0001104659-14-007294.txt : 20140207 0001104659-14-007294.hdr.sgml : 20140207 20140207060610 ACCESSION NUMBER: 0001104659-14-007294 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20140207 DATE AS OF CHANGE: 20140207 GROUP MEMBERS: FIRST FLITE HOLDINGS CO., LTD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Mecox Lane Ltd CENTRAL INDEX KEY: 0001501775 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-85977 FILM NUMBER: 14581814 BUSINESS ADDRESS: STREET 1: 22ND FLOOR, GEMS TOWER STREET 2: BUILDING 20, NO. 487, TIANLIN ROAD CITY: SHANGHAI STATE: F4 ZIP: 200233 BUSINESS PHONE: (86-21) 6495 0500 MAIL ADDRESS: STREET 1: 22ND FLOOR, GEMS TOWER STREET 2: BUILDING 20, NO. 487, TIANLIN ROAD CITY: SHANGHAI STATE: F4 ZIP: 200233 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Gu Alfred Beichun CENTRAL INDEX KEY: 0001511378 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: 22ND FLOOR, GEMS TOWER, BUILDING 20 STREET 2: NO. 487, TIANLIN ROAD CITY: SHANGHAI STATE: F4 ZIP: 200233 SC 13G/A 1 a14-4387_1sc13ga.htm SC 13G/A


	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. 3)*

Mecox Lane Limited

(Name of Issuer)

Ordinary Shares

(Title of Class of Securities)

G5953U 102

(CUSIP Number)

December 31, 2013

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o	Rule 13d-1(b)
o	Rule 13d-1(c)
x	Rule 13d-1(d)

*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 the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("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).

(Continued on following pages)

CUSIP No. G5953U 102						Schedule 13 G

	1	Names of Reporting Persons First Flite Holdings Co., Ltd.

	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x

	3	SEC Use Only

	4	Citizenship or Place of Organization British Virgin Islands

Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 53,844,171 ordinary shares (1). Alfred Beichun Gu may also be deemed to have sole voting power with respect to the above shares.

			6		Shared Voting Power 0

			7		Sole Dispositive Power 53,844,171 ordinary shares. Alfred Beichun Gu may also be deemed to have sole dispositive power with respect to the above shares.

			8		Shared Dispositive Power 0

	9	Aggregate Amount Beneficially Owned by Each Reporting Person 53,844,171 ordinary shares

	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

	11	Percent of Class Represented by Amount in Row (9) 11.8%*

	12	Type of Reporting Person (See Instructions) CO
(1) 41,996,770 ordinary shares and 11,847,401 restricted shares. * based on 439,876,279 ordinary shares outstanding and 16,211,058 restricted shares as of December 31, 2013.

CUSIP No. G5953U 102						Schedule 13 G

	1	Names of Reporting Persons Alfred Beichun Gu

	2	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x

	3	SEC Use Only

	4	Citizenship or Place of Organization St. Kitts and Nevis

Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 53,844,171 ordinary shares (1). First Flite Holdings Co., Ltd. may also be deemed to have sole voting power with respect to the above shares.

			6		Shared Voting Power 0

			7		Sole Dispositive Power 53,844,171 ordinary shares. First Flite Holdings Co., Ltd. may also be deemed to have sole dispositive power with respect to the above shares.

			8		Shared Dispositive Power 0

	9	Aggregate Amount Beneficially Owned by Each Reporting Person 53,844,171 ordinary shares

	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

	11	Percent of Class Represented by Amount in Row (9) 11.8%*

	12	Type of Reporting Person (See Instructions) IN
(1) 41,996,770 ordinary shares and 11,847,401 restricted shares. * based on 439,876,279 ordinary shares outstanding and 16,211,058 restricted shares as of December 31, 2013.

Item 1(a).	Name of Issuer: Mecox Lane Limited (the “Issuer”)

Item 1(b).	Address of Issuer’s Principal Executive Offices: 22nd Floor, Gems Tower, Building 20, No. 487, Tianlin Road Shanghai 200233 People’s Republic of China

Item 2(a).	Name of Person Filing: First Flite Holdings Co., Ltd. Alfred Beichun Gu

Item 2(b).	Address of Principal Business Office, or, if none, Residence: First Flite Holdings Co., Ltd.: P.O. Box 3321, Drake Chambers Road Town, Tortola British Virgin Islands Alfred Beichun Gu: 22nd Floor, Gems Tower, Building 20, No. 487, Tianlin Road Shanghai 200233 People’s Republic of China

Item 2(c)	Citizenship: First Flite Holdings Co., Ltd. - British Virgin Islands Alfred Beichun Gu - St. Kitts and Nevis

Item 2(d).	Title of Class of Securities: Ordinary Shares

Item 2(e).	CUSIP Number: G5953U 102

Item 3.	Not Applicable

Item 4.	Ownership:
The following information with respect to the ownership of the Common Shares of the issuer by the Reporting Person is provided as of December 31, 2013:

Reporting Person	Amount beneficially owned:	Percent of class:		Sole power to vote or direct the vote:	Shared power to vote or to direct the vote:	Sole power to dispose or to direct the disposition of:	Shared power to dispose or to direct the disposition of:
First Flite Holdings Co., Ltd.	53,844,171	11.8	%	53,844,171	0	53,844,171	0
Alfred Beichun Gu	53,844,171	11.8	%	53,844,171	0	53,844,171	0

First Flite Holdings Co., Ltd. is the record owner of 41,996,770 ordinary shares and 11,847,401 restricted shares. Mr. Alfred Beichun Gu is the sole owner and director of First Flite Holdings Co., Ltd. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, Mr. Gu may be deemed to beneficially own all the shares held by First Flite Holdings Co., Ltd.


Item 5.	Ownership of Five Percent or Less of a Class:
	Not applicable

Item 6.	Ownership of More than Five Percent on Behalf of Another Person:
	Not applicable

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:
	Not applicable

Item 8.	Identification and Classification of Members of the Group:
	Not applicable

Item 9.	Notice of Dissolution of Group:
	Not applicable

Item 10.	Certification:
	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: February 7, 2014


First Flite Holdings Co., Ltd.	By:	/s/ Alfred Beichun Gu
		Name: Alfred Beichun Gu
		Title: Director


Alfred Beichun Gu	By:	/s/ Alfred Beichun Gu
		Alfred Beichun Gu

LIST OF EXHIBITS

Exhibit No.		Description

A		Joint Filing Agreement

Signature Page

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of February 7, 2014.

First Flite Holdings Co., Ltd.	By:	/s/ Alfred Beichun Gu
		Name: Alfred Beichun Gu
		Title: Director

Alfred Beichun Gu	By:	/s/ Alfred Beichun Gu
		Alfred Beichun Gu

EX-99.1 2 a14-4387_1ex99d1.htm EX-99.A

Exhibit A

EXHIBIT A: Joint Filing Agreement

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Ordinary Shares, par value $0.0001 per share, of Mecox Lane Limited, a Cayman Islands company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

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