UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[ x ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March~~September 3130, 2011

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number: 0-12792

SEN YU INTERNATIONAL HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization) 84-0916585 (I.R.S. Employer Identification No.)

Delaware (State or other jurisdiction of incorporation or organization)	84-0916585 (I.R.S. Employer Identification No.)
19 West 44th Street, Suite 1108 New York, NY (Address of principal executive offices,)	10036 (Zip Code)

19 West 44th Street, Suite 1108 New York, NY 10036 (Address of principal executive offices, including zip code)

Registrant’s telephone number (including area code): 212-997-8585

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ____

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

Large accelerated filer [ ]		Accelerated filer [ ]
Non-accelerated filer [ ]		Smaller reporting company [X]
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ~~_____~~ __ No X

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Date File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ~~[ ]~~Yes X No___

As of ~~May~~November 13, 2011, there were 2426,~~459~~155,~~113~~511 shares of company’s common stock issued and outstanding.

SEN YU INTERNATIONAL HOLDINGS, INC.

QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION
Cautionary Note on Forward Looking Statement		21
Item 1.	Financial Statements	32
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2628
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	3836
Item 4.	Controls and Procedures	3836
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	3937
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	3937
Item 3.	Defaults Upon Senior Securities	3937
Item 4.	Removed and Reserved	3937
Item 5.	Other Information	3937
Item 6.	Exhibits	4037
SIGNATURES		4138

CAUTIONARY NOTE ON FORWARD LOOKING STATEMENTS

In addition to historical information, this Quarterly Report on Form 10-Q contains forward looking statements which are subject to certain risks and uncertainties that could cause actual results to differ materially from those reflected in such forward looking statements. In some cases, you can identify forward looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “projects,” “potential,” “proposed,” “intended,” or “continue” or the negative of these terms or other comparable terminology. Readers are cautioned not to place undue reliance on these forward looking statements, which reflect management’s opinions only as of the date thereof. In evaluating such forward looking statements, readers should carefully review the discussion of risks and uncertainties in this Quarterly Report on Form 10-Q and in our most recent Annual Report on Form 10-K as well as in other filings with the Securities and Exchange Commission (“SEC”) including, without limitation:

●	our financial position, business strategy and other plans and objectives for future operations;
●	the ability of our management team to execute its plans to meet its goals;

●	our ability to attract and retain management;
●	our growth strategies;

●	anticipated trends in our business;

●	our liquidity and ability to finance our operations and acquisition and development activities;

●	the impact of government regulation in China and elsewhere;
●	estimates regarding future net revenues or profits;

●	planned capital expenditures (including the amount and nature thereof);
●	the impact of competition;

●	general economic conditions, whether internationally, nationally or in the regional and local market areas in which we are doing business, that may be less favorable than expected; and
●	other economic, competitive, governmental, legislative, regulatory, geopolitical and technological factors that may negatively impact our businesses, operations and pricing.

The discussion of risks and uncertainties set forth in this Quarterly Report on Form 10-Q and in our most recent Annual Report on Form 10-K, as amended, as well as in other filings with the SEC, is not necessarily a complete or exhaustive list of all risks facing the Company at any particular point in time. We operate in the People’s Republic of China (“China” or “PRC”) in a highly competitive and rapidly changing environment. Therefore, it is likely that new risks will emerge, and that the nature and elements of existing risks will change, over time. It is not possible for management to predict all such risk factors or changes therein, or to assess either the impact of all such risk factors on our business or the extent to which any individual risk factor, combination of factors, or new or altered factors, may cause results to differ materially from those contained in any forward looking statement.

Although we believe that the expectations reflected in the forward looking statements are reasonable, we cannot guarantee future results, growth rates, and levels of activity, performance or achievements. Given the uncertainties that surround such statements, you are cautioned not to place undue reliance on such forward looking statements. Except as expressly required by the federal securities laws, there is no undertaking to publicly update or revise any forward looking statements, whether as a result of new information, future events, changed circumstances or any other reason.

PART I – FINANCIAL INFORMATION

SEN YU INTERNATIONAL HOLDINGS, INC AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Stated in US Dollars)

				March 31, 2011				June 30, 2010
		September 30, 2011				June 30, 2011
Assets		(Unaudited)		~~(Unaudited)~~		(Audited)		~~(Audited and Restated)~~
Current Assets:
	Cash and cash equivalents			$	13,958,889			$	5,825,842
Cash and equivalents		$	29,017,518			$	11,440,584
	Inventories, net				1,934,068				943,642
Inventories			1,749,390				1,544,675
Advance to suppliers, net	~~Advance to suppliers, net~~		54,233,166		~~40,891,477~~		53,473,785		~~30,830,691~~
Prepayments and other current assets	~~Prepayments and other current assets~~		66,055		~~70,373~~		72,169		~~176,777~~
Total Current Assets		~~Total Current Assets~~	85,066,129		~~56,854,807~~		66,531,213		~~37,776,952~~
Property, Plant, Equipment and Breeding Stock, net					1,891,757				1,983,760
Long-Term Assets
Construction in Progress					267				14,801
Property, Plant, Equipment and Breeding Stock, net			1,762,705				1,816,987
		Total Long-Term Assets			1,892,024				1,998,561
Construction in Progress			-				213
		Total Assets			58,746,831				39,775,513
Total Long-Term Assets			1,762,705				1,817,200
Liabilities and Stockholders’ Equity
Total Assets			86,828,834				68,348,413
Current Liabilities:
Liabilities and Shareholders' Equity
	Accounts payable and accrued expenses				356,976				390,644
Current Liabilities:
	Loans payable, net				1,098,118				1,066,924
Accounts payable and accrued expenses			541,906				455,044
	Convertible note, net				-				2,165,000
Loans payable, net			1,158,635				1,128,517
	Loans from stockholders/officers, net				698,055				5,460
Loans from shareholders/officers, net			738,033				794,354
Deferred interest income	~~Deferred interest income~~		16,126		~~47,165~~		31,858		~~39,036~~
	Other current liabilities				8,511				1,721
Performance bond			1,096,443				1,083,016
	Derivative liabilities-warrants				16,889,136				13,654,111
Other current liabilities			7,041				9,169
		Total Current Liabilities			19,097,961				17,322,896
Derivative liabilities-warrants			1,951,820				3,793,314
		Total Liabilities			19,097,961				17,322,896
Total Current Liabilities			5,510,004				7,295,272
Stockholders’ Equity:
Temporary equity
	Series B Convertible Preferred Stock ,$0.001 par value,
Redeemable shares of common stock,
		10,000,000 shares authorized, 1,988,429 and 1,152,380 shares
804,000 shares issued and outstanding, respectively			1,247,205				1,217,055
		issued and outstanding, respectively			1,988				1,152
Total Liabilities			6,757,209				8,512,327
	Common stock, $0.001 par value, 300,000,000 shares
Shareholders' Equity:
		authorized, 24,089,111 and 20,892,982 issued and outstanding,
Series B Convertible Preferred Stock ,$0.001 par value,
		respectively			24,089				20,893
10,000,000 shares authorized,1,707,603 and
	Additional paid-in capital				10,237,206				10,860,373
1,988,429 shares issued and
	Reserve funds				5,767,484				3,570,029
outstanding, respectively			1,708				1,988
	Retained earnings				22,974,315				7,864,011
Common stock, $0.001 par value, 300,000,000 shares
	Accumulated other comprehensive income				2,600,784				967,009
authorized, 25,733,713 and 25,263,113 issued
	Unearned compensation				(2,226,952	)			(1,116,667	)
and outstanding, respectively			25,734				25,263
		Total Sen Yu International Holdings, Inc. Stockholders’ Equity			39,378,914				22,166,800
Additional paid-in capital			11,598,742				11,573,432
Noncontrolling Interest					269,956				285,817
Reserve funds			9,394,071				6,745,351
		Total Equity			39,648,870				22,452,617
Retained earnings			56,850,980				40,766,555
		Total Liabilities and Equity		$	58,746,831			$	39,775,513
Accumulated other comprehensive income			4,298,239				3,393,871
Unearned compensation			(2,444,122	)			(2,956,141	)
Total Sen Yu International Holdings, Inc. Shareholders' Equity			79,725,352				59,550,319
Noncontrolling Interest			346,273				285,767
Total Equity			80,071,625				59,836,086
Total Liabilities and Equity		$	86,828,834			$	68,348,413

The accompanying notes are an integral part of these unaudited consolidated financial statements.

