Approximate date of commencement of proposed sale to the public:From time to time after the effective date of this registration statement as determined by the Registrant.

If the only securities being registered on this form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. [  ]

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 of the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. [X]

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and listlit the Securities Act registration statement number of the earlier effective registration statement for the same offering. [  ]

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [  ]

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [  ]

If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, please check the following box. [  ]

If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, please check the following box. [  ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

THE REGISTRANT HEREBY AMENDS THISCALCULATION OF REGISTRATION STATEMENT ON SUCH DATE OR DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTIONFEE

(1) We are registering under this Registration Statement such indeterminate number of shares of common stock and preferred stock, such indeterminate number of warrants to purchase common stock and/or preferred stock, and such indeterminate number of units as may be sold by the registrant from time to time, which together shall have an aggregate initial offering price not to exceed $60,000,000. We may sell any securities we are registering under this Registration Statement separately or as units with the other securities we are registering under this Registration Statement. We will determine, from time to time, the proposed maximum offering price per unit in connection with our issuance of the securities we are registering under this Registration Statement. The securities we are registering under this Registration Statement also include such indeterminate number of shares of common stock and preferred stock as we may issue upon conversion of or exchange for preferred stock that provide for conversion or exchange, upon exercise of warrants or pursuant to the anti-dilution provisions of any of such securities. In addition, pursuant to Rule 416 under the Securities Act of 1933 (the “Securities Act”), the shares we are registering under this Registration Statement include such indeterminate number of shares of common stock and preferred stock as may be issuable with respect to the shares we are registering as a result of stock splits, stock dividends or similar transactions.

(2) We will determine the proposed maximum aggregate offering price per class of security from time to time in connection with our issuance of the securities we are registering under this Registration Statement and we are not specifying such price as to each class of security pursuant to General Instruction II.D. of Form S-3 under the Securities Act.

(3) Calculated pursuant to Rule 457(o) under the Securities Act.

The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) OF THE SECURITIES ACT OF 1933, AS AMENDED, OR UNTIL THE REGISTRATION STATEMENT SHALL BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SAID SECTIONof the Securities Act or until this Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), MAY DETERMINE.may determine.

The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

Subject to Completion, Dated December 7, 2010July 29, 2015

ProspectusPRELIMINARY PROSPECTUS

AMERICAN LORAIN CORPORATION

3,440,800 Shares$60,000,000
Common Stock
Preferred Stock
Rights
Warrants
Units

This prospectus relatesWe may offer from time to 3,440,800time shares of our common stock, par value $0.001 per share,(“Common Stock”), preferred stock, warrants and units that include any of American Lorain Corporation that may bethese securities. The aggregate initial offering price of the securities sold from time to time by the selling stockholders named inunder this prospectus.

prospectus will not exceed $60,000,000. We will not receive any proceeds fromoffer the salessecurities in amounts, at prices and on terms to be determined at the time of anythe offering.

Our common stock is traded on the NYSE MKT under the symbol “ALN.” The aggregate market value of the outstanding shares of our common stock held by non-affiliates is $33,704,247.5 based on 38,259,490 shares of common stock outstanding, of which 19,259,570 are held by non-affiliates, and a closing sale price on NYSE MKT of $1.75 on July 24, 2015. As of the selling stockholders.date hereof, we have not offered any securities pursuant to the registration statement of which this prospectus forms a part, or any similar registration statement, during the prior 12 calendar month period that ends on the date hereof.

Each time we sell securities hereunder, we will attach a supplement to this prospectus that contains specific information about the terms of the offering, including the price at which we are offering the securities to the public. The prospectus supplement may also add, update or change information contained or incorporated in this prospectus. You should read this prospectus and the applicable prospectus supplement, as well as the documents incorporated by reference or deemed to be incorporated by reference into this prospectus or any such prospectus supplement, carefully before you invest.invest in our securities.

Our common stock is traded onThese securities may be sold directly by us, through dealers or agents designated from time to time, to or through underwriters or through a combination of these methods. See “Plan of Distribution” in this prospectus. We may also describe the NYSE Amex under the symbol “ALN.” The last reported sale priceplan of distribution for any particular offering of our common stock on December 6, 2010 was $2.69 per share.securities in a prospectus supplement. If any agents, underwriters or dealers are involved in the sale of any securities in respect of which this prospectus is being delivered, we will disclose their names and the nature of our arrangements with them in a prospectus supplement. The net proceeds we expect to receive from any such sale will also be included in a prospectus supplement.

Investing in our securities involves various risks. See “Risk Factors” on page 23 of the prospectus for more information on these risks. Additional risks will be described in the related prospectus supplement related to a potential offer under the heading “Risk Factors.” You should review that section of the related prospectus supplement for a discussion of matters that investors in such securities should consider. Further, see “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2014, which has been filed with the Securities and Exchange Commission and is incorporated by reference into this prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities, or passed upon the completeness or the adequacy or accuracy of this prospectus or any accompanying prospectus supplement. Any representation to the contrary is a criminal offense.

The date of this Prospectus is __________, 2010July 29, 2015

TABLE OF CONTENTS

ABOUT THIS PROSPECTUS

This prospectus is part of a registration statement that we filed with the Securities and Exchange Commission, or the SEC. The selling stockholders named hereinSEC, using a “shelf” registration process. Under this shelf registration process, we may selloffer from time to time up to 3,440,800 shares$60,000,000 in the aggregate of our common stock, under this prospectus.preferred stock, rights, warrants, or units. We sometimeswill refer to our common stock, preferred stock, rights, warrants, and units collectively as “securities” throughout this prospectus.

This prospectus does notprovides certain general information about the securities that we may offer hereunder. Each time we sell securities, we will provide a prospectus supplement that will contain allspecific information about the terms of the offering and the offered securities. The prospectus supplement will contain the specific information about the terms of the offering. In each prospectus supplement, we will include the following information:

In addition, the prospectus supplement may also add, update or change the information providedcontained or incorporated in this prospectus. The prospectus supplement will supersede this prospectus to the extent it contains information that is different from, or that conflicts with, the information contained or incorporated in this prospectus. You should read and consider all information contained in this prospectus and any accompanying prospectus supplement in making your investment decision.You should also read and consider the information contained in the registration statement that we filed withdocuments identified under the SEC. For further information about us or our securities offered hereby, you should refer to that registration statement, which you can obtain from the SEC as described below underheading “Incorporation of Certain Documents by Reference” and “Where You Can Find More Information.”Information” in this prospectus.

You should rely only on the information contained or incorporated by reference in this prospectus.prospectus or a prospectus supplement. We have not authorized any other person to provide you with different information. If anyone provides you with different or inconsistent information, you should not rely on it. This prospectus is not an offer to sell securities, and it is not soliciting an offer to buy securities, in any jurisdiction in which the offer or sale is not permitted. You should assume that the information contained in this prospectus or any accompanying prospectus supplement, as well as information we filehave previously filed with the SEC and incorporated herein by reference, is accurate only as of the date set forth on the front of such documents only.documents. Our business, financial condition, results of operations and prospects may change followinghave changed since those dates.

1

PROSPECTUS SUMMARY

In this prospectus, unless indicated otherwise,

• 	•	“We,” “us” and “our” refer to the combined business of ALN, and except where the context requires otherwise, our wholly-owned and majority-owned direct and indirect operating subsidiaries.
  	•	“ALN” refers to American Lorain Corporation, a Nevada corporation

  1

  ---

  
  

  	•	“Athena” refers to Athena*, a limited liability company organized under the laws of France that is majority-owned by Junan Hongrun.
  	•	“ILH” refers to International Lorain Holding, Inc., a Cayman Islands company that is wholly-owned by ALC.
  	•	“Junan Hongrun” refers to Junan Hongrun Foodstuff Co., Ltd., a subsidiary of ILH.
  	•	“Luotian Lorain” refers to Luotian Green Foodstuff Co., Ltd., a subsidiary of ILH.
  	•	“Beijing Lorain” refers to Beijing Green Foodstuff Co., Ltd., a subsidiary of ILH.
  	•	“Shandong Lorain” refers to Shandong Green Foodstuff Co., Ltd., a subsidiary of ILH.
  	•	“Dongguan Lorain” refers to Dongguan Green Foodstuff Co., Ltd., a subsidiary of ILH.
  	•	“Shandong Greenpia” refers to Shandong Greenpia Foodstuff Co., Ltd., a subsidiary of ILH.

