American Lorain Corporation: Schedule 13D/A - Prepared by TNT Filings Inc.

-----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, Loq+IkCVqIbHh6Qm/pfbYTxx81iP/OjMWNvIzCuGgRp7K7DSTlN1fF3dbIRna9l3 DnDCASKTZBdVtu/I/1lmFw== 0001204459-09-000019.txt : 20090106 0001204459-09-000019.hdr.sgml : 20090106 20090106101021 ACCESSION NUMBER: 0001204459-09-000019 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090106 DATE AS OF CHANGE: 20090106 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CHEN SI CENTRAL INDEX KEY: 0001398608 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: BUSINESS PHONE: 011 86 539 731 8818 MAIL ADDRESS: STREET 1: BEIHUAN ZHONG ROAD STREET 2: JUNAN COUNTY CITY: SHANDONG STATE: F4 ZIP: 276600 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: American Lorain CORP CENTRAL INDEX KEY: 0001117057 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FROZEN & PRESERVED FRUIT, VEG & FOOD SPECIALTIES [2030] IRS NUMBER: 870430320 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82784 FILM NUMBER: 09508490 BUSINESS ADDRESS: STREET 1: BEIHUAN ROAD STREET 2: JUNAN COUNTY CITY: SHANDONG, STATE: F4 ZIP: 276600 BUSINESS PHONE: (86) 539-7318818 MAIL ADDRESS: STREET 1: BEIHUAN ROAD STREET 2: JUNAN COUNTY CITY: SHANDONG, STATE: F4 ZIP: 276600 FORMER COMPANY: FORMER CONFORMED NAME: American CORP DATE OF NAME CHANGE: 20070806 FORMER COMPANY: FORMER CONFORMED NAME: American Lorain CORP DATE OF NAME CHANGE: 20070801 FORMER COMPANY: FORMER CONFORMED NAME: MILLENNIUM QUEST INC DATE OF NAME CHANGE: 20000622 SC 13D/A 1 sichensc13da.htm SCHEDULE 13D/A American Lorain Corporation: Schedule 13D/A - Prepared by TNT Filings Inc.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
(Amendment No. 1)

AMERICAN LORAIN CORPORATION
(Name of Issuer)

Common Stock, $0.001 par value per share
(Title of Class of Securities)

027297100
(CUSIP Number)

Si Chen
Beihuan Road
Junan County
Shandong, China 276600
(+86) 539-7318818
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

December 22, 2008
(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), 13d-1(f) or 13d-1(g), check the following box. ¨


CUSIP No. 027297100	SCHEDULE 13D

1	NAMES OF REPORTING PERSONS

	Si Chen
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *			(a) £
				(b) £

3	SEC USE ONLY


4	SOURCE OF FUNDS*
	PF

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

	£
6	CITIZENSHIP OR PLACE OF ORGANIZATION

	People’s Republic of China
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:		7	SOLE VOTING POWER
			16,307,872 shares of common stock

		8	SHARED VOTING POWER


		9	SOLE DISPOSITIVE POWER
			16,307,872 shares of common stock

		10	SHARED DISPOSITIVE POWER


11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	16,307,872 shares of common stock
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES *			£


13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	64.8%

14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

Introduction

This Amendment No. 1 (this "Amendment") relates to the Schedule 13D filed on September 24, 2007 (the "Schedule 13D"), by Mr. Si Chen (the "Reporting Person").

Item 5. Interest in Securities of the Issuer.

(a) - (b) As of the date of this statement, the Reporting Person beneficially owns 16,307,872 shares of common stock, par value $0.001 per share (the "Common Stock"), of American Lorain Corporation (the "Company"), representing approximately 64.8% of the issued and outstanding shares of Common Stock, based on 25,172,640 shares of Common Stock issued and outstanding, as reported in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2008. The Reporting Person has the sole power to vote and dispose of such shares.

(c) On December 22, 2008, the Reporting Person exercised his option to acquire 14,676,815 shares of Common Stock from Mr. Hisashi Akazawa pursuant to the Option Agreement, dated May 3, 2007, by and between Mr. Akazawa and the Reporting Person. Payment of the exercise price was waived.

In addition, on December 22, 2008, the Reporting Person acquired 1,631,057 shares of Common Stock from Mr. Akazawa. No consideration was paid for such shares.

(d) None.

(e) Not applicable.

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: January 2, 2009

/s/ Si Chen

Name: Si Chen

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