SEN YU INTERNATIONAL HOLDINGS, INC AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

(Stated in US Dollars)

	For The Three Months Ended March 31,						For The Nine Months Ended March 31,
	For The Three Months Ended September 30,
	2011			2010			~~2011~~			~~2010~~
	Unaudited			Unaudited			Unaudited			Unaudited
	(Unaudited)			(Unaudited)
Revenues	$	2054,~~308~~056,~~812~~283		$	1423,~~921~~562,~~687~~468		$	~~72,952,746~~		$	~~59,814,100~~
Cost of Goods Sold		1434,~~788~~816,~~442~~269			1218,~~249~~221,~~758~~146			~~55,059,096~~			~~47,334,053~~
Gross Profit		519,~~520~~240,~~370~~014			25,~~671~~341,~~929~~322			~~17,893,650~~			~~12,480,047~~
Operating Expenses
Selling expenses		~~715~~1,~~064~~350,787			~~523~~832,~~272~~828			~~2,529,271~~			~~1,880,582~~
General and administrative expenses		~~476~~391,~~572~~329			~~441~~385,~~349~~825			~~1,474,407~~			~~740,927~~
Losses on disposal of fixed assets		~~21,886~~68			948,479			~~71,034~~			~~107,789~~
Bad debt for advanced to suppliers		~~423~~4,~~214~~147			80202,~~893~~962			~~463,499~~			~~464,877~~
Total Operating Expenses		1,636,736			1,045,523			4,538,211			3,194,175
Compensation Expense		537,519			100,000
Income From Operations		3,883,634			1,626,406			13,355,439			9,285,872
Total Operating Expenses		2,283,850			1,570,094
Other Income (Expense)
Income From Operations		16,956,164			3,771,228
Interest income (expense), net		22,342			(203,317	)		(116,792	)		(201,497	)
Other Income (Expense)
Other expense, net		(1,552	)		-			(1,541	)		(6,451	)
Interest expense, net		(6,480	)		(71,034	)
Change in fair value of warrants		(3,861,173	)		-			4,054,792			-
Other income (expense), net		2,474			(442	)
Total Other (Expense) Income		(3,840,383	)		(203,317	)		3,936,459			(207,948	)
Change in fair value of warrants		1,841,493			2,344,841
Income from Continuing Operations Before Income Taxes		43,251			1,423,089			17,291,898			9,077,924
Total Other Income		1,837,487			2,273,365
Income Tax Provision		-			-			-			-
Income from Continuing Operations Before Income Taxes		18,793,651			6,044,593
Net Income Before Noncontrolling Interest		43,251			1,423,089			17,291,898			9,077,924
Income Tax Provision		-			-
Less: Net loss attributable to the noncontrolling interest		(12,445	)		(17,702	)		(15,861	)		(131,489	)
Net Income Before Noncontrolling Interest		18,793,651			6,044,593
Net Income Attributable to Sen Yu International Holdings, Inc.		55,696			1,440,791			17,307,759			9,209,413
Less: Net income attributable to the noncontrolling interest		60,506			2,056
Earnings Per Share:
Net Income Attributable to Sen Yu International Holdings, Inc.	$	18,733,145		$	6,042,537
- Basic	$	-		$	0.07		$	0.82		$	0.87
Earnings Per Share:
- Diluted	$	-		$	0.08		$	0.71		$	0.86
- Basic	$	0.74		$	0.29
Weighted Common Shares Outstanding
- Diluted	$	0.67		$	0.23
- Basic		21,721,267			20,087,080			21,169,077			10,589,708
Weighted Common Shares Outstanding
- Diluted		24,304,437			21,150,961			24,607,730			10,944,335
- Basic		25,437,113			20,892,982
- Diluted		28,014,504			26,100,162

The accompanying notes are an integral part of these unaudited consolidated financial statements.

SEN YU INTERNATIONAL HOLDINGS, INC AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

(Stated in US Dollars)

			For The Nine Months Ended March 31,
		For The Three Months Ended September 30,
		2011	~~2011~~		2010	~~2010~~
		(Unaudited)	~~(Unaudited)~~		(Unaudited)	~~(Unaudited)~~
Net Income Before Noncontrolling Interest		$	$18,793,651	~~17,291,898~~	$	$6,044,593	~~9,077,924~~
Other Comprehensive Income:
Foreign Currency Translation Income	~~Foreign Currency Translation Income~~		904,368	~~1,633,775~~		567,889	~~20,624~~
Comprehensive Income		$	$19,698,019	~~18,925,673~~	$	$6,612,482	~~9,098,548~~

The accompanying notes are an integral part of these unaudited consolidated financial statements.

SEN YU INTERNATIONAL HOLDINGS, INC AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(Stated in US Dollars)

