UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
________________

SCHEDULE 13D/A
(Amendment No. 3)

CHINA TRANSINFO TECHNOLOGY CORP.
(Name of Issuer)

COMMON STOCK, PAR VALUE $0.001 PER SHARE
(Title of Class of Securities)

169453 10 7
(CUSIP Number)

Shudong Xia
9th Floor, Vision Building,
No. 39 Xueyuanlu, Haidian District,
Beijing, China 100191

Copies to
Louis A. Bevilacqua
Pillsbury Winthrop Shaw Pittman LLP
2300 N Street, NW
Washington, DC 20037
(202) 663-8000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

March 2, 2011
(Date of Event which Requires Filing Statement on Schedule 13D)

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), 13d-1(f) or 13d-1(g), check the following box [  ].

CUSIP NO: 169453 10 7

(1) Includes 6,005,242 shares of our common stock owned by Karmen Investment Holdings Limited (“Karmen”), which is wholly-owned by East Action Investment Holdings Ltd. (“East Action”) of which Shudong Xia is the sole owner. Mr. Xia may be deemed to be a beneficial owner of the shares held by Karmen.

(2) All percentages set forth herein are based upon 25,270,069 shares of our common stock outstanding as of the date of this Amendment No. 3. In addition, notwithstanding the fact that Karmen is a party to the Voting Agreement (as defined below) and as a result, the reporting persons herein may be deemed to constitute a “group” for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, each reporting person disclaims beneficial ownership of any securities held by any persons not a reporting person herein.

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CUSIP NO: 169453 10 7

(1) Includes 6,005,242 shares of our common stock owned by Karmen, which is wholly-owned by East Action of which Shudong Xia is the sole owner. Mr. Xia may be deemed to be a beneficial owner of the shares held by Karmen.

(2) All percentages set forth herein are based upon 25,270,069 shares of our common stock outstanding as of the date of this Amendment No. 3. In addition, notwithstanding the fact that Karmen is a party to the Voting Agreement (as defined below) and as a result, the reporting persons herein may be deemed to constitute a “group” for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, each reporting person disclaims beneficial ownership of any securities held by any persons not a reporting person herein.

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CUSIP NO: 169453 10 7

(1) Includes 6,005,242 shares of our common stock owned by Karmen, which is wholly-owned by East Action of which Shudong Xia is the sole owner and 90,200 shares individually owned by Mr. Xia. Mr. Xia may be deemed to be a beneficial owner of the shares held by Karmen.

(2) All percentages set forth herein are based upon 25,270,069 shares of our common stock outstanding as of the date of this Amendment No. 3. In addition, notwithstanding the fact that Karmen is a party to the Voting Agreement (as defined below) and as a result, the reporting persons herein may be deemed to constitute a “group” for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, each reporting person disclaims beneficial ownership of any securities held by any persons not a reporting person herein.

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This Amendment No. 3 to Schedule 13D (“Amendment No. 3”) relates to the common stock, par value $0.001 per share (the “Common Stock”), of China TransInfo Technology Corp., a Nevada corporation (the “Company”). This Amendment No. 3 is being filed jointly by Karmen, East Action and Shudong Xia (collectively, the “Reporting Persons”) to amend and supplement the Items set forth below of the Reporting Persons’ Schedule 13D previously filed with the Securities and Exchange Commission (the “SEC”) on May 15, 2007, as amended on September 3, 2008 and April 26, 2010 (collectively, “Schedule 13D”).

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 of Schedule 13D is supplemented by the following:

Since the filing of the last amendment to Schedule 13D on April 26, 2010, Shudong Xia has acquired an aggregate of 90,200 shares of Common Stock for an aggregate purchase price of $415,802.5 as of date of this Amendment No. 3. Such purchases were funded from Shudong Xia’s personal funds.

Item 4. Purpose of Transaction.