  *Athena is a holding company which holds all of the capital and “our” refer to the combined businessvoting shares of ALN, ILHConserverie Minerve, a company organized under French law. Conserverie Minerve specializes in the processing and theirsale of chestnut and prepared foods products in Europe. Conserverie Minerve operates its businesses through the following, direct and indirect, Chinese operating subsidiaries.wholly owned subsidiaries:

• 	•	Sojafrais, a company organized under French law;
  	•	SCI SIAM, a real estate company organized under French law;
  	•	SCI GIU LONG, a real estate company organized under French law; and
  	•	CACOVIN, a company organized under Portuguese law

  “ALN” refers to American Lorain Corporation, a Nevada corporation.

• “ILH” refers to International Lorain Holding, Inc., a Cayman Islands company that is wholly-owned by ALN.

• “Junan Hongrun” refers to Junan Hongrun Foodstuff Co., Ltd., a subsidiary of ILH.

• “Luotian Lorain” refers to Luotian Green Foodstuff Co., Ltd., a subsidiary of ILH.

• “Beijing Lorain” refers to Beijing Green Foodstuff Co., Ltd., a subsidiary of ILH.

• “Shandong Lorain” refers to Shandong Green Foodstuff Co., Ltd., a subsidiary of ILH.

About American LorainABOUT AMERICAN LORAIN

Organizational Structure

ALN is a Nevada corporation that was incorporated in Delaware on February 4, 1986 and was formerly known as Millennium“Millennium Quest, Inc. On May 3, 2007, ALN completed a recapitalization, or reverse merger, with ILH. Prior to such date, ALN did not engage in active business operations other than to search for a potential acquisition target.” Effective November 16,12, 2009, ALN reincorporated in Nevada from Delaware.

We conduct our production activities in China and, through our majority-owned subsidiary, in France and Portugal. Our products are sold in Chinese domestic markets as well as exported to foreign countries and regions such as Japan, South Korea and Europe. We derive most of our revenues from sales in China, France, Japan and South Korea. In 2015, our primary strategy is to continue building our brand recognition in China through consistent marketing efforts towards supermarkets, wholesalers, and significant customers, enhancing the cooperation with other manufacturers and factories and enhancing the turnover for our existing chestnut, convenience and frozen food products. In addition, we are working to expand our marketing efforts in Asia, Europe, and the Middle East. We currently have limited sales and marketing activity in the United States, although our long-term plan is to significantly expand our activities there. We also plan to launch a mass-consumed food product series whose market is highly fragmented in China.

ALN wholly owns 100% of ILH. ILH wholly owns two Chinese operating subsidiaries, Luotian Lorain and Junan Hongrun, directly. Junan Hongrun, in turn, owns 100% and 51% of Dongguan Lorain and Athena respectively. Athena is a holding company which holds all of the capital and the voting shares of Conserverie Minerve, a company organized under French law. Conserverie Minerve specializes in the processing and sale of chestnut and prepared foods products in Europe. Conserverie Minerve operates its businesses through its direct and indirect, wholly owned subsidiaries, Sojafrais, SCI SIAM, SCI GIU LONG and CACOVIN. In addition, together with its subsidiary Junan Hongrun, ILH wholly owns Beijing Lorain, Shandong Greenpia, and owns approximately 80% of Shandong Lorain (Shandong Economic Development Investment Co. Ltd. owns approximately 20%). We sometimes refer to our six Chinese operating subsidiaries and the remaining 20% interest). The following chart depicts our organizational structure:Athena Group throughout this prospectus as the Lorain Group Companies.

2

Our Business

We are an integrated food manufacturing company with headquarters in Shandong Province, China. We develop, manufacture and sell the following types of food products:

• chestnut products;

• convenience foods (including ready-to-cook meals, ready-to-eat meals and meals ready-to-eat)