			For The Nine Months Ended March 31,
		For The Three Months Ended September 30,
		2011	~~2011~~			2010	~~2010~~
			Unaudited				Unaudited
		(Unaudited)				(Unaudited)
Cash Flows From Operating Activities:
Net Income		$	$18,793,651	~~17,307,759~~		$	$6,044,593	~~9,209,413~~
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities
Depreciation and amortization	~~Depreciation and amortization~~		111,697	~~358,854~~			122,476	~~378,429~~
Bad debt adjustment	~~Bad debt adjustment~~		4,147	~~463,499~~			202,963	~~464,877~~
	Noncontrolling Interest			(15,861	)			(131,489	)
Consulting fees adjusted from deferred			512,019				100,000
	Consulting fees adjusted from deferred			351,258				9,320
Stock-based compensation			25,500				-
Amortization of financing costs	~~Amortization of financing costs~~		-	-			48,300	~~181,886~~
Loss on disposal of fixed assets	~~Loss on disposal of fixed assets~~		68	~~71,034~~			48,479	~~107,789~~
Loss on disposal of inventories	~~Loss on disposal of inventories~~		13,085	~~18,912~~			6,277	~~252,209~~
Provision for losses on inventories	~~Provision for losses on inventories~~		-	~~(1,245~~	)		(1,245	-)
Change in fair value of warrants	~~Change in fair value of warrants~~		(1,841,493	~~(4,054,792~~)	)		(2,344,841	-)
	Changes in operating assets and liabilities:
Accrued interest for redeemable stock			30,150				-
	Accounts receivable			-				634,550
Changes in operating assets and liabilities:
	Inventories			(1,074,536	)			(968,925	)
Accounts receivable			-				(627,419	)
	Advanced to suppliers			(9,112,574	)			(9,290,385	)
Inventories			(196,164	)			(243,331	)
	Prepayments and other current assets			108,821				(4,640	)
Advanced to suppliers			(99,369	)			(4,112,156	)
	Accounts payable and accrued expenses			(39,178	)			117,305
Prepayments and other current assets			6,923				(37,602	)
	Customer deposit			-				(4,270	)
Accounts payable and accrued expenses			80,226				(67,651	)
Deferred interest income	~~Deferred interest income~~		(15,929	~~6,510~~)			(25,095	~~37,843~~)
Other current liabilities	~~Other current liabilities~~		(2,214	~~6,498~~)			14,751	~~(40,659~~	)
Net Cash Provided by Operating Activities				4,394,959				953,253
Net Cash Provided by (Used in) Operating Activities			17,422,297				(871,501	)
Cash Flows From Investing Activities:
Payment for purchase of equipment	~~Payment for purchase of equipment~~		(39,427	~~(110,712~~)	)		(59,200	~~(34,574~~)	)
Payment for construction in progress	~~Payment for construction in progress~~		-	~~(69,749~~	)		(34,929	-)
Proceeds from sale of property and equipment	~~Proceeds from sale of property and equipment~~		2,363	~~44,105~~			26,740	~~23,908~~
Net Cash Used in Investing Activities			(37,064	~~(136,356~~)	)		(67,389	~~(10,666~~)	)
Cash Flows From Financing Activities:
Proceeds from discount on loans payable	~~Proceeds from discount on loans payable~~		15,929	~~(6,510~~	)		25,095	~~(37,843~~	)
	Proceeds from Convertible Notes			-				2,165,000
Repayments for loans from shareholders/officers			(57,346	)			(16,717	)
	Proceeds from issuance of stock			3,044,140
Proceeds the repayment of loans by shareholders/officers			216				19,795
	Repayments for loans from stockholders/officers			(19,863	)			(8,136	)
Net Cash (Used in) Provided by Financing Activities			(41,201	)			28,173
	Proceeds the repayment of loans by stockholders/officers			714,335				151,262
Net Increase (Decrease) in Cash and Equivalents			17,344,032				(910,717	)
Net Cash Provided by Financing Activities				3,732,102				2,270,283
Effect of Exchange Rate Changes on Cash			232,902				75,254
Net Increase in Cash and Cash Equivalents				7,990,705				3,212,870
Cash and Equivalents at Beginning of Period			11,440,584				5,825,842
Effect of Exchange Rate Changes on Cash				142,342				(66	)
Cash and Equivalents at End of Period		$	29,017,518			$	4,990,379
Cash and Cash Equivalents at Beginning of Period				5,825,842				82,854
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash and Cash Equivalents at End of Period			$	13,958,889			$	3,295,658
Interest paid		$	-			$	153,033
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Income taxes paid		$	-			$	-
	Interest paid		$	223,522			$	-
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND
	Income taxes paid		$	-			$	-
FINANCING ACTIVITIES:
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND
Inventory transferred out to be breeding stock in fixed assets		$	-			$	22,755
	FINANCING ACTIVITIES:
Construction in progress transferred out to be fixed assets		$	213			$	28,745
	Inventory transferred out to be breeding stock in fixed assets		$	132,849			$	4,802
Offset debt by fixed assets		$	-			$	6,648
	Construction in progress transferred out to be fixed assets		$	84,292			$	-
	Majority stockholder waive his right to the Company’s debt		$	-			$	11,169,236
	Issued shares for consulting service		$	1,461,543			$	23,000
	Offset debt by fixed assets		$	6,748			$	-

The accompanying notes are an integral part of these unaudited consolidated financial statements.

SEN YU INTERNATIONAL HOLDINGS, INC AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(Stated in US Dollars)

Interim Financial Statements:

The unaudited consolidated financial statements of Sen Yu International Holdings, Inc. ~~f/k/a China Swine Genetics Inc~~ (“Sen Yu International” or the “Company”) and its subsidiaries have been prepared in accordance with U.S. generally accepted accounting principles ( ~~the~~ (“U.S. GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q. Accordingly, they do not include all the information and footnotes required by ~~U.S.~~US GAAP for annual financial statements. However, the information included in these interim financial statements reflects all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management, necessary for the fair presentation of the consolidated financial position and the consolidated results of operations of the Company. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full year. The consolidated balance sheet information as of June 30, ~~2010~~2011 was derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K ~~for the fiscal year ended June 30, 2010, as amended~~. These interim financial statements should be read in conjunction with that report.

The consolidated financial statements include the accounts of the Company and its subsidiaries. All material intercompany balances and transactions have been eliminated.

Organization and Nature of Operations

Sen Yu International was founded as a Colorado corporation on June 29, 1983 and was reinstated in Colorado on March 15, 2007. The Company’s Board of Directors (“Board”) and stockholders approved a change of domicile from Colorado to Delaware on December 6, 2007. In connection with the Company’s change of domicile from Colorado to Delaware, the Company’s authorized capital was increased to 310,000,000 of which 300,000,000 are classified as common stock, par value $0.001 per share, and 10,000,000 are classified as preferred stock, par value $0.001 per share, issuable in series with such powers, designations, preferences and relative, participating, optional or other specific rights, and qualifications, limitations or restrictions thereof, as the Board may fix from time to time by resolution or resolutions. For at least ten years prior to August 13, 2009, the Company had not engaged in any business operations.

On August 13, 2009, Sen Yu International acquired all of the outstanding capital stock of Advanced Swine Genetics, Inc., a Nevada corporation (“Advanced Swine”). In exchange for ~~all~~ the outstanding shares of Advanced Swine, Sen Yu International issued 4,646.05933 shares of its Series A Convertible Preferred Stock (“Preferred A Stock”) to the shareholders of Advanced Swine (the “Share Exchange”). Each share of Preferred A Stock was convertible into Four Thousand One Hundred Sixty-Six and ⅔ (4,166.66) shares of common stock. In November 2009, all shares of Preferred A Stock were converted into 20,044,689 (with additional fractional shares issued in or after November 2009) shares of Sen Yu International’s common stock, representing approximately 99% of then issued and outstanding shares.

Effective on September 30, 2009, the Company filed an amendment to its certificate of incorporation to change the name of the Company from Apogee Robotics, Inc. to “China Swine Genetics, Inc.” and implementing a 1-for-24 reverse split of the Company’s common stock. On June 28, 2010, the Company changed its name to “Sen Yu International Holdings, Inc.”

Advanced Swine was incorporated under the laws of Nevada on June 29, 2007. It is an intermediate holding company without its own operations. On February 28, 2008, Advanced Swine acquired 100% of the equity interest of Heilongjiang Sen Yu Animal Husbandry Co., Ltd. (“Heilongjiang Sen Yu”). Heilongjiang Sen Yu was incorporated on September 3, 2004, under the laws of the People’s Republic of China (“PRC”). On December 20, 2007, Advanced Swine entered into the stock transfer agreement with Heilongjiang Sen Yu through which Advance Swine acquired all the equity ~~interest~~interests inof Heilongjiang Sen Yu. The share transfer was approved on February 4, 2008 by the Heilongjiang Provincial Government, and the updated business license of Heilongjiang Sen Yu with the new stockholder’s name was issued on February 28, 2008 by Jiamusi Administration for Industry and Commerce. As a result, Heilongjiang Sen Yu became a foreign wholly owned enterprise on February 28, 2008.

Heilongjiang Sen Yu was originally founded with registered capital of RMB10 million (equivalent to approximately $1,208,211) on September 3, 2004 and increased its registered capital to RMB50 million (equivalent to approximately $6,165,762) and RMB80 million (equivalent to approximately $9,933,896) on January 18 and August 29, 2006, respectively.

Heilongjiang Sen Yu was in the development stage and incurred minor selling expenses and significant general and administrative expenses prior to September, 2005. In September 2005, Heilongjiang Sen Yu accepted its first sales order of commercial hogs and breeding swine, and started its business as a ~~farm~~farmer enterprise for breeding, feeding and marketing the grandparent and parent generation breeding swine, and commercial hogs.