Item 4 is hereby amended and restated as follows:

Pursuant to a certain Share Exchange Agreement, dated as of May 14, 2007 (the "Share Exchange Agreement"), by and among the Company, Cabowise International Ltd., a British Virgin Islands company ("Cabowise"), Weicheng International Inc., a California corporation, Foster Growth Ltd., a British Virgin Islands company, and all of the stockholders of Cabowise, 50,000,000 ordinary shares of Cabowise were exchanged for 10,841,492 shares of the Company's Common Stock. Karmen, which owned 88.24% of Cabowise, received 9,566,532 shares of the Common Stock. Because Shudong Xia owned 68% of East Action, which, in turn, owned 100 percent of Karmen, Mr. Xia may be deemed to beneficially own 100% of the 9,566,532 shares of Common Stock held by Karmen even though Mr. Xia did not have economic rights to 32% of those shares which economic rights were held by Danxia Huang, Zhibin Lai, Zhiping Zhang and Mao Pan (collectively, the "Other Shareholders").

On July 17, 2008, the Company and its then 95% owned Chinese subsidiary, Beijing PKU Chinafront High Technology Co., Ltd. entered into a securities purchase agreement (the "Purchase Agreement") with SAIF Partners III L.P. ("SAIF"). Under the Purchase Agreement, the Company issued and sold to SAIF 2,586,207 shares of the Company's Common Stock (the "Shares") at a price per share of $5.80 for an aggregate purchase price of $15.0 million. In connection with the Purchase Agreement, the Company and its two major shareholders of the Company, Karmen and Leguna Verde Investments Limited ("Leguna"), entered into a voting agreement (the "Voting Agreement") with SAIF, pursuant to which, among other things, the Company agreed to ensure the election of two new directors within a pre-defined period. In addition, under the Voting Agreement, Karmen, Leguna and SAIF agreed, during the term of the Voting Agreement, to vote, or cause to be voted, all shares owned by them, to ensure that the individual designated by SAIF will be elected as a director of the Company.

On March 22, 2010, the Board of Directors of Karmen adopted resolutions relating to the distribution of 3,561,290 shares of the Common Stock held by Karmen to its sole shareholder, East Action. The purpose of the distribution was to allow East Action to then distribute those shares to Mr. Xia and the Other Shareholders. In the case of the Other Shareholders, the distribution constituted their entire economic interest in Company Common Stock that was held by East Action and Karmen and allows the Other Shareholders to hold those shares directly instead of indirectly through East Action and Karmen. Accordingly, on March 22, 2010, East Action entered into a redemption agreement (the "Redemption Agreement") with all of the Other Shareholders, pursuant to which, the Other Shareholders tendered an aggregate of 16,000 ordinary shares, par value $1.00 per share, of East Action in exchange for an aggregate of 3,061,290 shares of the Common Stock. In addition, pursuant to the Redemption Agreement, East Action redeemed 2,613 ordinary shares from Mr. Xia in exchange for 500,000 shares of the Common Stock, which Mr. Xia then gifted to another individual. As a result of the transactions described above, Shudong Xia now solely wholly owns East Action, which, in turn, wholly owns Karmen. Mr. Xia may be deemed to be a beneficial owner of the 6,005,242 shares of Common Stock held by Karmen.

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Shudong Xia entered into an agreement, designed to satisfy the requirements of Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, to purchase additional shares of Common Stock. The agreement dated December 22, 2010 (the “Rule 10b5-1 Purchase Plan”) between Shudong Xia and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Broker”), authorizes the Broker to purchase on behalf of Shudong Xia, during the period between February 24, 2011 and February 24, 2012 (the “Purchase Period”), up to 400,000 shares of Common Stock on the open market at prevailing market prices and subject to a maximum price condition.  As of the close of business on March 8, 2011, Shudong Xia has purchased in the aggregate 90,200 shares of Common Stock pursuant to the Rule 10b5-1 Purchase Plan. A copy of the Rule 10b5-1 Purchase Plan is attached hereto as Exhibit 99.5 and is incorporated herein by reference.

Other than as described above in this Item 4 or as would occur upon completion of any of the actions discussed herein, including in any Exhibits hereto, the Reporting Persons have made no proposals, and have entered into no agreements, which would be related to or would result in any of the events or matters described in part (a) through (j) of Item 4 of Schedule 13D.