  	•	chestnut products;
  	•	convenience foods (including ready-to-cook meals, ready-to-eat meals and meals ready- to-eat); and frozen, canned, and bulk food.           We conduct our production activities in China. Our products are sold in 26 provinces and administrative regions in China and 42 foreign countries. We believe that we are the largest processed chestnut foods manufacturer in China. We have developed brand recognition for our chestnut products in China, Japan and South Korea over the past 10 to 15 years. We produced over 50 high value-added processed chestnut products in the third quarter of 2010. We derive most of our revenues from sales in China, Japan and South Korea. Our primary strategy for 2010 has been to expand our brand recognition in the Chinese market for our convenience foods products. During the nine months ended September 30, 2010 and 2009, sales of our convenience food products accounted for 35.3% and 21.6%of our revenue, respectively. Our strategy is intended to offset the seasonal nature of our chestnut business. In addition, these products are better received in many international markets than chestnut. We are also working to expand our brand recognition in China for our Chestnut products and frozen products. During the nine months ended September 30, 2010 and 2009, sales to Chinese customers accounted for 79.4% and 82.3% of our overall revenues, respectively. In addition, we are seeking distribution partners and local vendors to expand our marketing efforts in Asia, North America, Europe and the Middle East. We currently have immaterial sales and marketing activity in the United States, although our long-term plan is to significantly expand our activities there. 3 Risk Factors Our ability to successfully operate our business and achieve our goals and strategies is subject to numerous risks, including for example: Potential inability to secure necessary raw materials in sufficient quantities, and fluctuations in raw material prices; Potential inability to maintain sufficient levels of working capital; The current global economic and financial crisis; Credit risk with respect to our accounts receivable; Potential for product liability and product recall claims, and potential litigation arising from these claims; Increased costs associated with increasing levels of governmental regulations; Inability to effectively manage rapid growth; Increased competition; Increases in energy costs; Potential loss of key members of our senior management; and Potential failure to have complied with PRC regulations regarding our restructuring. Any of the above risks could materially and adversely affect our business, financial position and results of operations. An investment in our common stock involves risks. You should read and consider the information set forth below in the section entitled “Risk Factors” and all other information set forth or incorporated by reference in this prospectus before investing in our common stock. Summary of the Offering Common stock offered by selling stockholders 3,440,800 shares of our common stock, par value $0.001 per share. This number represents approximately 10.0% of the outstanding shares of our common stock as of the date of this prospectus(1)   • Common stock to be outstanding immediately after this offering 34,419,709 shares Use of Proceeds We will not receive any of the proceeds from the sale of shares of our common stock by the selling stockholders. frozen food products. (1) Based on 34,419,709 shares of common stock outstanding as of December 7, 2010. Corporate Information The address of our principal executive office in China is Beihuan Road, Junan County, Shandong, China 276600, and our telephone number is (+86) 539-7317959. We maintain websites athttp://www.loraingroup.com andhttp://americanlorain.com, which contain information about our company. However, no information contained on our websites shall be deemed to be a part of this prospectus. RISK FACTORS An investment in our securities involves a high degree of risk. Before making anany investment decision, you should carefully consider the risks describedrisk factors set forth below, under the caption “Risk Factors” in any applicable prospectus supplement and under the caption “Risk Factors” in our most recent Annual Reportannual report on Form 10-K or any updates inand our Quarterly Reportssubsequent quarterly reports on Form 10-Q, together with all of the other information appearing in, orwhich are incorporated by reference into,in this prospectus, as well as in lightany applicable prospectus supplement, as updated by our subsequent filings under the Securities Exchange Act of your particular investment objectives and financial circumstances. Our1934, as amended (the “Exchange Act”). These risks could materially affect our business, results of operation or financial condition and results of operations could be materially adversely affected by any of these risks. The trading priceaffect the value of our securities could decline due to any of thesesecurities. Additional risks and youuncertainties that are not yet identified may also materially harm our business, operating results and financial condition and could result in a complete loss of your investment. You could lose all or part of your investment. For more information, see “Where You Can Find More Information.” 4           In additionRisks Related to Our Securities and the foregoing risk factors, investors should also consider the following risk:Offering The number of outstanding sharesFuture sales or other dilution of our common stock available to be publicly traded may increase substantially as a result of certain terms of our September 2010 private placement, whichequity could have a negative effect ondepress the public tradingmarket price of our common stock. Certain purchasers in such private placement beneficially own significant blocksCommon Stock. Sales of our commonCommon Stock, preferred stock, and could acquire additional blocks of our common stock under the termswarrants, units, or any combination of the private placement and upon registration of such shares under the Securities Act of 1933, as amended, or the Securities Act, these shares will be generally available for resaleforegoing in the public market.market, or the perception that such sales could occur, could negatively impact the price of our Common Stock. If one or more of our shareholders were to sell large portions of their holdings in a relatively short time, for liquidity or other reasons, the prevailing market price of our Common Stock could be negatively affected.           In connection with the sale of the 3,440,800 shares of the Company’s common stock covered by the Registration Statement of which this Prospectus is a part, we entered into a Make Good Escrow Agreement, dated as of September 9, 2010, with the purchasers, pursuant to which Mr. Si Chen (the “Make Good Pledgor”), the Chairman and principal stockholder of the Company, agreed to transfer to the Purchasers shares of common stock owned by him in the event the Company’s earnings per share, as calculated thereunder, is less than $0.55 for the year ending December 31, 2010 or grows annually by less than 125% for the year ended December 31, 2011 or by less than 120% for the year ended December 31, 2012, in amounts as calculated under the formulas described thereunder, to make up for the shortfall. Pursuant to the Make Good Agreement, the Make Good Pledgor has agreed to place 1,300,000 shares of the Company’s common stock owned by him (“Escrow Shares”) in escrow to satisfy the foregoing obligation. 3 In addition, the Make Good Pledgor has agreed to reserve an additional 3 million shares of his Company common stock (the “Reserve Shares”) to satisfy earnings per share shortfalls in 2010, 2011 and 2012 in excess of shortfalls covered by the Escrow Shares.           The Securities Purchase Agreement also provides that prior to January 1, 2012, the Company will not issue any equity securities or equity-linked securities at a price per share that is below the private placement $2.80 per share purchase price without the prior written consent of the Purchasers holding a majority interest of the shares purchased in the private placement. The Purchasers have the right to negotiate with the Make Good Pledgor regarding the transferissuance of additional shares of commonour Common Stock, securities convertible into or exercisable for our Common Stock, other equity-linked securities, including preferred stock (the “Consent Shares”) from the Make Good Pledgor to the Purchasers as consideration for such consent.           The transfer of such Escrow Shares, the Reserve Shares and/or the Consent Shares, when taken together with the 3,440,800 shares sold in the private placement, are subject to approval by the Company’s stockholders at the Company’s next annual meeting to the extent in excess of 19.9%warrants, or any combination of the Company’s outstanding shares immediately priorsecurities pursuant to closing ofthis prospectus will dilute the private placement. The Company has agreed to seek such stockholder approval, and the Make Good Pledgor, who owns more than a majority of the Company’s outstanding shares of common stock, has agreed to vote in favor of this proposal, thus assuring its approval.            As of December 7, 2010, the purchasers in the private placement, together with their affiliates, owned, in the aggregate, approximately 25.8%ownership interest of our outstanding common stock, assumingshareholders and could depress the exercise of the common stock warrants. As a result, these stockholders, if acting together, may have significant influence over the outcome of any stockholder vote, including the election of directors and other significant business matters that require stockholder approval. Such other significant business matters could include, for example, the approval of mergers or other business combination transactions.           Under the registration rights agreement for the private placement, we have agreed to file the registration statement of which this prospectus is a part with the Securities and Exchange Commission, or the SEC, covering the resale of the Escrow Shares and the Reserve Shares. Upon such registration, these shares will become generally available for immediate resale in the public market. The market price of our common stockCommon Stock and impair our ability to raise capital through the sale of additional equity securities. We may need to seek additional capital. If this additional financing is obtained through the issuance of equity securities or options or warrants to acquire equity securities, our existing shareholders could fall dueexperience significant dilution upon the issuance, conversion or exercise of such securities. Our management will have broad discretion over the use of the proceeds we receive from the sale our securities pursuant to anthis prospectus and might not apply the proceeds in ways that increase the value of your investment. Our management will have broad discretion to use the net proceeds from any offerings under this prospectus, and you will be relying on the judgment of our management regarding the application of these proceeds. Except as described in any prospectus supplement or in any related free writing prospectus that we may authorize to be provided to you, the numbernet proceeds received by us from our sale of shares availablethe securities described in this prospectus will be added to our general funds and will be used for salegeneral corporate purposes. Our management might not apply the net proceeds from offerings of our securities in ways that increase the public market.value of your investment and might not be able to yield a significant return, if any, on any investment of such net proceeds. You may not have the opportunity to influence our decisions on how to use such proceeds. 5 NOTE REGARDING FORWARD-LOOKING STATEMENTS           This prospectus, includingSome of the documents that we incorporatestatements contained or incorporated by reference in this prospectus may contain forward-looking statementsbe “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended.and may involve material risks, assumptions and uncertainties. Forward-looking statements include those that express plans, anticipation, intent, contingency, goals, targets or future development ortypically are otherwise statements notidentified by the use of historical fact. Anyterms such as “may,” “will,” “should,” “believe,” “might,” “expect,” “anticipate,” “intend,” “plan,” “estimate” and similar words, although some forward-looking statements are based on our currentexpressed differently. Although we believe that the expectations reflected in such forward-looking statements are reasonable, these statements are not guarantees of future performance and projections about future events and are subject toinvolve certain risks and uncertainties knownthat are difficult to predict and unknown that couldwhich may cause actual resultsoutcomes and developmentsresults to differ materially from thosewhat is expressed or impliedforecasted in such forward-looking statements.           