In ~~November~~March ~~2010~~2006, ~~Jiamusi~~Heilongjiang ~~Development~~Sen Yu entered into a joint venture agreement with Polar Genetics, Inc., a Canadian corporation (the “Polar Genetics”) and ~~Reform~~the ~~Commission~~business ~~approved~~license of this joint venture was issued in March 2006. The registered capital of Sino-Canadian Sen Yu Polar Swine Genetics Company Limited (“Sino-Canadian Sen Yu”) is RMB16.7 million (equivalent to approximately $2,068,368 as of March, 2006). According to the joint venture agreement, Heilongjiang Sen Yu's ~~change~~and Polar Genetics shall contribute RMB10 million (equivalent to approximately $1,238,543 as of ~~domicile~~March, 2006) and 628 primary genetic breeding swine worth RMB6.7 million (equivalent to ~~Cultural~~approximately ~~Palace~~$829,825 ~~6th~~as ~~Floor~~of March, ~~Qianjin~~2006), ~~District~~respectively, in order to own 60% and 40% of the joint venture, respectively. This joint venture was approved by the Jiamusi ~~City~~Administration for Industry and Commerce on March 30, 2006, and the actual capital of RMB10 million (equivalent to approximately $1,246,028) was contributed by Heilongjiang ~~Province~~Sen Yu on May 22, 2006. Polar Genetics contributed 628 primary genetic breeding swine worth RMB6.7 million (equivalent to approximately $892,263) on October 12, 2007. Since China custom officers did not complete the full inspection, and released the primary genetic boars to Sino-Canadian Sen Yu until November 27, 2007, this joint venture was considered to be in development stage and did not commence principal operations until November, 27, 2007.

In December 2005, Heilongjiang Sen Yu entered into a joint venture agreement with Polar Genetics, Inc., a Canadian corporation (the “Polar Genetics”) and the business license of this joint venture was issued in March 2006. The registered capital of Sino-Canadian Sen Yu Polar Swine Genetics Company Limited (“Sino-Canadian Sen Yu”) is RMB16.7 million (equivalent to approximately $2,068,368 as of December 20, 2005). According to the joint venture agreement, Heilongjiang Sen Yu and Polar Genetics shall contribute RMB10 million (equivalent to approximately $1,238,543 as of December 20, 2005) and 628 primary genetic breeding swine worth RMB6.7 million (equivalent to approximately $829,825 as of December 20, 2005), respectively, as capital contribution for 60% and 40% of the joint venture, respectively. This joint venture was approved by the Jiamusi Administration for Industry and Commerce on March 30, 2006, and RMB10 million cash (equivalent to approximately $1,246,028) was contributed by Heilongjiang Sen Yu on May 22, 2006. Polar Genetics contributed 628 primary genetic breeding swine worth RMB6.7 million (equivalent to approximately $892,263) on October 12, 2007. Since China custom officers did not complete the full inspection, and released the primary genetic boars to Sino-Canadian Sen Yu until November 27, 2007, this joint venture was considered to be in development stage and did not commence principal operations until November, 27, 2007.

Sen Yu International, Advanced Swine, Heilongjiang Sen Yu, and Sino-Canadian Sen Yu, Heilongjiang Sen Yu’s 60% owned joint venture are collectively referred herein as the “Company” in the accompanying consolidated financial statements.

	3.	Basis of Presentation
a.	Fiscal Year

Basis of Presentation

~~The Company’s fiscal year ends on June 30~~a. ~~The~~Fiscal ~~accompanying consolidated financial statements of operations and cash flows include activities for the three months and nine months ended March 31, 2011 and 2010.~~Year

The Company’s fiscal year ends on June 30. The accompanying consolidated financial statements of operations and cash flows include activities for the three months ended September 30, 2011 and 2010.

b.	Principle of Consolidation

The accompanying unaudited consolidated financial statements present the financial position, results of operations and cash flows of the Company and all entities in which the Company has a controlling voting interest. These consolidated financial statements include the financial statements of Sen Yu International Holdings, Inc. and its subsidiaries, namely, Advanced Swine, Heilongjiang Sen Yu, and Sino-Canadian Sen Yu. All significant intercompany transactions and balances are eliminated in consolidation.

The accompanying unaudited consolidated financial statements are prepared in accordance with US GAAP. This basis of accounting differs from that used in the statutory accounts of some of the Company’s subsidiaries, which were prepared in accordance with the accounting principles and relevant financial regulations applicable to enterprises with foreign investment in the PRC (~~the~~ “PRC GAAP”). Necessary adjustments were made to the subsidiaries’ statutory accounts to conform to U.S. GAAP to be included in these consolidated financial statements.

	4.	Summary of Significant Accounting Policies
a.	Use of Estimates

Summary of Significant Accounting Policies

Use of Estimates

The preparation of unaudited consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amount reported in the unaudited consolidated financial statements and the accompany notes. Significant estimates include the estimated useful lives and fair values of the assets. Actual results could differ from those estimates.

b.	Foreign Currency Translation

The accompanying unaudited consolidated financial statements are presented in U.S. dollars. The Company’s functional currency is the Chinese Renminbi (“RMB”). In general, for consolidation purposes, the Company translates its assets and liabilities into US dollars using the applicable exchange rates prevailing at the balance sheet date, and the statement of income and cash flows are translated at average exchange rates during the reporting period. As a result, amounts related to assets and liabilities reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheet. Equity accounts are translated at historical rates. Adjustments resulting from the translation of the financial statements are recorded as accumulated other comprehensive income.

The following rates are used in translating the RMB to the U.S. dollar presentation disclosed in these consolidated financial statements for the ~~nine~~three months ended ~~March~~September 3130, 2011 and 2010, respectively.

			Nine Months Ended March 31,
		For The Three Months Ended September 30,
		2011	~~2011~~	~~2010~~	2010
Assets and liabilities	~~Nine months ended rate of US dollars~~	$	$0.~~15270~~15663	~~$0.14650~~	~~/RMB~~$	0.14945	/RMB
Revenue and expenses	~~Average rate of US dollars~~	$	$0.~~1520~~15584	~~$0.14644~~	~~/RMB~~$	0.14773	/RMB

c.	Revenue Recognition

Revenues from products sales are recorded when both title to the goods and risk of ownership are transferred to the customer upon shipment, provided that no significant obligations remain. Net sales reflect units shipped at selling prices reduced by certain sales allowances.

d.	Income Taxes

Sen Yu International is subject to U.S. federal income taxes, State of New York income taxes, and State of Delaware annual franchise taxes, and its U.S. subsidiary, Advanced Swine, is subject to U.S. federal income taxes and State of Nevada annual reporting. Its PRC subsidiaries were exempt from the income taxes per PRC tax laws and regulations that exempt companies engaged in the agricultural breeding of livestock. In particular, under current ~~Corporate~~Chinese ~~Income Tax Law in China~~law, Heilongjiang Sen Yu and Sino-Canadian Sen Yu are exempt from corporate income tax in China for as long as they engage in hog breeding business. However, the exemption is only for a three year period and the renewal is subject to review by the Jiamushi City State Tax Bureau. The ~~current~~ tax exempt status of both Heilongjiang Sen Yu and Sino-Canadian Sen Yu expires on May 31, 2012. ~~Heilongjiang~~The ~~Sen~~Company’s YuPRC ~~and~~subsidiaries ~~Sino-Canadian Sen Yu~~ expect to use their retained earnings to support their PRC operations, and will not declare any dividends within the predictable future. In addition, there was no net income generated by its U.S. subsidiary, Advanced Swine, during the ~~nine~~quarter ~~months~~ ended ~~March~~September 3130, 2011 and 2010. Sen Yu International generated ~~only~~ net income ~~upon~~only from the change in fair value of warrants for the ~~nine~~quarter ~~months~~ ended ~~March~~September 3130, 2011. There was ~~non-~~no realized gain as of ~~March~~September 3130, 2011. Therefore, for the ~~nine~~three months ended ~~March~~September 3130, 2011 and 2010, the Company’s income taxes were $0 and $0 in PRC and U.S.