Item 5. Interest in Securities of the Issuer.

Item 5 is hereby amended and restated as follows:

(a) – (b) As of the date of this Amendment No. 3, Karmen beneficially owns 6,005,242 shares of the Common Stock, representing 23.76% of the outstanding shares of the Company. Shudong Xia and East Action may be deemed to be beneficial owners for purposes of filing this Amendment No. 3, each of which disclaims beneficial ownership in such shares, except to the extent of their pecuniary interest therein. By virtue of his direct and indirect control of Karmen and East Action, Shudong Xia is deemed to have sole voting and dispositive powers with respect to the shares of Common Stock beneficially owned by Karmen, as to which East Action and Karmen are deemed to have shared voting and dispositive powers.

Karmen may be deemed to have formed a “group” with Leguna and SAIF and therefore all of the Reporting Persons may be deemed to have beneficial ownership over a total of 11,431,612 shares of the Company’s Common Stock, thus having beneficial ownership of approximately 45.24% of the shares of the Company’s Common Stock.

Notwithstanding the fact that Karmen is a party to the Voting Agreement and as a result, the Reporting Persons herein may be deemed to constitute a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any securities held by any persons not a Reporting Person herein.

In addition, Shudong Xia individually owns 90,200 shares of Common Stock representing 0.36% of the outstanding shares of the Company, as to which he has sole voting and dispositive powers.

(c) During the past 60 days, pursuant to the Rule 10b5-1 Purchase Plan, Shudong Xia acquired an aggregate of 90,200 shares of Common Stock for an aggregate purchase price of $415,802.5. A list of the transactions in the Company’s Common Stock that were effected by Shudong Xia during the past 60 days is attached hereto as Exhibit 99.6.

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(d) None.

(e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Except as disclosed herein and in the current report on Form 8-K filed by the Company on July 18, 2008, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons and any other person with respect to any securities of the issuer, including, but not limited to transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

Item 7. Material to be Filed as Exhibits.

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SIGNATURES

After reasonable inquiry and to the best of his and its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated: March 9, 2011

/s/ Shudong Xia
Shudong Xia

Exhibit 99.1

JOINT FILING AGREEMENT

The undersigned hereby agree, pursuant to Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, to file a joint statement on Schedule 13D (including amendments thereto) pertaining to their beneficial ownership of shares of Common Stock of China TransInfo Technology Corp.

This agreement may be terminated for any reason by any party hereto immediately upon the personal delivery or facsimile transmission of notice to that effect to the other parties hereto.

Date: March 9, 2011

/s/ Shudong Xia
Shudong Xia

Issuer Name: China TransInfo Technology Corp.
Client Name: Shudong Xia
Symbol: CTFO
Start Date: 02/24/2011
End Date: 02/24/2012

Rule 10b5-1 Purchase Plan and Client Representations

I, Shudong Xia, as of the date below, establish this Purchase Plan (“the Plan”) to purchase Shares of the common stock (“Shares”) of China TransInfo Technology Corp., (“Issuer”), pursuant to the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). I request that Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill Lynch") execute the Plan as follows:

1.       Purchase Instructions

1.1 Starting on 2/24/2011 and ending on 2/24/2012:

1.2 Carry forward provision (optional):

1.3 If my order to buy Shares pursuant to the Plan, whether market or limit, is handled by a Merrill Lynch trading desk, it shall be handled as “not held”. A “not held” or “working order” permits a Merrill Lynch trader to use reasonable brokerage judgment, exercising price and time discretion, as to when to execute the order.

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Issuer Name: China TransInfo Technology Corp.
Client Name: Shudong Xia
Symbol: CTFO
Start Date: 02/24/2011
End Date: 02/24/2012

2.       Account Credit

In the event any scheduled purchase of Shares is not executed as provided for in Section 1 (or Section 3, if applicable) of the Plan, my account will be credited as if such purchase or exercise had been executed as provided for in Section 1 (or Section 3, if applicable).

