-----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, CDts3t2GfEUiAB2PEjWj4gwxMc938bTmkZYi99WDwZD4zH3IIBqn/6ckHTVyOoeU yjT7TjT3VkIMVgo+qqAk6Q== 0001140361-09-014256.txt : 20090608 0001140361-09-014256.hdr.sgml : 20090608 20090608172302 ACCESSION NUMBER: 0001140361-09-014256 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090608 DATE AS OF CHANGE: 20090608 GROUP MEMBERS: BARRY M. KITT GROUP MEMBERS: THE PINNACLE FUND, L.P., A TEXAS LIMITED PARTNERSHIP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: China Green Agriculture, Inc. CENTRAL INDEX KEY: 0000857949 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE CHEMICALS [2870] IRS NUMBER: 363526027 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-44460 FILM NUMBER: 09880399 BUSINESS ADDRESS: STREET 1: 3RD FLOOR, BOROUGH A, BLOCK A. NO.181, STREET 2: SOUTH TAIBAI ROAD, CITY: XIAN, SHAANXI PROVINCE, STATE: F4 ZIP: 710065 BUSINESS PHONE: 3034996000 MAIL ADDRESS: STREET 1: 3RD FLOOR, BOROUGH A, BLOCK A. NO.181, STREET 2: SOUTH TAIBAI ROAD, CITY: XIAN, SHAANXI PROVINCE, STATE: F4 ZIP: 710065 FORMER COMPANY: FORMER CONFORMED NAME: DISCOVERY TECHNOLOGIES INC DATE OF NAME CHANGE: 20071114 FORMER COMPANY: FORMER CONFORMED NAME: DISCOVERY TECHNOLOGIES INC /KS/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: DISCOVERY SYSTEMS INC DATE OF NAME CHANGE: 19900613 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Pinnacle China Fund, L.P. CENTRAL INDEX KEY: 0001342419 IRS NUMBER: 203358646 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 4965 PRESTON PARK BLVD. STREET 2: SUITE 240 CITY: PLANO STATE: TX ZIP: 75093 BUSINESS PHONE: 972-985-2121 MAIL ADDRESS: STREET 1: 4965 PRESTON PARK BLVD. STREET 2: SUITE 240 CITY: PLANO STATE: TX ZIP: 75093 SC 13G/A 1 formsc13ga.htm PINNACLE CHINA FUND, L.P. SC 13G A 5-28-2009 formsc13ga.htm
SCHEDULE 13G
CUSIP NO. 16943W105
Page 1 of 8
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

SCHEDULE 13G
(Rule 13d-102)

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

(Amendment No. 2)*

China Green Agriculture, Inc.
(Name of Issuer)

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

16943W105
(CUSIP Number)

May 28, 2009
(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)

 
x
Rule 13d-1(c)

 
o
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).
 
 
 
 

SCHEDULE 13G
CUSIP NO. 16943W105
Page 2 of 8

 
1
 
 
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
Pinnacle China Fund, L.P., a Texas limited partnership
20-3358646
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP       (a)  ¨
                                                                                                                          (b)  þ
 
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Texas
 
NUMBER OF
 
SHARES
 
5
SOLE VOTING POWER
 
Common Stock equal to less than 5%
 
BENEFICIALLY
 
6
SHARED VOTING POWER
 
0
OWNED BY EACH
 
REPORTING
 
7
SOLE DISPOSITIVE POWER
 
Common Stock equal to less than 5%
 
PERSON WITH
 
8
SHARED DISPOSITIVE POWER
 
0
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
Common Stock equal to less than 5%
 
10
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                                           ¨
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
Less than 5%
 
12
TYPE OF REPORTING PERSON
 
PN

 
 
 

SCHEDULE 13G
CUSIP NO. 16943W105
Page 3 of 8

 
1
 
 
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
The Pinnacle Fund, L.P., a Texas limited partnership
75-2512784
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP       (a)  ¨
                                                                                                                          (b)  þ
 
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Texas
 
 
NUMBER OF
 
SHARES
 
5
SOLE VOTING POWER
 
Common Stock equal to less than 5%
 
BENEFICIALLY
 
6
SHARED VOTING POWER
 
0
OWNED BY EACH
 
REPORTING
 
7
SOLE DISPOSITIVE POWER
 
Common Stock equal to less than 5%
 
PERSON WITH
 
8
SHARED DISPOSITIVE POWER
 
0
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
Common Stock equal to less than 5%
 
10
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                                       ¨
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
Less than 5%
 
12
TYPE OF REPORTING PERSON
 
PN

 
 
 