The Company follows ASC 740 – “Accounting for Income Taxes”, which requires recognition of deferred taxes, assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

The Company adopted the provisions of FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”), codified in FASB ASC Topic 740, on January 1, 2007. As a result of the implementation of FIN 48, the Company made a comprehensive review of its portfolio of tax positions in accordance with recognition standards established by FIN 48, and the Company recognized no material adjustments to liabilities or stockholders equity. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the accompanying balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. Interest associated with unrecognized tax benefits are classified as interest expense and penalties are classified in general and administrative expenses in the statements of income. The adoption of FIN 48 did not have a material impact on the Company’s financial statements. At ~~March~~September 3130, 2011 and June 30, ~~2010~~2011, the Company did not take any uncertain positions that would necessitate recording of tax related liability.

e.	Stock-Based Compensation

The Company measures compensation expense for its non-employee stock-based compensation under ~~the FASB~~ ASC 505-50, “Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services”. The fair value of the option issued is used to measure the transaction, as this is more reliable than the fair value of the services received. Fair value is measured as the value of the common stock on the date that the commitment for performance by the counterparty has been reached or the counterparty’s performance is complete. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital.

f.	Basic and diluted net income per share

The Company accounts for net income per common share in accordance with ~~the FASB issued~~ ASC 260, “Earnings per Share” (“EPS”). ASC 260 requires the disclosure of the potential dilution effect of exercising or converting securities or other contracts involving the issuance of common stock. Basic net income per share is determined based on the weighted average number of common shares outstanding for the period. Diluted net income per share is determined based on the assumption that all dilutive convertible shares and stock options were converted into or exercised for common stock.

g.	Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. The carrying value of cash equivalents approximates market value.

h.	Accounts Receivable

Accounts receivable are recognized and carried at original invoice amount less allowance for any uncollectible amounts. An estimate for doubtful accounts is made when collection of the full amount is no longer probable. Per historical records, the Company had no uncollectible amounts. Therefore, the Company had not recorded any allowance for uncollectible accounts as of ~~March~~September 3130, 2011 and ~~2010~~June 30, 2011.

i.	Inventories, Net

Inventories are stated at the lower of cost or market. Cost of raw materials is determined on a first-in, first-out basis. Finished goods are determined on a weighted average basis and are comprised of direct materials, direct labor and an appropriate proportion of overhead. The Company estimates an inventory allowance for excessive, slow moving, obsolete inventory and changes in price level as well as inventory whose carrying value is in excess of net realized value. Inventory amounts are reported net of such allowances. The raw materials generally include the feedstuffs and other raw materials, and the finished goods include the baby hogs, young hogs and commercial hogs which are ready to sell. However the components of work in progress generally include the director labor, depreciation of the facilities, manufacturing overhead expenses, and other production related fees.

j.	Bad Debt Allowance

In order to acquire significant amounts of commercial hogs, the Company advanced purchase price for feedstuffs to Heilongjiang Wang Da Feedstuff Co., Ltd. (“Wang Da”). Since the advances to Wang Da were a significant part of total assets, the Company’s subsidiary, Heilongjiang Sen Yu, adopts a bad debt allowance of 5% of the amount of money advanced to Wang Da commencing April 2009.

k. Plant, Property, Equipment and Breeding Stock

Depreciation of property, plant, equipment, and breeding stock is computed using the straight-line method over the estimated useful lives of assets as follows:

	Years
Land improvements	10 years
Leasehold improvements	Lower of term of lease or 5 years
Buildings	10 years
Machinery and equipment	2 years to 10 years
Breeding stock	3 years to 5 years

Repairs and maintenance expenditures which do not extend the useful lives of the related assets are expensed as incurred, whereas significant renewals and betterments are capitalized.

The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in our statements of operations.

l.	Non-Controlling Interest

Effective July 1, 2009, the Company adopted FASB ASC Topic 810, “Consolidation,” which established new standards governing the accounting for and reporting of noncontrolling interests (NCIs) in partially owned consolidated subsidiaries and the loss of control of subsidiaries. Certain provisions of this standard indicate, among other things, that NCIs (previously referred to as minority interests) be treated as a separate component of equity, not as a liability (as was previously the case), that increases and decreases in the parent’s ownership interest that leave control intact be treated as equity transactions rather than as step acquisitions or dilution gains or losses, and that losses of a partially owned consolidated subsidiary be allocated to the NCI even when such allocation might result in a deficit balance.

The net income (loss) attributed to the NCI was separately designated in the accompanying statements of operations and comprehensive income. Losses attributable to the NCI in a subsidiary may exceed the NCI’s interests in the subsidiary’s equity. The excess attributable to the NCI is attributed to those interests. The NCI shall continue to be attributed its share of losses even if that attribution results in a deficit NCI balance.

m.	Cost of Sales

Cost of sales consists primarily of purchase price for commercial hogs from ~~farmers~~Wang Da, cost of fodder, direct labor, depreciation and manufacturing overhead, which are directly attributable to the production of breeding hogs.

n.	Selling, General and Administrative Costs

Selling costs consist primarily of salaries, freight costs and advertising fees, which are incurred in the course of the sale of goods. General and administrative costs consist of salaries, entertainment expenses, consulting fees, professional expenses and other expenses, which result from organization and management of the operating activities.

o. ~~Reclassifications~~Recent Accounting Pronouncements

~~Certain~~In ~~amounts~~June ~~reflected~~2011, the FASB issued Accounting Standards Update (ASU) No.2011-05, “Comprehensive Income”. ASU No. 2011-05 amends the guidance with ASC Topic 220, “Comprehensive Income”, in this Update, an entity has the ~~consolidated~~option ~~financial~~to ~~statements~~present ~~for~~the total of comprehensive income, the ~~nine~~components ~~months~~of ~~ended~~net ~~March~~income, 31and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. In both choices, ~~2010~~an ~~have~~entity ~~been~~is ~~reclassified~~required to ~~conform~~present each component of net income along with total net income, each component of other comprehensive income along with a total for other comprehensive income, and a total amount for comprehensive income. In a single continuous statement, the entity is required to present the components ~~presentation~~of net income and total net income, the components of other comprehensive income and a total for other comprehensive income, along with the ~~nine~~total ~~months~~of ~~ended~~comprehensive ~~March~~income 31in that statement. In the two-statement approach, ~~2011~~an entity is required to present components of net income and total net income in the statement of net income. The statement of other comprehensive income should immediately follow the statement of net income and include the components of other comprehensive income and a total for other comprehensive income, along with a total for comprehensive income.

p.Regardless ~~Recent~~of ~~Accounting~~whether ~~Pronouncements~~an entity chooses to present comprehensive income in a single continuous statement or in two separate but consecutive statements, the entity is required to present on the face of the financial statements reclassification adjustments for items that are reclassified from other comprehensive income to net income in the statement(s) where the components of net income and the components of other comprehensive income are presented.