3.       Suspension

3.1 If Merrill Lynch must suspend purchases allocated under the Plan, pursuant to Section 1 above, on a particular day for any of the following reasons:

3.2 Merrill Lynch will resume purchases in accordance with the Plan as promptly as practicable after (a) Merrill Lynch receives notice in writing from the Issuer that it may resume purchases in accordance with Section 1 of the Plan in the case of the occurrence of an Event described in 3.1.4 and 3.1.5 above or (b) Merrill Lynch determines, in its sole discretion, that it may resume sales in accordance with the Plan in the case of the occurrence of an Event described in 3.1.1, 3.1.2, and 3.1.3.

3.3 Shares allocated under the Plan for purchase during the period when trading was suspended (check one of the following):

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Issuer Name: China TransInfo Technology Corp.
Client Name: Shudong Xia
Symbol: CTFO
Start Date: 02/24/2011
End Date: 02/24/2012

4.      Termination

The Plan shall terminate on the earliest to occur of the following:

4.1 the termination date listed above;

4.2 the completion of all purchases contemplated in Section 1 of the Plan;

4.3 my or Merrill Lynch’s reasonable determination that: (a) the Plan does not comply with Rule 10b5-1 or other applicable securities laws; (b) I have not complied with the Plan, Rule 10b5-1 or other applicable securities laws; or (c) I have made misstatements in my representations or warranties in Section 8, herein;

4.4 receipt by Merrill Lynch of written notice from the Issuer or me of: (a) the filing of a bankruptcy petition by the Issuer; (b) the closing of a merger, recapitalization, acquisition, tender or exchange offer, or other business combination or reorganization resulting in the exchange or conversion of the Shares of the Issuer into shares of a company other than the Issuer; or (c) the conversion of the Shares into rights to receive fixed amounts of cash or into debt securities and/or preferred stock (whether in whole or in part);

4.5 receipt by Merrill Lynch of written notice of my death or legal incapacity;

4.6 receipt by Merrill Lynch of written notice of termination from me.

5.       Purchase Discretion

At the discretion of Merrill Lynch, Shares may be purchased on a given day or date in bulk or in smaller increments, depending upon market volume and the price(s) established above in Section 1.

6.       Stock Splits/Reincorporation/Reorganizations

6.1 In the event of a stock split or reverse stock split, the quantity and price at which the Shares are to be purchased will be adjusted proportionately.

6.2 In the event of a stock dividend or spin-off, the quantity and price at which the Shares are to be purchased will be adjusted as instructed by the Issuer. Any adjustment shall only become effective upon receipt by Merrill Lynch of written notice from Issuer as to the occurrence of the dividend or spin-off, as well as specific instructions as to the adjustment to the quantity and price at which Shares are to be purchased.

6.3 In the event of a reincorporation or other corporate reorganization resulting in an automatic share-for-share exchange of new shares of the Issuer for the Shares subject to the Plan, then the new shares will automatically replace the Shares originally specified in the Plan.

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Issuer Name: China TransInfo Technology Corp.
Client Name: Shudong Xia
Symbol: CTFO
Start Date: 02/24/2011
End Date: 02/24/2012

7.       Indemnification

7.1 I agree to indemnify and hold harmless Merrill Lynch from and against all claims, losses, damages and liabilities arising out of inquiries and/or proceedings resulting from assertions that:

7.2 This indemnification will survive termination of the Plan.

8.       Client Representations

In consideration of Merrill Lynch accepting orders to buy securities under a written plan that I have established to meet the requirements of Rule 10b5-1 under the Exchange Act, I make the following representations, warranties and covenants:

8.1 I have established the Plan in good faith, in compliance with the requirements of Rule 10b5-1, and at a time when I was not in possession of material nonpublic information about the Issuer, whose securities are the subject of the Plan.

8.2 I have consulted with legal counsel and other advisors in connection with my decision to enter into the Plan and have confirmed that the Plan meets the criteria set forth in Rule 10b5-1.

8.3 Except as provided in the Plan and while the Plan is in effect, I confirm that:

8.4 I understand that while my plan is in effect, I may not disclose to those executing my plan at Merrill Lynch any information concerning the Issuer that might influence Merrill Lynch’s execution of the Plan.