SCHEDULE 13G
CUSIP NO. 16943W105
Page 4 of 8

 
1
 
 
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
Barry M. Kitt
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP      (a)  ¨
                                                                                                                         (b)  þ
 
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States of America
 
NUMBER OF
 
SHARES
 
5
SOLE VOTING POWER
 
Common Stock equal to less than 5%
 
BENEFICIALLY
 
6
SHARED VOTING POWER
 
0
OWNED BY EACH
 
REPORTING
 
7
SOLE DISPOSITIVE POWER
 
Common Stock equal to less than 5%
 
PERSON WITH
 
8
SHARED DISPOSITIVE POWER
 
0
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
Common Stock equal to less than 5%
 
10
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                                           ¨
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
Less than 5%
 
12
TYPE OF REPORTING PERSON
 
IN

 
 
 

SCHEDULE 13G
CUSIP NO. 16943W105
Page 5 of 8

Item 1(a).
Name of Issuer:

China Green Agriculture, Inc. (the "Issuer")

Item 1(b).
Address of Issuer's Principal Executive Offices:

3rd Floor, Borough A, Block A. No.181, South Taibai Road, Xi’an, Shaanxi Province, People’s Republic of China 710065

Items 2(a),
(b) and (c).
Name of Persons Filing, Address of Principal Business Office and Citizenship:

This Amendment No. 2 to Schedule 13G is being filed on behalf of Pinnacle China Fund, L.P. (“Pinnacle China”), The Pinnacle Fund, L.P. (“Pinnacle”) and Barry M. Kitt, as joint filers (collectively, the "Reporting Persons").

The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Amendment No. 2 to Schedule 13G as Exhibit 1, pursuant to which the Reporting Persons have agreed to file this Amendment No. 2 to Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended.

The principal business office of the Reporting Persons is 4965 Preston Park Blvd., Suite 240, Plano, TX 75093.  For citizenship, see Item 4 of each cover page.

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

Common Stock, par value $0.001 per share (the "Common Stock")

Item 2(e).
CUSIP Number:

 
16943W105

Item 3.
Not applicable

Item 4.
Ownership.

 
(a)
Amount beneficially owned:  Common Stock equal to less than 5%

 
(b)
Percent of class:  Less than 5%

(c)           Number of shares to which such person has:

 
(i)
Sole power to vote or direct the vote:  Common Stock equal to less than 5%

 
(ii)
Shared power to vote or direct the vote:  0

 
 
 

SCHEDULE 13G
CUSIP NO. 16943W105
Page 6 of 8


 
(iii)
Sole power to dispose or to direct the disposition of:  Common Stock equal to less than 5%

 
(iv)
Shared power to dispose of or direct the disposition of: 0

Item 5.
Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following þ.

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 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 a Group.

Not applicable

Item 10.                 Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 
 
 

SCHEDULE 13G
CUSIP NO. 16943W105
Page 7 of 8


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:     June 8, 2009


 
PINNACLE CHINA FUND, L.P.
 
By: Pinnacle China Advisers, L.P., its general partner
 
By: Pinnacle China Management, LLC, its general partner
 
By: Kitt China Management, LLC, its manager
       
 
By:
   
   
Barry M. Kitt, its manager
  
       
       
 
THE PINNACLE FUND, L.P.
       
 
By: Pinnacle Advisers, L.P., its general partner
 
By: Pinnacle Fund Management, LLC, its general partner
       
 
By:
   
 
Barry M. Kitt, its sole member
       
       
 
 
  
 
Barry M. Kitt
  

 
 
 

SCHEDULE 13G
CUSIP NO. 16943W105
Page 8 of 8
 
Exhibit 1


JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to certain shares of Common Stock of China Green Agriculture, Inc. and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filings.

The undersigned further agree that each party hereto is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein; provided, however, that no party is responsible for the completeness or accuracy of the information concerning any other party making the filing, unless such party knows or has reason to believe that such information is inaccurate.

IN WITNESS WHEREOF, the parties have executed this Joint Filing Agreement on June 8, 2009.

 
PINNACLE CHINA FUND, L.P.
 
By: Pinnacle China Advisers, L.P., its general partner
 
By: Pinnacle China Management, LLC, its general partner
 
By: Kitt China Management, LLC, its manager
       
 
By:
   
   
Barry M. Kitt, its manager
  
       
       
 
THE PINNACLE FUND, L.P.
 
By: Pinnacle Advisers, L.P., its general partner
 
By: Pinnacle Fund Management, LLC, its general partner
       
 
By:
   
 
Barry M. Kitt, its sole member
       
       
 
 
    
 
Barry M. Kitt
 
 
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