In some cases, you can identify These forward-looking statements speak only as of the date on which they are made and except as required by terminology suchlaw, we undertake no obligation to publicly release the results of any revision or update of these forward-looking statements, whether as “expects,” “anticipates,” “intends,” “estimates,” “plans,” “believes,” “seeks,” “may,” “should,” “could”a result of new information, future events or the negativeotherwise. If we do update or correct one or more forward-looking statements, you should not conclude that we will make additional updates or corrections with respect thereto or with respect to other forward-looking statements. A detailed discussion of such terms or other similar expressions. Accordingly, these statements involve estimates, assumptionsrisks and uncertainties that could cause actual results and events to differ materially from those expressed in them. Any forward-looking statements are qualified in their entirety by reference to the risk factors described herein or in any document incorporated by reference into this prospectus.           You should read this prospectus and the documents that we reference herein and therein and have filed as exhibits to the registration statement of which this prospectus is part completely and with the understanding that our actual future results may be materially different from what we concurrently expect. You should assume that the information appearing in this prospectus and any document incorporated herein by reference is accurate as of its date only. Because the risk factors referred to above and incorporated herein by reference could cause actual results or outcomes to differ materially from those expressed in any forward-looking statements made by us or on our behalf, you should not place undue reliance on any forward-looking statements. Furthermore, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible for us to predict every factor which may arise. In addition, we may not be able to accurately assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. We qualify all of the information presented in this prospectus and any document incorporated herein or therein by reference, and particularly our forward-looking statements by these cautionary statements.is included in our periodic reports filed with the SEC and in the “Risk Factors” section of this prospectus. 4 USE OF PROCEEDS           The selling stockholders will receive all ofExcept as may be stated in the applicable prospectus supplement, we intend to use the net proceeds from sales of the common stock sold pursuant to this prospectus. We will notwe receive any of the proceeds from the sale of shares of our common stock by the selling stockholders. SELLING STOCKHOLDERS           The following table sets forth certain information regarding the selling stockholders and the sharessecurities offered by them in this prospectus. Beneficial ownership is determined in accordance with the rulesprospectus for general corporate purposes, which may include, among other things, repayment of the SEC. In computing the number of shares beneficially owned by a selling stockholder and the percentage of ownership of such stockholder, sharesdebt, repurchases of common stock, underlying warrants held by such stockholder that are exercisable within 60 dayscapital expenditures, the financing of December 7, 2010 are included. Such shares, however, are not deemed outstanding for the purpose of computing the percentage ownership of any other selling stockholder. Each selling stockholder’s percentage of ownership in the following table is based upon 34,419,709 shares of common stock outstanding as of December 7, 2010 (the 34,419,709 shares of common stock does not include the 2,555,695 shares of common stock issuable upon the exercise of outstanding warrants) plus shares of common stock issuable upon the exercise of warrants held by such selling stockholder.           The selling stockholders acquired the securities being registered for resale in this prospectus pursuant to a securities purchase agreement, dated as of September 9, 2010, by and between uspossible acquisitions or business expansions, increasing our working capital and the selling stockholders, pursuant to which we agreed to issue to the selling stockholders 3,440,800 sharesfinancing of common stock. The aggregate purchase price was approximately $9.6 million. 6           In connection with the transaction, we entered into a registration rights agreement, pursuant to which we agreed to prepareongoing operating expenses and file a registration statement covering the resale of the common stock with the Securities and Exchange Commission within thirty days of the transaction.           None of the selling stockholders are employees or suppliers of ours or our affiliates. Within the past three years, none of the selling stockholders has held a position as an officer or director of ours, nor has any selling stockholder had any material relationship of any kind with us or any of our affiliates, except that certain selling stockholders acquired shares of our common stock and warrants pursuant to private placements, in May 2007 and October 2009. All information with respect to share ownership has been furnished by the selling stockholders. The shares being offered are being registered to permit public secondary trading of such shares and each selling stockholder may offer all or part of the shares it owns for resale from time to time pursuant to this prospectus. In addition, none of the selling stockholders has any family relationships with our officers, directors or controlling stockholders. Furthermore, based on representations made to us by the selling stockholders, no selling stockholder is a registered broker-dealer or an affiliate of a registered broker-dealer.           The term “selling stockholders” also includes any transferees, pledgees, donees, or other successors in interest to the selling stockholders named in the table below. Unless otherwise indicated, to our knowledge, each person named in the table below has sole voting and investment power (subject to applicable community property laws) with respect to the shares of common stock set forth opposite such person’s name. We will file a supplement to this prospectus (or a post-effective amendment hereto, if necessary) to name successors to any named selling stockholders who are able to use this prospectus to resell the securities registered hereby.           Any selling stockholders who are affiliates of broker-dealers and any participating broker-dealers are deemed to be “underwriters” within the meaning of the Securities Act, and any commissions or discounts given to any such selling stockholder or broker-dealer may be regarded as underwriting commissions or discounts under the Securities Act.           The selling stockholders have informed us that they do not have any agreement or understanding, directly or indirectly, with any person to distribute their common stock.     Shares                 Percentage of       Beneficially     Maximum     Shares     Common       Owned     Number of     Beneficially Owned     Stock Owned       Before the     Shares to be     After the     After   Name of Beneficial Owner   Offering     Sold     Offering(1)     Offering(1)                             Tongley Investments Ltd.   3,000,000     3,000,000     0     0%   Hua-Mei 21stCentury Partners, LP(2)   1,472,276     120,000     1,352,276     3.9%   Guerrilla Partners, LP(3)   1,014,843     60,000     954,843     2.8%   Jayhawk Private Equity Fund, L.P.(4)   3,184,294     11,847     3,172,447     9.0%   Jayhawk Private Equity Co- Invest Fund, L.P.(5)   387,900     188,153     199,747     *   The USX China Fund(6)   88,300     10,800     77,500     *   Cranshire Capital, L.P.(7)   168,899     50,000     118,899     *       TOTAL     3,440,800               * Less than 1% (1) Assumes that all securities offered are sold. (2) Includes an aggregate of 375,000 shares underlying warrants to purchase shares of our common stock. Peter Siris and Leigh Curry are the Managing Directors of Guerrilla Capital Management, LLC, which is the General Partner of Hua - Mei 21st Century Partners, LP and have voting power and investment power over securities held by Hua -Mei 21st Century Partners, LP. 7 (3) Includes an aggregate of 187,501 shares underlying warrants to purchase shares of our common stock. Peter Siris and Leigh Curry are the Managing Directors of Guerrilla Capital Management, LLC, which is the General Partner of Guerrilla Partners, LP and have voting power and investment power over securities held by Guerrilla Partners, LP. (4) Includes an aggregate of 1,019,252 shares underlying warrants to purchase shares of our common stock. Kent C. McCarthy is the Managing Member of Jayhawk Capital Management LLC, which is the General Partner of Jayhawk Private Equity Fund, L.P. and has voting power and investment power over securities held by Jayhawk Private Equity Fund, L.P. (5) Includes an aggregate of 64,174 shares underlying warrants to purchase shares of our common stock. Kent C. McCarthy is the Managing Member of Jayhawk Capital Management LLC, which is the General Partner of Jayhawk Private Equity Co-Invest Fund, L.P. and has voting power and investment power over securities held by Jayhawk Private Equity Co-Invest Fund, L.P. (6) Includes an aggregate of 18,000 shares underlying warrants to purchase shares of our common stock. Steven L. Parr has sole voting and investment control over the securities held by The USX China Fund. (7) Includes an aggregate of 65,626 shares underlying warrants to purchase shares of our common stock. Downsview Capital, Inc. (“Downsview”) is the general partner of Cranshire Capital, L.P. (“Cranshire”) and consequently has voting control and investment discretion over securities held by Cranshire. Mitchell P. Kopin (“Mr. Kopin”), President of Downsview, has voting control over Downsview. As a result of the foregoing, each of Mr. Kopin and Downsview may be deemed to have beneficial ownership (as determined under Section 13(d) of the Securities Exchange Act of 1934, as amended) of the shares of common stock beneficially owned by Cranshire.overhead. DESCRIPTION OF CAPITAL STOCK Common StockThe following is a summary of our capital stock and certain provisions of our certificate of incorporation and bylaws. This summary does not purport to be complete and is qualified in its entirety by the provisions of our Articles of Incorporation, as amended, our Bylaws, and applicable provisions of the Nevada Revised Statutes (the “NRS”). See “Where You Can Find More Information” elsewhere in this prospectus for information on where you can obtain copies of our Certificate of Incorporation and Bylaws, which have been filed with and are publicly available from the SEC. We are authorized to issue up to 200,000,000 shares of common stock, par value $0.001 per share. As of December 7, 2010,July 24, 2015, there were 34,419,70938,259,490 shares of common stock outstanding. Description of Common Stock Each outstanding share of common stock entitles the holder thereof to one vote per share on all matters. Corporate action to be taken by a stockholder vote may be authorized by the affirmative vote of a majority of the votes cast at a meeting of stockholders, or by written consent in lieu of a meeting, unless otherwise required by law. In general, stockholdersStockholders do not have preemptive rights to purchase shares in any future issuance of our common stock. However, the selling stockholders have the right to participate in up to an aggregate of 75% of certain financing transactions conducted by us up to and including December 31, 2011. The stockholders who purchased shares in our November 2009 private placement also have the right to participate in up to an aggregate of 25% of certain financing transactions conducted by us prior to April 28, 2011. Upon our liquidation, dissolution or winding up, and after payment of creditors and preferred stockholders, if any, our assets will be divided pro-rata on a share-for-share basis among the holders of the shares of common stock. The holders of shares of our common stock are entitled to dividends out of funds legally available when and as declared by our board of directors. Other than a special dividend paid on April 5, 2007 in connection with our reverse merger, our board of directors has never declared a dividend and does not anticipate declaring a dividend in the foreseeable future. Should we decide in the future to pay dividends, as a holding company, our ability to do so depends upon the receipt of dividends or other payments from our operating subsidiaries. In addition, our operating subsidiaries, from time to time, may be subject to restrictions on their ability to make distributions to us, including as a result of restrictive covenants in loan agreements, restrictions on the conversion of local currency into U.S. dollars or other hard currency and other regulatory restrictions. 