SEC FORM 4

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

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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^*

HONG JIA ZHI

(Last)

(First)

(Middle)

C/O KINGOLD JEWELRY, INC.

15 HUANGPU SCIENCE AND TECHNOLOGY PARK

(Street)

JIANG'AN DISTRICT WUHAN

430023

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
KINGOLD JEWELRY, INC. [ KGJI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and Chairman

3. Date of Earliest Transaction (Month/Day/Year)
06/08/2011

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.001 per share ("Common Stock")	06/08/2011		P⁽¹⁾		10,000	A	$1.67	17,360,194⁽²⁾	D
Common Stock	06/09/2011		P⁽¹⁾		10,000	A	$1.78	17,370,194⁽²⁾	D
Common Stock	06/10/2011		P⁽¹⁾		10,000	A	$1.72	17,380,194⁽²⁾	D
Common Stock	06/13/2011		P⁽¹⁾		10,000	A	$1.58	17,390,194⁽²⁾	D
Common Stock	06/14/2011		P⁽¹⁾		10,000	A	$1.66	17,400,194⁽²⁾	D
Common Stock	06/15/2011		P⁽¹⁾		10,000	A	$1.63	17,410,194⁽²⁾	D
Common Stock	06/16/2011		P⁽¹⁾		10,000	A	$1.62	17,420,194⁽²⁾	D
Common Stock	06/17/2011		P⁽¹⁾		10,000	A	$1.53	17,430,194⁽²⁾	D
Common Stock	06/20/2011		P⁽¹⁾		10,000	A	$1.53	17,440,194⁽²⁾	D
Common Stock	06/21/2011		P⁽¹⁾		10,000	A	$1.58	17,450,194⁽²⁾	D
Common Stock	06/22/2011		P⁽¹⁾		10,000	A	$1.6	17,460,194⁽²⁾	D
Common Stock	06/23/2011		P⁽¹⁾		10,000	A	$1.58	17,470,194⁽²⁾	D
Common Stock	06/24/2011		P⁽¹⁾		10,000	A	$1.58	17,480,194⁽²⁾	D
Common Stock	06/27/2011		P⁽¹⁾		10,000	A	$1.54	17,490,194⁽²⁾	D
Common Stock	06/28/2011		P⁽¹⁾		10,000	A	$1.35	17,510,194⁽²⁾	D
Common Stock	06/29/2011		P⁽¹⁾		10,000	A	$1.47	17,520,194⁽²⁾	D
Common Stock	06/30/2011		P⁽¹⁾		10,000	A	$1.49	17,530,194⁽²⁾	D
Common Stock	07/01/2011		P⁽¹⁾		10,000	A	$1.5	17,540,194⁽²⁾	D
Common Stock	07/05/2011		P⁽¹⁾		10,000	A	$1.45	17,550,194⁽²⁾	D
Common Stock	07/06/2011		P⁽¹⁾		10,000	A	$1.43	17,560,194⁽²⁾	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Open market purchase pursuant to a 10b5-1 trading plan adopted by Mr. Jia in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

2. Of this amount, Mr. Jia has a preexisting right to acquire 17,350,194 shares from Famous Grow Holdings Limited pursuant to a Call Option Agreement dated as of December 23, 2009.

	/s/ Zhihong Jia	07/06/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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