~~In December 2010, FASB issued an amendment to the disclosure of supplementary pro forma information for business combinations.~~ The amendments in this ~~ASU~~Update ~~specify~~do ~~that~~not ifchange athe ~~public~~items ~~entity~~that ~~presents~~must ~~comparative~~be ~~financial~~reported ~~statements,~~in ~~the~~other ~~entity~~comprehensive ~~should~~income ~~disclose~~or ~~revenue~~when ~~and~~an ~~earnings~~item of ~~the~~other ~~combined~~comprehensive ~~entity~~income asmust ~~though~~be ~~the~~reclassified ~~business~~to ~~combination~~net ~~that~~income. ~~occurred~~The ~~during~~amendments ~~the~~do ~~current~~not ~~year~~change ~~had~~the ~~occurred~~option asfor ofan ~~the~~entity ~~beginning~~to ofpresent ~~the~~components ~~comparable~~of ~~prior~~other ~~annual~~comprehensive ~~reporting~~income ~~period~~either ~~only.~~net ~~The~~of ~~amendments~~related ~~also~~tax ~~expand~~effects ~~the~~or ~~supplemental~~before ~~pro~~related ~~forma~~tax ~~disclosures~~effects, towith ~~include~~one aamount ~~description~~shown offor the ~~nature~~aggregate ~~and~~income ~~amount~~tax ofexpense ~~material,~~or ~~nonrecurring~~benefit ~~pro~~related ~~forma adjustments directly attributable~~ to the ~~business~~total ~~combination~~of ~~included~~other incomprehensive ~~the~~income ~~reported~~items. ~~pro~~In ~~forma~~both ~~revenue~~cases, ~~and~~the ~~earnings.~~tax ~~The~~effect ~~amendments~~for ~~are~~each ~~effective~~component ~~prospectively~~must ~~for~~be ~~business~~disclosed ~~combinations~~in ~~for which~~ the ~~acquisition~~notes ~~date~~to isthe onfinancial statements or ~~after~~presented ~~the~~in ~~beginning of~~ the ~~first~~statement ~~annual~~in ~~reporting~~which ~~period~~other ~~beginning~~comprehensive onincome oris ~~after December 15, 2010~~presented. The ~~adoption~~amendments ofdo ~~this guidance does~~ not ~~have~~affect ahow ~~material~~earnings ~~impact~~per onshare ~~the~~is ~~Company’s~~calculated ~~consolidated~~or ~~financial statements~~presented.

The amendments in this Update should be applied retrospectively. For public entities, the amendments are effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Early adoption is permitted, because compliance with the amendments is already permitted. The amendments do not require any transition disclosures. The Company will adopt these new disclosure requirements on its financial statements and notes in the years or interim periods beginning after December 15, 2011.

In May 2011, the FASB issued Accounting Standards Update (ASU) 2011-04, “Fair Value Measurement”. ASU 2011-04 amends the guidance with ASC Topic 822, “Fair Value Measurement”. The amendments in this Update change the wording used to describe the requirements in U.S. GAAP for measuring fair value and for disclosing information about fair value measurements. The amendments include the following:

1. Those that clarify the Board's intent about the application of existing fair value measurement and disclosure requirements

2. Those that change a particular principle or requirement for measuring fair value or for disclosing information about fair value measurements.

In addition, to improve consistency in application across jurisdictions some changes in wording are necessary to ensure that U.S. GAAP and IFRS fair value measurement and disclosure requirements are described in the same way (for example, using the word shall rather than should to describe the requirements in U.S. GAAP). The amendments in this Update are to be applied prospectively. For public entities, the amendments are effective during interim and annual periods beginning after December 15, 2011. Early application by public entities is not permitted. The Company will adopt these new disclosure requirements on its financial statements and notes in the years or interim periods beginning after December 15, 2011

In December 2010, the Financial Accounting Standards Board (FASB) issued amended guidance to clarify the acquisition date that should be used for reporting pro-forma financial information for business combinations. If comparative financial statements are presented, the pro-forma revenue and earnings of the combined entity for the comparable prior reporting period should be reported as though the acquisition date for all business combinations that occurred during the current year had been completed as of the beginning of the comparable prior annual reporting period. The amendments in this guidance became effective prospectively for business combinations for which the acquisition date is on or after January 1, 2011. The adoption of this guidance does not have a material impact on the Company’s consolidated financial statements.

In December 2010, the FASB issued amendments to the guidance on goodwill impairment testing. The amendments modify Step 1 of the goodwill impairment test for reporting units with zero or negative carrying amounts. For those reporting units, an entity is required to perform Step 2 of the goodwill impairment test if it is more likely than not that a goodwill impairment exists. In making that determination, an entity should consider whether there are any adverse qualitative factors indicating that impairment may exist. The amendments were effective January 1, 2011 and the adoption of this guidance does not have a material impact on the Company’s consolidated financial statements

Inventories

Inventories as of ~~March~~September 3130, 2011 and June 30, ~~2010~~2011 consisted of the following:

	March 31, 2011		June 30, 2010
	September 30, 2011		June 30, 2011
	(Unaudited)		(Audited)
Raw materials	$	5330,~~394~~685	$	4637,~~518~~305
Work in progress		~~922~~1,~~709~~010,716		~~739~~1,~~597~~006,071
Finished goods		~~957~~707,~~965~~989		~~158~~501,~~772~~299
Less: Inventories provision		-		1,245
Total	$	1,749,390	$	1,544,675
Total	$	1,934,068	$	943,642

~~Inventory~~The ~~turnover~~raw ~~for~~materials generally consist of feedstuff and other raw materials. Finished goods consist of the ~~nine~~baby ~~months~~hogs, ~~ended~~young ~~March~~hogs 31and commercial hogs which are ready to sell. Work in progress consists generally of the direct labor, ~~2011~~depreciation of the facilities, manufacturing overhead expenses, and ~~2010~~other ~~were~~production asrelated ~~follows:~~fees

	Nine Months Ended March 31,
	2011		2010
Inventory turnover		38.52		34.75

Inventory turnover for the three months ended September 30, 2011 and 2010 were as follows:

Cost of goods sold in the nine months ended March 31, 2011 increased as compared to the same period in 2010 as a result of the increase in sales. Average inventories in the nine months ended March 31, 2011 increased as compared to the same period in 2010. However, the increased amount of cost of goods sold was greater than the amount of increased average inventories in the nine months ended March 31, 2011. As a result, the inventories turnover rate, which equals the cost of goods sold divided by the average inventory, for the nine months ended March 31, 2011 was higher than that in the same period in 2010.

	For The Three Months Ended September 30,
		2011		2010
Inventory turnover			21.12		17.30

Cost of goods sold increased for the three months ended September 30, 2011 as compared to the same period in 2010 as a result of the increase in sales. Average inventories increased in the three months ended September 30, 2011 as compared to the same period in 2010. However, the increased amount of cost of goods sold was greater than the amount of increased average inventories during the current period. As a result, the inventories turnover rate, which equals the cost of goods sold divided by the average inventory, for the three months ended September 30, 2011 was higher than in the same period in 2010.

Advanced to Suppliers, Net and Performance Bond

Heilongjiang Sen Yu has a cooperation agreement with Wang Da, a professional feeding materials provider and a collector for good quality commercial hogs, on October 11, 2007. Pursuant to the terms of the agreement, Heilongjiang Sen Yu agreed to loan money to Wang Da to support Wang Da’s farmers’ use of good quality feedstuffs to raise their commercial hogs, and then sell those hogs to Heilongjiang Sen Yu once they mature. Wang Da can offset the loan amount from Heilongjiang Sen Yu once it delivers the farmers’ commercial hogs to Heilongjiang Sen Yu. In order to extend the Company’s farmer-based production model and acquire significant amounts of commercial hogs in the near future from Wang Da, Heilongjiang Sen Yu loaned an aggregate amount of RMB 364,304,970 (equivalent to$57,062,812) to Wang Da as of September 30, 2011. Heilongjiang Sen Yu adopted a bad debt allowance at 5% of the principal amount advanced to Wang Da for the three months ended September 30, 2011 and fiscal year ended June 30, 2011. Accordingly, the bad debt allowances were RMB18,215,248 (equivalent to $2,853,141) and RMB18,188,637 (equivalent to $2,814,084) as of September 30, 2011 and June 30, 2011, respectively. Including the amount of advances to suppliers by the joint venture, Sino-Canadian Sen Yu, the Company had a total net amount advances to suppliers as of September 30, 2011 and June 30, 2011 as follows:

The raw materials generally include the feedstuffs and other raw materials, and finished goods include the baby hogs, young hogs and commercial hogs which are ready to be sold. Work in progress generally includes the direct labor, depreciation of the facilities, manufacturing overhead expenses, and other production related fees.