85 All of the issued and outstanding shares of our common stock are duly authorized, validly issued, fully paid and non-assessable. To the extent that additional shares of our common stock are issued, the relative interests of existing stockholders will be diluted. Anti-Takeover Effects of Certain Provisions of Nevada Law As a Nevada corporation, we are also subject to certain provisions of the NRS that have anti-takeover effects and may inhibit a non-negotiated merger or other business combination. These provisions are intended to encourage any person interested in acquiring us to negotiate with, and to obtain the approval of, our board of directors in connection with such a transaction. However, certain of these provisions may discourage a future acquisition of us, including an acquisition in which the stockholders might otherwise receive a premium for their shares. As a result, stockholders who might desire to participate in such a transaction may not have the opportunity to do so. The NRS provides that specified persons who, with or through their affiliates or associates, own, or affiliates and associates of the subject corporation at any time within two years own or did own, 10% or more of the outstanding voting stock of a corporation cannot engage in specified business combinations with the corporation for a period of two years after the date on which the person became an interested stockholder, unless: (i) the combination or transaction by which such person first became an interested stockholder was approved by the board of directors before they first became an interested stockholder; or (ii) such combination is approved by: (x) the board of directors; and (y) at an annual or special meeting of the stockholders (not by written consent), the affirmative vote of stockholders representing at least 60% of the outstanding voting power not beneficially owned by such interested stockholder. The law defines the term “business combination” to encompass a wide variety of transactions with or caused by an interested stockholder, including mergers, asset sales and other transactions in which the interested stockholder receives or could receive a benefit on other than a pro rata basis with other stockholders. The Control Share Acquisition Statute generally applies only to Nevada corporations which have at least 200 stockholders of record, including at least 100 stockholders of record who are Nevada residents, and which conduct business directly or indirectly in Nevada. This statute generally provides that any person that acquires a “controlling interest” acquires voting rights in the control shares, as defined, only as conferred by the disinterested stockholders of the corporation at a special or annual meeting. A person acquires a “controlling interest” whenever a person acquires shares of a subject corporation that, but for the application of these provisions of the NRS, would enable that person to exercise (1) one-fifth or more, but less than one-third, (2) one-third or more, but less than a majority or (3) a majority or more, of all of the voting power of the corporation in the election of directors. Once an acquirer crosses one of these thresholds, shares which it acquired in the transaction taking it over the threshold and within the 90 days immediately preceding the date when the acquiring person acquired or offered to acquire a controlling interest become “control shares.” In the event control shares are accorded full voting rights and the acquiring person has acquired at least a majority of all of the voting power, any stockholder of record who has not voted in favor of authorizing voting rights for the control shares is entitled to demand payment for the fair value of its shares. 6 These laws may have a chilling effect on certain transactions if our Articles of Incorporation or Bylaws are not amended to provide that these provisions do not apply to us or to an acquisition of a controlling interest, or if our disinterested stockholders do not confer voting rights in the control shares. IndemnificationDescription of Directors and OfficersPreferred Stock           Our officersWe are authorized to issue 5,000,000 shares of preferred stock. We may issue shares of preferred stock in one or more classes or series within a class as may be determined by our board of directors, who may establish the number of shares to be included in each class or series and directors are indemnified as providedmay fix the designation, powers, preferences and rights of the shares of each such class or series and any qualifications, limitations or restrictions thereof. Any preferred stock so issued by the Nevada Revised Statutes,board of directors may rank senior to the common stock with respect to the payment of dividends or amounts upon liquidation, dissolution or winding up of our company, or both. Moreover, under certain circumstances, the issuance of preferred stock or the NRS, andexistence of the unissued preferred stock might tend to discourage or render more difficult a merger or other change in control transaction. There are currently no outstanding shares of our articlespreferred stock. Unless provided in a prospectus supplement, the shares of incorporation andour preferred stock to be issued will have no preemptive rights. If preferred stock is offered by laws.           Underus, the NRS and our articlesprospectus supplement will describe the terms of incorporation and bylaws, director immunity from liabilitythe preferred stock, including the following, if applicable to a company or its shareholders for monetary liabilities applies automatically, except for the following:particular offering:   (1)• a willful failurethe number of shares of preferred stock to deal fairly withbe issued and the company or its shareholders in connection with a matter in which the director has a material conflict of interest; offering price;   • the title and stated value of the preferred stock; • dividend rights, including dividend rates, periods, or payment dates, or methods of calculation of dividends applicable to the preferred stock;   (2)• a violation of criminal law (unless the director had reasonable cause to believe that his or her conduct was lawful or no reasonable cause to believe that his or her conduct was unlawful); date from which distributions on the preferred stock shall accumulate, if applicable;   • the right to convert the preferred stock into a different type of security;   (3)• a transaction from whichvoting rights attributable to the director derived an improper personal profit; and preferred stock;   • rights and preferences upon our liquidation or winding up of our affairs;   (4)• willful misconduct. terms of redemption; • the procedures for any auction and remarketing, if any, for the preferred stock; • the provisions for a sinking fund, if any, for the preferred stock; • any listing of the preferred stock on any securities exchange; • a discussion of federal income tax considerations applicable to the preferred stock; • the relative ranking and preferences of the preferred stock as to distribution rights; • any limitations on the future issuance of any series of preferred stock ranking senior to, or on a parity with, the series of preferred stock being offered; and • any other specific terms, preferences, rights, limitations or restrictions of the preferred stock.           Our articles of incorporation and bylaws provide that we shall indemnify our directors, officers, employees, and agents, to the fullest extent permitted by the NRS. We may purchase and maintain liability insurance, or make other arrangements for such obligations or otherwise, to the extent permitted by the NRS.7 Transfer Agent and Registrar Our independent stock transfer agent is Interwest Transfer Company, Inc. Their mailing address is 1981 East Holladay Blvd., P.O. Box 17136, Salt Lake City, UT 84117. Their phone number is (801) 272-9294. PLANDESCRIPTION OF DISTRIBUTIONRIGHTS           The sellingGeneral We may issue rights to purchase any of our securities or any combination thereof. Rights may be issued independently or together with any other offered security and may or may not be transferable by the person purchasing or receiving the rights. In connection with any rights offering to our stockholders, we may enter into a standby underwriting arrangement with one or more underwriters pursuant to which such underwriters will purchase any offered securities remaining unsubscribed for after such rights offering. We may also appoint a rights agent that may act solely as our agent in connection with the rights that are sold. Any such agent will not assume any obligation or relationship of agency or trust with any of the holders of the rights. In connection with a rights offering to our stockholders, we will distribute certificates evidencing the rights to our stockholders on the record date that we set for receiving rights in such offering. If rights are offered by us, the prospectus supplement will describe the terms of the rights, including the following, if applicable to the particular offering: • the title of such rights; • the securities for which such rights are exercisable; • the exercise price for such rights; • the aggregate number of rights issued and the aggregate number of shares of capital stock purchasable upon exercise of such rights; • the extent to which such rights are transferable; • a discussion of the material income tax considerations applicable to the issuance or exercise of such rights; • the date on which the right to exercise such rights shall commence, and the date on which such rights shall expire; • the extent to which such rights include an over-subscription privilege with respect to unsubscribed securities; • if applicable, the material terms of any standby underwriting or other purchase arrangement, or any agency agreement, that we may enter into in connection with the rights offering; and • any other terms of such rights, including terms, procedures and limitations relating to the exchange and exercise of such rights. Exercise of Rights Each right will entitle the holder of the right to purchase for cash such securities or any combination thereof at such exercise price as shall in each case be set forth in, or be determinable as set forth in, the prospectus supplement relating to the rights offered thereby. Rights may be exercised at any time up to the close of business on the expiration date for such rights set forth in the prospectus supplement. After the close of business on the expiration date, all unexercised rights will become void. 8 Rights may be exercised as set forth in the prospectus supplement relating to the rights offered thereby. Upon receipt of payment and the rights certificate properly completed and duly executed at the corporate trust office of the rights agent or any other office indicated in the prospectus supplement, we will forward, as soon as practicable, the securities purchasable upon such exercise. We may determine to offer any unsubscribed offered securities directly to persons other than stockholders, to or through agents, underwriters or dealers or through a combination of such methods, including pursuant to standby underwriting arrangements, as set forth in the applicable prospectus supplement. DESCRIPTION OF WARRANTS We may issue warrants to purchase any of our securities. We may issue warrants independently or together with any other securities offered by any prospectus supplement and the warrants may be attached to, or separate from, those securities. Any series of warrants may be issued under a