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Issuer Name: China TransInfo Technology Corp.
Client Name: Shudong Xia
Symbol: CTFO
Start Date: 02/24/2011
End Date: 02/24/2012

8.5 Compliance with insider trading policies.

8.6 Compliance with Rule 10b-18:

I understand and agree:

8.7 Delivery requirements.

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Issuer Name: China TransInfo Technology Corp.
Client Name: Shudong Xia
Symbol: CTFO
Start Date: 02/24/2011
End Date: 02/24/2012

9.       Modification

The Plan may be modified or amended only upon:

10.       Counterparts

The Plan may be signed in counterparts, each of which will be an original.

11.      Entire Agreement

The Plan and my Client Representations set forth herein together constitute the entire agreement between me and Merrill Lynch and supersede any prior agreements or understandings regarding the Plan.

12.       Notices

All notices given by the parties under this Plan will be as follows:

If to Merrill Lynch:

Liling Lee and Administrative Manager
Merrill Lynch, Pierce, Fenner & Smith, Inc.
[branch office address]

If to me:
Client address on file.

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Issuer Name: China TransInfo Technology Corp.
Client Name: Shudong Xia
Symbol: CTFO
Start Date: 02/24/2011
End Date: 02/24/2012

13.       Officer & Director Equity Service

If you are subject to the reporting requirements of Section 16 of the Exchange Act, complete the following Section 13 to have transaction information for open market transactions under the plan forwarded to a designated third party.

13.1 I authorize Merrill Lynch to transmit transaction information via fax and/or email for open window transactions and transactions under the Plan (sales and purchases) to:

13.2 Reasonable efforts will be made to transmit transaction information for open market transactions under the Plan (purchase or sale) by the close of business on the day of the purchase or sale, but no later than the close of business on the first trading day following the purchase or sale.

13.3 I acknowledge that Merrill Lynch: (1) has no obligation to confirm receipt of any email or faxed information by the designated contact and (2) has no responsibility or liability for filing a Form 4 with the SEC or for compliance with Section 16 of the Securities Exchange Act of 1934. If any of the above contact information changes, or I would like to terminate this authorization, I will promptly notify Merrill Lynch in writing.

13.4 I further authorize Merrill Lynch to transmit transaction information to a third party service provider who will make the information available to my designated representative(s) listed above.

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Issuer Name: China TransInfo Technology Corp.
Client Name: Shudong Xia
Symbol: CTFO
Start Date: 02/24/2011
End Date: 02/24/2012

14. Governing Law

This Plan will be governed by and construed in accordance with the internal laws of the State of New York.

By: /s/ Shudong Xia
Name: Shudong Xia
Date: December 22, 2010

Acknowledged and Agreed this  22^nd   day of December____, 2010:
Merrill Lynch, Pierce, Fenner & Smith
Incorporated

By: __/s/ Anita Lam___________________________
Name: Anita Lam
Title: Administrative Manager

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Issuer Name: China TransInfo Technology Corp.
Client Name: Shudong Xia
Symbol: CTFO
Start Date: 02/24/2011
End Date: 02/24/2012

Annex A –Issuer Certificate

This Annex A may not be amended except in accordance with the Plan.

1. The Issuer certifies that it has approved, and retained a copy of, the Purchase Plan dated December 22, 2010 (the “Plan”) between Shudong Xia, (“Purchaser”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) relating to the common stock of the Issuer (the “Shares”).

2. The Plan is consistent with Issuer’s insider trading policies, and, to the best of Issuer’s knowledge, there are no legal, contractual or regulatory restrictions applicable to Purchaser as of the date of this representation that would prohibit Purchaser from entering into the Plan or affecting any purchase of Shares pursuant to the Plan.

Dated: December 22, 2010____________________

By:_/s/ Danxia Huang________________________
Name: Danxia Huang
Title: Interim Chief Financial Officer

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Exhibit 99.6

Transactions during the Past 60 Days*

--------------------
*The purchases were made pursuant to the Rule 10b5-1 Purchase Plan. These shares were purchased in multiple transactions on the open market. Shudong Xia undertakes to provide the Company or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the range set forth herein.