	September 30, 2011		June 30, 2011
	(Unaudited)		(Audited)
Advanced to suppliers	$	57,086,307	$	56,287,869
Less: Accumulated bad debt allowance		2,853,141		2,814,084
Advanced to suppliers, net	$	54,233,166	$	53,473,785

6Heilongjiang Sen Yu entered into a supplementary agreement with Wang Da on December 12, 2008 to secure Heilongjiang Sen Yu’s loan to Wang Da. ~~Advanced~~Pursuant to ~~Suppliers~~the supplementary agreement, ~~Net~~once Wang Da has breached the terms of the cooperation agreement, Heilongjiang Sen Yu can exercise the following rights to secure its loans to Wang Da: (1) step into Wang Da’s shoes without any condition, and have all creditor’s rights of Wang Da with its contracted farmers, (2) if such rights still do not satisfy the loss of Heilongjiang Sen Yu, then Heilongjiang Sen Yu will have a secured interest in all of Wang Da’s assets, which include but are not limited to the building, equipment, and working capital of Wang Da.

~~Pursuant~~Heilongjiang toSen aYu renewed the cooperation agreement with Wang Da, aeffective ~~professional~~January ~~fodder provider and a collector for commercial hogs~~1, 2009. Heilongjiang Sen Yu ~~agreed~~still tofinances ~~advance~~Wang ~~the~~Da, ~~purchase~~with ~~price~~fixed ~~for~~profit ~~feedstuffs~~margins toset ~~Wang~~by DaHeilongjiang onSen ~~behalf~~Yu, ofand ~~the~~Wang ~~Wand~~ Da’s ~~contracted farmers~~ in ~~order~~turn tofinances ~~support~~the ~~Wang Da’s contracted~~ farmers’ ~~use~~by ofproviding ~~good~~fodder ~~quality~~on ~~feedstuffs~~credit toobtained ~~raise~~through ~~their~~its ~~commercial~~volume ~~hogs~~purchasing. Wang Da ~~collects~~also guarantees the ~~hogs~~collection ~~and~~of ~~delivered~~mature ~~them~~hogs tothat meet Heilongjiang Sen Yu’s ~~once~~quality ~~they~~standards. ~~mature~~In ~~under~~case ~~a profit sharing plan with the farmers.~~ Wang Da ~~can~~breaches ~~offset~~ the ~~advances~~terms ~~from~~of ~~Heilongjiang Sen Yu once it delivers~~ the ~~matured~~cooperation ~~commercial~~agreement, ~~hogs to~~ Heilongjiang Sen Yu. ~~Heilongjiang~~can ~~Sen~~still Yuexercise ~~had~~the anabove ~~aggregate~~rights ~~amount of RMB281,849,395 (equivalent~~ to ~~approximately~~secure ~~$43,039,641)~~its ~~advances~~loans to Wang Da ~~as of March 31, 2011~~.

~~Heilongjiang~~In ~~Sen~~order Yuto ~~adopted~~further aenhance ~~bad~~the ~~debt~~cooperation ~~allowance~~between atthe 5%two ofcompanies, the ~~aggregate~~Company ~~amount~~entered ~~advanced~~into toan ~~Wang~~amended Daand ~~for~~restated ~~the~~cooperation ~~nine~~agreement ~~months~~with ~~ended~~Wang ~~March~~Da 31on April 1, 2011. The amended and ~~2010.~~restated ~~Accordingly~~agreement contain many of original terms, ~~the~~except ~~bad~~that ~~debt~~Wang ~~allowances~~Da ~~were~~agreed ~~RMB14,092,470~~to pay RMB7 million (equivalent to ~~approximately~~ $21,~~151~~096,~~982~~443) ~~and~~to ~~RMB~~the 11Company as the performance bond,~~001~~ which was fully paid on April 18,~~547~~ ~~(equivalent~~2011. Such bond will be returned to ~~approximately~~Wang $1Da when the agreement is terminated. The parties also agree that if Wang Da breaches this agreement during the agreement term,~~622,302)~~ asthe ofCompany ~~March~~has 31the right to deduct its losses from the bond. In addition, the feed cost will be increased to $109 from $100 beginning in April 2011, upon such amended and ~~June~~restated 30cooperation agreement. Pursuant to this amended and restated cooperation agreement with Wang Da on April 1, ~~2010~~2011, ~~respectively.~~since ~~Including~~ the ~~amount~~market price of ~~advances~~raw materials relation to ~~suppliers~~manufacturing byfeed ~~Sino-Canadian~~cost ~~Sen~~continues Yuto rise more than 6% in 2011, the Company ~~had~~signed a ~~total~~new ~~net~~supplementary ~~amount~~agreement ~~advanced~~with Wang Da on July 28, 2011. The feed cost was increased to ~~suppliers~~$131 asfrom of$109 ~~March~~commencing 31from August 1, 2011 ~~and~~pursuant ~~June~~to ~~30,~~such ~~2010~~supplementary agreement. Except as ~~follows:~~modified by the supplementary agreement, all of terms of the amended and restated cooperation agreement remain the same.

	March 31, 2011		June 30, 2010
	(Unaudited)		(Audited)
Advanced to suppliers	$	43,043,459	$	32,452,993
Less: Accumulated bad debt allowance		2,151,982		1,622,302
Advanced to suppliers, net	$	40,891,477	$	30,830,691

Pursuant to the amended and restated cooperation agreement, if Wang Da fails to satisfy its obligations, the Company can assume the rights of Wang Da under its Fodder Supply and Commercial Hog Buy-Back Agreements with the Wang Da farmers. This assumption of rights would enable the Company to take direct delivery of the full-grown hogs due to Wang Da. In the event that the sale of those hogs did not provide sufficient returns to satisfy Wang Da’s obligations to the Company, it would have access to Wang Da’s additional assets to meet the shortfall, including cash, account receivables, prepayments, inventory and other receivables. The Company is not responsible for Wang Da’s liabilities and is under no obligation to succeed to Wang Da’s business upon assumption of Wang Da’s rights. The Company does not have a priority claim over the other creditors and all creditors will have equal access proportional to their claims to Wang Da’s assets.

Pursuant to the Cooperation Agreement, once Wang Da breaches the terms of the cooperation agreement, Heilongjiang Sen Yu can step into Wang Da’s shoes without any condition, have all creditor’s rights of Wang Da with its contracted farmers and take direct delivery of the commercial hogs from the farmers. Heilongjiang Sen Yu advances the purchase price for feedstuffs to Wang Da, with fixed profit margins set by Heilongjiang Sen Yu, and Wang Da in turn provides fodders to farmers on credit at discount rates obtained through volume purchasing. Wang Da also guarantees the repurchase of the matured commercial hogs that meet Heilongjiang Sen Yu’s quality standards. Pursuant to the Amended and Restated Cooperation Agreement with Wang Da, Wang Da shall deposit RMB 7 million (approximately $1.07 million) with the Company as security deposit upon the execution of the Amended and Restatement Cooperation Agreement on March 28, 2011. The Company didn’t receive the $1.07 million deposit until April 18, 2011. In case Wang Da is in default, the Company can apply the security deposit to the outstanding advances.

Advances to suppliers aging as of March 31, 2011 and June 30, 2010 were as follows:

	March 31, 2011		June 30, 2010
	(Unaudited)		(Audited)
Less than 90 days	$	18,788,393	$	9,082,676
91days-180days		11,920,743		13,718,027

181days-365days		12,334,323		9,649,092
More than 365days		-		3,198
Total	$	43,043,459	$	32,452,993

~~The~~Advances ~~Company’s advances~~ to suppliers ~~with~~aging ~~ages of less than 91 days represented approximately 44% and 28% of total advances to suppliers~~ as of ~~March~~September 3130, 2011 and June 30, ~~2010,~~2011 ~~respectively.~~were as follows:

The turnover rate for advances to Wang Da for the nine months ended March 31, 2011 and 2010 were as follows:

	September 30, 2011		June 30, 2011
	(Unaudited)		(Audited)
Less than 90 days	$	20,813,619	$	23,897,702
91days-180days		23,091,274		19,035,971
181days-365days		13,181,415		13,354,196
Total	$	57,086,307	$	56,287,869

	Nine Months Ended March 31,
	2011		2010
Turnover rate for advances to Wang Da		1.49		1.82

The Company’s advances to suppliers with ages of less than 91 days represented approximately 36% and 42% of total advances to suppliers as of September 30, 2011 and June 30, 2011, respectively.