separate warrant agreement, which may be entered into between us and a warrant agent specified in a prospectus supplement. Any such warrant agent will act solely as our agent in connection with the warrants of such series and will not assume any obligation or relationship of agency or trust with any of the holders of the warrants. We will set forth further terms of the warrants and any applicable warrant agreements in the applicable prospectus supplement relating to the issuance of their pledgees, donees, transferees, assignees and successors-in-interestany warrants, including, where applicable, the following: • the title of the warrants; • the aggregate number of the warrants; • the number and type of securities purchasable upon exercise of the warrants; • the designation and terms of the securities, if any, with which the warrants are issued and the number of the warrants issued with each such offered security; • the date, if any, on and after which the warrants and the related securities will be separately transferable; • the price at which, and form of consideration for which, each security purchasable upon exercise of the warrants may be purchased; • the date on which the right to exercise the warrants will commence and the date on which the right will expire; • the minimum or maximum number of warrants which may be exercised at any one time; • any circumstances that will cause the warrants to be deemed to be automatically exercised; and • any other material terms of the warrants. DESCRIPTION OF UNITS We may from time to time, sell any or allissue units comprised of their shares of Common Stock on any stock exchange, market or trading facility on which the shares are traded or quoted or in private transactions. These sales may be at fixed or negotiated prices. The selling stockholders may use any one or more of the following methods when selling shares: ordinary brokerage transactions and transactionsother securities described in whichthis prospectus in any combination. Each unit will be issued so that the broker-dealer solicits investors; block trades in which the broker-dealer will attempt to sell the shares as agent but may position and resell a portionholder of the block as principal to facilitateunit is also the transaction; purchases by a broker-dealer as principal and resale by the broker-dealer for its account; an exchange distribution in accordanceholder, with the rulesrights and obligations of a holder, of each security included in such unit. The unit agreement under which a unit is issued may provide that the securities included in such unit may not be held or transferred separately at any time or at any time before a specified date or event. 9 If units are offered by us, the prospectus supplement will describe the terms of the units, including the following, if applicable exchange; privately negotiated transactions; to cover short sales made after the date thatparticular offering: • the designation and terms of the units and of the securities comprising the units, including whether and under what circumstances such securities may be held or transferred separately; • any unit agreement under which such units will be issued; and • any provisions for the issuance, payment, settlement, transfer or exchange of the units or of the securities comprising such units. PLAN OF DISTRIBUTION SEC rules limit the Registration Statementusage of the registration statement of which this prospectus isforms a part. We may sell securities pursuant to the registration statement of which this prospectus forms a part, provided that (unless at the time of sale the aggregate worldwide market value of our common equity held by non-affiliates is declared effective$75 million or more), the aggregate market value of securities sold by us or on our behalf under the Commission;registration statement, and all other registration statements on Form S-3, during the period of 12 calendar months immediately prior to such sale is no more than one-third of the worldwide aggregate market value of our common equity held by non-affiliates. The aggregate market value of the outstanding shares of our common stock held by non-affiliates is $33,704,247.5 based on 38,259,490 shares of common stock outstanding, of which 19,259,570 are held by non-affiliates, and a closing sale price on NYSE MKT of $ 1.75 on July 24, 2015. As of the date hereof, we have not offered any securities pursuant to the registration statement of which this prospectus forms a part or any similar registration statement during the prior 12 calendar month period that ends on the date hereof. broker-dealersWe may agree withsell the selling stockholderssecurities being offered pursuant to sell a specified number of such shares at a stipulated price per share; this prospectus to or through underwriters, through dealers, or agents, directly to one or more institutional investors or through a combination of these methods. We will identify in a prospectus supplement any underwriter, dealer or agent involved in the offer and sale of the securities, and any applicable commissions, discounts and other terms constituting compensation to such methodsunderwriters, dealers or agents. We may distribute the securities from time to time in one or more transactions at: • a fixed price or prices, which may be changed; • market prices prevailing at the time of sale; • prices related to such prevailing market prices; or • negotiated prices. Only underwriters named in the prospectus supplement are underwriters of sale;the securities offered under a prospectus supplement. If underwriters are used in the sale of our securities, such securities will be acquired by the underwriters for their own account and may be resold from time to time in one or more transactions, including negotiated transactions, at a fixed public offering price or at varying prices determined at the time of sale. Unless stated otherwise in a prospectus supplement, the obligation of any other method permitted pursuantunderwriters to purchase our securities will be subject to certain conditions and the underwriters will be obligated to purchase all of the applicable law. 9 securities if any are purchased. If a dealer is used in a sale, we may sell our securities to the dealer as principal. The selling stockholdersdealer may also sell shares under Rule 144 underthen resell the Securities Act, if available, rather than under this prospectus.                Broker-dealerssecurities to the public at varying prices to be determined by the dealer at the time of resale. In effecting sales, dealers engaged by the selling stockholdersus may arrange for other brokers-dealersdealers to participate in sales. Broker-dealersthe resales. 10 We or our agents may receive commissions or discounts from the selling stockholders (or, if any broker-dealer acts as agent for the Purchasers of shares, from the Purchasers) in amountssolicit offers to be negotiated. The selling stockholders do not expect these commissions and discounts to exceed what is customary in the types of transactions involved.           The selling stockholders maypurchase securities from time to timetime. Unless stated otherwise in a prospectus supplement, any agent will be acting on a best efforts basis for the period of its appointment. In addition, we may enter into derivative, sale or forward sale transactions with third parties, or sell securities not covered by this prospectus to third parties in privately negotiated transactions. If indicated in a prospectus supplement, these third parties may, pursuant to this prospectus and the prospectus supplement, sell securities covered by this prospectus. A third party may use securities borrowed from us or others to settle such sales and may use securities received from us or others to close out any related short positions. We may also loan or pledge securities covered by this prospectus to third parties who may sell the loaned securities or, grant a security interest in some or allthe event of the Shares owned by them and, if they default in the performancecase of their secured obligations,a pledge, sell the pledgees or secured parties may offer and sell shares of Common Stock from time to time under this prospectus, or under an amendmentpledged securities pursuant to this prospectus. The third party in such transactions will be an underwriter and will be identified in a prospectus under Rule 424(b)(3)supplement or other applicable provisionin a post-effective amendment. In connection with the sale of our securities, underwriters or agents may receive compensation in the form of discounts, concessions or commissions. Underwriters may sell securities to or through dealers, and such dealers may receive compensation in the form of discounts, concessions or commissions from the underwriters or commissions from the purchasers for whom they may act as agents. Underwriters, dealers and agents that participate in the distribution of our securities may be deemed to be ‘‘underwriters’’ as that term is defined in the Securities Act of 1933, amending the list of selling stockholders to include the pledgee, transferee or other successors in interest as selling stockholders under this prospectus.           Upon the Company being notified in writing by a selling stockholder that any material arrangement has been entered into with a broker-dealer for the sale of Common Stock through a block trade, special offering, exchange distribution or secondary distribution or a purchase by a broker or dealer, a supplement to this prospectus will be filed, if required, pursuant to Rule 424(b) under the Securities Act, disclosing (i) the name of each such selling stockholder and of the participating broker-dealer(s), (ii) the number of shares involved, (iii) the price at which such the shares of Common Stock were sold, (iv)the commissions paid orany discounts or concessions allowed to such broker-dealer(s), where applicable, (v) that such broker-dealer(s) did not conduct any investigation to verify the information set out or incorporated by reference in this prospectus, and (vi) other facts material to the transaction. In addition, upon the Company being notified in writing by a selling stockholder that a donee or pledgee intends to sell more than 500 shares of Common Stock, a supplement to this prospectus will be filed if then required in accordance with applicable securities law.           The selling stockholders also may transfer the shares of Common Stock in other circumstances, in which case the transferees, pledgees or other successors in interest will be the selling beneficial owners for purposes of this prospectus.           The selling stockholders and any broker-dealers or agents that are involved in selling the shares may be deemed to be "underwriters" within the meaning of the Securities Act in connection with such sales. In such event, any commissions received by such broker-dealers or agentsthem from us and any profitprofits on the resale of the shares purchased by them may be deemed to be underwriting discounts and commissions or discounts under the Securities Act. Discounts, concessions,Compensation as to a particular underwriter, dealer or agent may be in excess of customary commissions and similar selling expenses, if any, that can be attributed to the sale of Securities will be paid by the selling stockholder and/or the Purchasers. Each selling stockholder has represented and warrantedin amounts to the Company that it acquired the securities subject to this Registration Statement in the ordinary course of such selling stockholder’s business and, at the time of its purchase of such securities such selling stockholder had no agreements or understandings, directly or indirectly, with any person to distribute any such securities.           The Company has advised each selling stockholder that it may not use shares registered on the Registration Statement of which this Prospectus is a part to cover short sales of Common Stock made prior to the date on which the Registration Statement shall have been declared effective by the Commission. If a selling stockholder uses this prospectus for any sale of the Common Stock, it will be subject to the prospectus delivery requirements of the Securities Act. The selling stockholders will be responsible to comply with the applicable provisions of the Securities Act and Exchange Act, and the rules and regulations thereunder promulgated, including, without limitation, Regulation M, as applicable to such selling stockholdersnegotiated in connection with resales of their respective shares under this Registration Statement. 