000	I(1)	See General Remarks.(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

1. Name and Address of Reporting Person* Victory Park Capital Advisors, LLC (Last) (First) (Middle) 227 W. MONROE STREET, SUITE 3900 (Street) CHICAGO IL 60606 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Final rept/Less than 10% Owner

1. Name and Address of Reporting Person* Victory Park Master Fund, Ltd. (Last) (First) (Middle) C/O WALKERS SPV LIMITED, WALKER HOUSE 87 MARY STREET, GEORGE TOWN (Street) GRAND CAYMAN E9 KY1 9002 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Final rept/Less than 10% Owner

1. Name and Address of Reporting Person* Jacob Capital, L.L.C. (Last) (First) (Middle) 227 W. MONROE STREET, SUITE 3900 (Street) CHICAGO IL 60606 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Final rept/Less than 10% Owner

1. Name and Address of Reporting Person* Levy Richard N (Last) (First) (Middle) 227 W. MONROE STREET, SUITE 3900 (Street) CHICAGO IL 60606 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Final rept/Less than 10% Owner

Explanation of Responses:

1. 23,755 of the reported securities are owned directly by Victory Park Special Situations Master Fund, Ltd. ("Special Situations Fund") and 101,245 of such securities are owned directly by Victory Park Credit Opportunities Master Fund, Ltd. ("Credit Opportunities Fund", and together with Special Situations Fund, the "Funds") and indirectly by (i) Victory Park Capital Advisors, LLC as the investment manager for the Funds, (ii) Jacob Capital, L.L.C., as the manager of Victory Park Capital Advisors, LLC and (iii) Richard Levy, as the sole member of Jacob Capital, L.L.C. Victory Park Capital Advisors, LLC, Jacob Capital, L.L.C. and Richard Levy disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.

Remarks:

This report is filed jointly by Victory Park Credit Opportunities Master Fund, Ltd., Jacob Capital, L.L.C., Victory Park Capital Advisors, LLC and Richard Levy.

	/s/ Richard Levy, By: Victory Park Credit Opportunities Master Fund, Ltd., Richard Levy, Its: Attorney-in-fact	07/01/2009
	/s/ Richard Levy, By: Jacob Capital, L.L.C., By: Richard Levy, Its: Sole Member	07/01/2009
	/s/ Richard Levy, By: Victory Park Capital Advisors, LLC, By: Jacob Capital, L.L.C., Its: Manager, By: Richard Levy, Sole Member	07/01/2009
	/s/ Richard Levy	07/01/2009
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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