10           The Company is requiredany transaction involving our securities. We will identify any such underwriter or agent, and we will describe any such compensation paid, in the related prospectus supplement. Maximum compensation to pay all fees and expenses incident to the registration of the shares, but the Companyany underwriters, dealers or agents will not receiveexceed any proceeds from the sale of the Common Stock. The Company has agreedapplicable FINRA limitations. Underwriters, dealers and agents may be entitled, under agreements with us, to indemnify the selling stockholdersindemnification against and contribution toward, certain losses, claims, damages andcivil liabilities, including liabilities under the Securities Act. If stated in a prospectus supplement, we will authorize agents and underwriters to solicit offers by certain specified institutions or other persons to purchase our securities at the public offering price set forth in the prospectus supplement pursuant to delayed delivery contracts providing for payment and delivery on a specific date in the future. Institutions with whom such contracts may be made include commercial savings banks, insurance companies, pension funds, investment companies, educational and charitable institutions, and other institutions, but shall in all cases be subject to our approval. Such contracts will be subject only to those conditions set forth in the prospectus supplement, and the prospectus supplement will set forth the commission payable for solicitation of such contracts. The obligations of any purchase under any such contract will be subject to the condition that the purchase of the securities shall not be prohibited at the time of delivery under the laws of the jurisdiction to which the purchaser is subject. The underwriters and other agents will not have any responsibility in respect of the validity or performance of such contracts. 11 If underwriters or dealers are used in the sale Commission rules may limit the ability of any such underwriters and selling group members to bid for and purchase the securities until the distribution of our securities is completed. As an exception to these rules, representatives of any underwriters are permitted to engage in certain transactions that stabilize the price of the securities. Such transactions may consist of bids or purchases for the purpose of pegging, fixing or maintaining the price of the securities. If the underwriters create a short position in the securities in connection with the offering (in other words, if they sell more shares than are set forth on the cover page of the prospectus supplement), the representatives of the underwriters may reduce that short position by purchasing securities in the open market. The representatives of the underwriters also may elect to reduce any short position by exercising all or part of any over-allotment option we may grant to the underwriters, as described in the prospectus supplement. In addition, the representatives of the underwriters may impose a penalty bid on certain underwriters and selling group members. This means that if the representatives purchase securities in the open market to reduce the underwriters’ short position or to stabilize the price of our securities, they may reclaim the amount of the selling concession from the underwriters and selling group members who sold those securities as part of the offering. In general, purchases of a security for the purpose of stabilizing or reducing a short position could cause the price of the security to be higher than it might be in the absence of such purchases. The imposition of a penalty bid might also have the effect of causing the price of the securities to be higher than it would otherwise be. If commenced, the representatives of the underwriters may discontinue any of the transactions at any time. These transactions may be effected on any exchange on which our securities are traded, in the over-the-counter market, or otherwise. Certain of the underwriters or agents and their associates may engage in transactions with, and perform services for, us or our affiliates in the ordinary course of their respective businesses. LEGAL MATTERS The validity of the common stocksecurities offered byin this prospectus has beenwill be passed upon for us by Holland & Hart LLP, Nevada.Dentons US, LLP. EXPERTS The consolidated financial statements for the years ended December 31, 20082013 and 20092014 incorporated in this prospectus by reference from the Company’s Annual Report on Form 10-K have been audited by Samuel H. Wong & Co.WWC, P.C., LLP, Certified Public Accountants, an independent certified public accounting firm, as stated in their report, which is incorporated herein by reference, and have been so incorporated in reliance upon the report of such firm given upon their authority as experts in accounting and auditing. WHERE YOU CAN FIND MORE INFORMATION           We have filedThis prospectus is part of a registration statement on Form S-3 that we filed with the SEC forregistering the securities that may be offered and sold hereunder. The registration statement, including exhibits thereto, contains additional relevant information about us and these securities that, as permitted by the rules and regulations of the SEC, we are offering byhave not included in this prospectus. This prospectus does not include allA copy of the information contained inRegistration Statement can be obtained at the registration statement.address set forth below or at the SEC’s website as noted below. You should refer toread the registration statement, including any applicable prospectus supplement, for further information about us and its exhibits for additional information.these securities. 12 We are required to file annual, quarterly and current reports, proxy statements and other information with the SEC. You can read ourOur SEC filings includingare available to the registration statement, onpublic over the Internet at the SEC’s website at http://www.sec.gov. You may also may read and copy any document we file withat the SEC at its public reference facility at: SEC’s Public Reference Room at 100 F Street, N.E. , Washington, DC 20549 D.C. 20549. Please call the SEC at (800) 732-03301-800-SEC-0330 for further information on the operation of the public reference facilities.Public Reference Room. Because our Common Stock is listed on the New York Stock Exchange, you may also inspect reports, proxy statements and other information at the offices of the New York Stock Exchange. INCORPORATION OF CERTAIN INFORMATION BY REFERENCE The following documents filed by us with the SEC (under Commission File Number 001-34449)000-50883) are incorporated by reference in this prospectus: • our Annual Report on Form 10-K for the fiscal year ended December 31, 2014, filed on April 15, 2015; • Quarterly Reports on Form 10-Q for the three month periods ended March 31, 2014, June 30, 2014, September 30, 2014 and March 31, 2015; • Our definitive proxy statement on Schedule 14A, filed on April 30, 2015; and • Current Reports on Form 8-K, filed on May 20, 2014, June 11, 2014, August 8, 2014, November 3, 2014 and July 6, 2015. We also incorporate by reference all documents that we file with the SEC on Form 10-K foror after the fiscal year ended December 31, 2009, filed on March 29, 2010, as amended on Form 10-K/A on April 5, 2010 and April 30, 2010; Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2010, filed on May 13, 2010; Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2010, filed on August 10, 2010; Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2010, filed on November 15, 2010; Current Reports on Form 8-K, filed on January 19, 2010, March 31, 2010, April 30, 2010, May 14, 2010, May 18, 2010, July 2, 2010, August 10, 2010, August 17, 2010, September 13, 2010, and October 21, 2010; and The descriptioneffective time of our common stock contained in our Registration Statement on Form 8-A filed on September 1, 2009. 11           All documents filed by the Companythis prospectus pursuant to SectionSections 13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of the initial registration statement and prior to the effectivenesssale of all the securities registered hereunder or the termination of the registration statementstatement. Nothing in this prospectus shall be deemed to be incorporated by reference intoincorporate information furnished but not filed with the prospectus.SEC. Any statements contained in a previously filed document incorporated by reference into this prospectus is deemed to be modified or superseded for purpose of this prospectus to the extent that a statement contained in this prospectus, or in a subsequently filed document incorporated by reference herein, modifies or supersedes such statement.           In addition, all documents subsequently filed by us with the SEC pursuant to sections 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the termination of this offering are incorporated by reference in this prospectus. You may request a copy of these filings, at no cost to you, by calling us at (+86) 539-7317959writing or by writing tocalling us at the following address:address or telephone: Mr. Johnny Zhou, American Lorain Corporation, Beihuan Road, Junan County, Shandong, China 276600.276600 T: (+86) 539-7317959. Upon request, we will provide to each person, including any beneficial owner, to whom a prospectus is delivered, a copy of any or all of the information that has been incorporated by reference in the prospectus but not delivered with the prospectus. You may request a copy of these filings at no cost by writing us at the following address: Mr. Johnny Zhou, American Lorain Corporation, Beihuan Road, Junan County, Shandong, China 276600. 12 AMERICAN LORAIN CORPORATION 3,440,800 Shares Common Stock PROSPECTUS _____________, 2010 We have not authorized any dealer, salesperson or other person to give any information or represent anything not contained in or incorporated by reference into this prospectus. You must not rely on any unauthorized information. If anyone provides you with different or inconsistent information, you should not rely on it. This prospectus does not offer to sell any shares in any jurisdiction where it is unlawful. Neither the delivery of this prospectus, nor any sale made hereunder, shall create any implication that the information in this prospectus is correct after the date hereof.13 PART II — INFORMATION NOT REQUIRED IN PROSPECTUS Item 14. Other Expenses of Issuance and Distribution. The following table sets forth an estimate of the fees and expenses relating to the registration of our securities of which shall be borne by us. Such fees and expenses are estimated to be as follows: SEC registration feeRegistration Fee $  6576,972.00   Legal fees and expenses   15,000   Accounting fees and expenses   5,000 Printing and miscellaneous expenses   Total $  20,6576,972.00   Item 15. Indemnification of Officers and Directors Subsection 1 of Section 78.7502 of the Nevada Revised Statutes, or the NRS, empowers a corporation to indemnify any person who was or is a party, or is threatened to be made a party, to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, except an action by or in the right of the corporation, by reason of the fact that such person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses, including attorneys’ fees, judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with the action, suit or proceeding if that person acted in good faith and in a manner that he or she reasonably believed to be in, or not opposed to, the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction or upon a plea of nolo contendere or its equivalent, does not create a presumption that the person did not act in good faith and in a manner that he or she reasonably believed to be in or not opposed to the best interests of the corporation, or that, with respect to any criminal action or proceeding, that he or she had reasonable cause to believe that his or her conduct was unlawful. Subsection 2 of Section 78.7502 of the NRS empowers a corporation to indemnify any person who was or is a party, or is threatened to be made a party, to any threatened, pending or completed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact that such person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise against expenses, including amounts paid in settlement and attorneys’ fees actually and reasonably incurred by such person in connection with the defense or settlement of the action or suit if he or she acted in good faith and in a manner that he or she reasonably believed to be in, or not opposed to, the best interests of the corporation. Indemnification may not be made for any claim, issue or matter as to which such person has been adjudged by a court of competent jurisdiction, after exhaustion of all appeals therefrom, to be liable to the corporation or for amounts paid in settlement to the corporation, unless and only to the extent that the court in which the action or suit was brought, or other court of competent jurisdiction, determines upon application that in view of all the circumstances of the case, the person is fairly and reasonably entitled to indemnity for such expenses as the court deems proper. 14 Subsection 3 of Section 78.7502 of the NRS further provides that to the extent a director, officer, employee or agent of a corporation has been successful on the merits or otherwise in defense of any action, suit or proceeding referred to in subsections 1 and 2 of Section 78.7502, or in defense of any claim, issue or matter therein, a corporation shall indemnify him or her against expenses, including attorneys’ fees, actually and reasonably incurred by such person in connection with the defense. The Articles of Incorporation of the registrant provide for indemnification of to the fullest extent permitted under the NRS. Such Articles provide that the expenses of directors and officers of the registrant incurred in defending any action, suit or proceeding, whether civil, criminal, administrative or investigative, must be paid by the registrant as they are incurred and in advance of the final disposition of the action, suit or proceeding, upon receipt of an undertaking by or on behalf of such director or officer to repay all amounts so advanced if it is ultimately determined by a court of competent jurisdiction that the director or officer is not entitled to be indemnified by the registrant. Item 16. Exhibits EXHIBIT INDEXSee the Exhibit Index attached to this registration statement and incorporated herein by reference. Exhibit No. Description 3.1 Restated Certificate of Incorporation of the registrant as filed with the Secretary of State of Delaware. Incorporated by reference to Exhibit 3.1 to the registrant’s current report on Form 8-K filed on May 9, 2007. 3.2 Bylaws of the registrant, adopted on March 31, 2000. Incorporated by reference to Exhibit 3.2 to the registrant’s registration statement on Form 10SB12G filed on October 19, 2001. 5.1 Opinion of Holland & Hart LLP as to the legality of the common stock being registered. (1) 10.1 Securities Purchase Agreement dated as of September 9, 2010, by and between American Lorain Corporation and the selling stockholders. Incorporated by reference to Exhibit 99.1 to the registrant’s current report on Form 8-K filed on September 13, 2010. 10.2 Make Good Escrow Agreement, dated as of September 9, 2010. Incorporated by reference to Exhibit 99.3 to the registrant’s current report on Form 8-K filed on September 13, 2010. 10.3 Registration Rights Agreement, dated as of September 9, 2010. Incorporated by reference to Exhibit 99.3 to the registrant’s current report on Form 8-K filed on September 13, 2010. 10.4 Stockholder Agreement, dated as of September 9, 2010. Incorporated by reference to Exhibit 99.3 to the registrant’s current report on Form 8-K filed on September 13, 2010. 23.1 Consent of Holland & Hart LLP, included in Exhibit 5.1.(1) 23.2 Consent of Samuel H. Wong & Co., LLP, an independent registered accounting firm.* 24 Power of Attorney. (1) (1) Filed previously * Filed herewith. Item 17. Undertakings. (a) The undersigned registrant hereby undertakes: (1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement: (i) Toto include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;1933, as amended; (ii) Toto reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or any decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than 20 percenta 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and 15 (iii) Toto include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement. Provided, statement; provided,however, that the undertakings set forth in paragraphs (a)(1)(i), (a)(1)(ii) and (a)(1)(iii) above do not apply if the registration statement is on Form S-3 or Form F-3 and the information required to be included in a post-effective amendment by those paragraphs is contained in reports filed with or furnished to the Securities and Exchange Commission by the registrant pursuant to Sectionsection 13 or Sectionsection 15(d) of the Securities Exchange Act of 1934, as amended, that are incorporated by reference in the registration statementsstatement, or is contained in a form of prospectus filed pursuant to Rule 424(b) that is a part of the registration statement. (2) To remove from registration by means of a post-effective amendment any ofThat, for the securities being registered which remain unsold at the termination of the offering.           (b) The undersigned registrant hereby undertakes that, for purposespurpose of determining any liability under the Securities Act of 1933, as amended, each filing of the registrant’s annual report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act that is incorporated by reference in this registration statementsuch post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.           (c)(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering. (4) That, for the purpose of determining liability under the Securities Act of 1933, as amended, to any purchaser:  (1)(i) Each prospectus filed by the registrant pursuant to Rule 424(b)(3) shall be deemed to be part of the registration statement as of the date the filed prospectus was deemed part of and included in the registration statement; and           (2)(ii) Each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5), or (b)(7) as part of a registration statement in reliance on Rule 430B relating to an offering made pursuant to Rule 415(a)(1)(i), (vii), or (x) for the purpose of providing the information required by section 10(a) of the Securities Act of 1933, as amended, shall be deemed to be part of and included in the registration statement as of the earlier of the date such form of prospectus is first used after effectiveness or the date of the first contract of sale of securities in the offering described in the prospectus. As provided in Rule 430B, for liability purposes of the issuer and any person that is at that date an underwriter, such date shall be deemed to be a new effective date of the registration statement relating to the securities in the registration statement to which that prospectus relates, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. Provided,thereof; provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such effective date, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such effective date. 16            (d)(5) That, for the purpose of determining liability of the registrant under the Securities Act of 1933, as amended, to any purchaser in the initial distribution of the securities, the undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser: (i) Any preliminary prospectus or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424; (ii) anyAny free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant; (iii) theThe portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and (iv) anyAny other communication that is an offer in the offering made by the undersigned registrant to the purchaser.           (e)(6) The undersigned registrant hereby undertakes that: (i) forFor purposes of determining any liability under the Securities Act, of 1933, the information omitted from the form of prospectus filed as part of thethis registration statement in reliance upon Rulerule 430A and contained in thea form of prospectus filed by the registrant pursuant to Rule 424(b)(1) or (4) or 497(h) under the Securities Act shall of 1933 be deemed to be part of thethis registration statement as of the time it was declared effective; and effective. (ii) forFor the purpose of determining any liability under the Securities Act, of 1933, each post-effective amendment that contains a form of prospectus shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.           (f) If and when applicable, the(b) The undersigned registrant hereby undertakes to file an applicationthat, for the purposepurposes of determining any liability under the eligibilitySecurities Act of 1933, as amended, each filing of the trusteeregistrant’s annual report pursuant to act under subsection (a) of Section 31013(a) or Section 15(d) of the Trust IndentureSecurities Exchange Act in accordance with the rules and regulations prescribed by the Commission underof 1934, as amended (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to Section 305(b)(2)15(d) of the Act.Securities Exchange Act of 1934, as amended), that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.           (g)(c) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrantRegistrant pursuant to the foregoingindemnification provisions described herein, or otherwise, the registrantRegistrant has been advised that in the opinion of the Securities and Exchange CommissionSEC such indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrantRegistrant of expenses incurred or paid by a director, officer or controlling person of the registrantRegistrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrantRegistrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act of 1933, and will be governed by the final adjudication of such issue. 17 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Form S-3registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Shandong, on the 7th29 day of December, 2010.July, 2015. AMERICAN LORAIN CORPORATION By: /s/ Si Chen  Si Chen Chairman, Director and Chief Executive Officer AMERICAN LORAIN CORPORATION By :/s/ Si Chen         Si Chen         Chairman, Director and Chief Executive Officer Pursuant to the requirements of the Securities Act of 1933, this Form S-3registration statement has been signed below by the following persons and in the capacities and on the dates indicated. Each person whose signature appears below constitutes and appoints Si Chen and Johnny Xiang Zhou, and each of them individually, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments (including post-effective amendments) to this registration statement, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof. Signature Title Date       /s/ Si Chen Chairman, Director and Chief July 29, 2015 Executive Officer December 7, 2010 Mr. Si Chen (Principal Executive Officer)               /s/ Lin FuXiang Zhou Interim Chief Financial Officer December 7, 2010July 29, 2015 Ms. Lin FuMr. Xiang Zhou (Principal Financial and Principal Accounting Officer)               /s/ Yundong Lu*Lu Chief Operating Officer and Director December 7, 2010July 29, 2015 Mr. Yundong Lu           /s/ Delkai Yin*Yin Director December 7, 2010July 29, 2015 Mr. Delkai Yin           /s/ Yongjun Li*Maoquan Wei Director December 7, 2010 Mr. Yongjun Li /s/ Maoquan Wei* Director December 7, 2010July 29, 2015 Mr. Maoquan Wei           /s/ Jianxiao Wu Director July 29, 2015 Jianxiao Wu     18 EXHIBIT INDEX /s/ Tad M. Ballantyne*Exhibit Director December 7, 2010 Tad M. Ballantyne   Number Description of Document 1.1   Form of Underwriting Agreement. * 3.1 Articles of Incorporation of the Registrant, as filed with the Nevada Secretary of State on June 15, 2009, incorporated by reference to Exhibit 3.1 to the registrant's registration statement on Form S-3 filed on January 29, 2010. 3.2 Bylaws of the registrant, incorporated by reference to Exhibit 3.2 to the registrant’s registration statement on Form S-3 filed on January 29, 2010. 4.1 Specimen Common Stock Certificate. incorporated by reference to registrant’s Registration Statement on Form S-3 filed with the Securities and Exchange Commission on January 29, 2010. 4.2 Certificate of Designation for Preferred Stock. * 4.3 Specimen Preferred Stock Certificate. * 4.4 Form of Warrant Agreement and Warrant Certificate. * 4.5 Form of Unit Agreement and Unit Certificate. * 4.6 Form of Purchase Right. * 5.1 Opinion of Dentons US, LLP + 23.1 Consent of Independent Registered Public Accounting Firm+ 23.2 Consent of Dentons US, LLP (included in legal opinion filed as Exhibit 5.1). 24.1 Power of Attorney (included in the signature page). + Filed herewith.     *By:/s/ Si Chen Si Chen Attorney-in-fact To the extent applicable, to be filed as an exhibit to a post-effective amendment or to a document filed under the Securities Exchange Act and incorporated by reference herein. 19