The purchases of commercial hogs from Wang Da during the nine months ended March 31, 2011 increased as compared to the same period in 2010 as a result of the increase in sales of commercial hogs. In order to acquire large numbers of commercial hogs in the coming year, the amount of average advances to Wang Da during the quarter ended March 31, 2011 increased as compared to the same period in 2010. However, the increased amount of average advances was greater than the amount of increased purchases of commercial hogs during the current period. As a result, the turnover rate offor advances to Wang Da for the ~~nine~~three months ended ~~March~~September 3130, 2011 ~~was~~and ~~lower~~2010 ~~than~~were inas ~~the same period in 2010.~~ follows:

	For The Three Months Ended September 30,
	2011		2010
Turnover rate for advances to Wang Da		0.62		0.52

The purchases of commercial hogs from Wang Da increased during the three months ended September 30, 2011 as compared to the same period in 2010 as a result of the Company’s increase in sales of commercial hogs. In order to acquire large numbers of commercial hogs in the coming year, the amount of average advances to Wang Da increased during the quarter ended September 30, 2011 as compared to the same period in 2010. However, the amount of increased purchases of commercial hogs was greater than the amount of increased average advances during the current period. As a result, the turnover rate of advances to Wang Da for the three months ended September 30, 2011 was higher than in the same period in 2010.

The components of the advances are shown in the following table as of September 30, 2011:

Advance to Wang Da: US $54.2 mm
	Advances to Wang Da in US$
Fodder provided to Farmers	$	42,187,890
Fodder used on Sen Yu Farms		(128,937	)
Feed		15,003,859
Sub-total		57,062,812
Less: Bad Debt Allowance		2,853,141
Total	$	54,209,671

Month	Unit Price US$		Piglets		Advances to Wang Da in US$
Apr-11		109		65,878	$	7,191,830
May-11		109		69,890		7,629,762
Jun/11		109		72,780		7,945,258
Jul/11		109		49,030		5,352,514
Aug/11		131		52,940		6,925,681
Sep/11		131		54,600		7,142,845
Total				365,118	$	42,187,890

Fodder provided to Farmers: $42,187,890

Fodder provided to farmers is determined by an estimation of fodder consumed from April to September of 2011. The Company and Wang Da inspect the farmers periodically to monitor the birth rate of piglets and hogs ready to be sold to market in order to determine the feed consumption. The fodder estimation is calculated on a 6 month basis.

Feed: $15,003,859

“Feed” is one of the components of the Advance to Wang Da, defined as the corn, which is used to mix fodder. The corn costs constitute approximate 45% of costs of total mixed fodder. In order to stabilize the mixed fodder costs of Wang Da, the Company generally advances a “corn fund” to Wang Da between October and December each year. Based on the negotiation with Wang Da, the “corn fund” is calculated as 30% of the total annual projection of the fodder costs for the next fiscal year. The Company will offset this amount in the coming fiscal year when the Company provides fodder advances to Wang Da. A mature hog weighing 100 kg consumes 288 kg of feed with a feed cost of $100. The life cycle is 155 days from birth to be considered mature. Pursuant to the amended and restated cooperation agreement on April 1, 2011, the feed cost will be increased to $109 from $100 beginning in April 2011. In addition, the feed cost will be increased to $131 commencing from August 2011, pursuant to the new supplementary agreement dated July 28, 2011.

Fodder used on Sen Yu Farms: $128,937

The fodder used on Sen Yu farms is the fodder supply for the breeding hogs produced on the Company’s farms. Wang Da provides the Company with short term credit for the fodder used on the Company’s farm.

Prepayments and Other Current Assets

As of ~~March~~September 3130, 2011 and June 30, ~~2010~~2011, prepayments and other current assets consisted of the following:

	March 31, 2011		June 30, 2010
	September 30, 2011		June 30, 2011
	(Unaudited)		(Audited)
Prepaid rent	$	2245,~~786~~769	$	1552,~~751~~738
Advance to employees		15,~~138~~827		35,~~401~~676
Other receivable		4614,~~449~~459		~~157~~13,~~625~~755
Total	$	7066,~~373~~055	$	~~176~~72,~~777~~169

Property, Plant, Equipment, and Breeding Stock, Net

Property, Plant, Equipment, and Breeding Stock, less accumulated depreciation, consisted of the following:

	March 31, 2011		June 30, 2010
	September 30, 2011		June 30, 2011
	(Unaudited)		(Audited)
Buildings and improvements	$	1,~~839~~886,~~101~~437	$	1,~~775~~863,~~956~~336
Land improvements		~~290~~297,~~155~~623		~~280~~293,~~193~~978
Leasehold improvements		~~156~~123,~~901~~974		~~116~~158,~~446~~967
Machinery and equipments		~~669~~760,~~588~~911		~~684~~676,~~077~~405
Breeding stock		~~700~~674,~~416~~175		~~556~~721,~~320~~393
Sub-Total		3,743,120		3,714,079
Less: Accumulated depreciation		1,980,415		1,897,092
Total	$	1,762,705	$	1,816,987

Sub-Total		3,656,161		3,412,992
Less: Accumulated depreciation		1,764,404		1,429,232
Total	$	1,891,757	$	1,983,760

Depreciation expenses for the three months ended September 30, 2011 and 2010 were $111,697 and $122,476, respectively. Loss on disposal of fixed assets for the three months ended September 30, 2011 and 2010 was $68 and $48,479, respectively.

Depreciation expenses for the nine months ended March 31, 2011 and 2010 were $358,854 and $378,429, respectively. Loss on disposal of fixed assets for the nine months ended March 31, 2011 and 2010 was $71,034 and $107,789, respectively.

Loans Payable, Net

Loans payable as of ~~March~~September 3130, 2011 and June 30, ~~2009~~2010 consisted of the following:

Loans payable, net, current maturities	~~31-Mar-11~~September 30, 2011		June 30~~-Jun-10~~, 2011
	(Unaudited)		(Audited)
On December 1 and 16, 2005, the Company obtained loans in an aggregate amount of RMB 2.8 million (equivalent to $427,572 and $412,891 as of March 31, 2011 and June 30, 2010, respectively) and RMB 0.7 million (equivalent to $106,893 and $103,223 as of March 31 and June 30, 2010, respectively) from Jiamusi Government Financial Bureau ("JGFB") by pledging certain buildings in Huanan, which have a carrying value of approximately RMB 2.6 million (equivalent to $397,031). The term of the debt was originally from October 31, 2005 to 2007. Because the Company is an agricultural enterprise and its business is supported by the Chinese government, these loans do not bear interest, and the original due date has been extended to December 31, 2011.	$	534,465	$	516,114
On December 1 and 16, 2005, the Company obtained loans in amounts of RMB2.8 million (equivalent to $438,579 and $433,207 as of September 30, 2011 and June 30, 2011, respectively) and RMB0.7 million (equivalent to $109,644 and $108,302 as of September 30,2011 and June 30, 2011, respectively) from Jiamusi Government Financial Bureau ("JGFB") by pledging certain buildings in Huanan, which have a carrying value of approximately RMB2.6 million (equivalent to $407,250 and $402,263 as of September 30,2011 and June 30,2011,repspectively ). The term of the debt was originally from October 31, 2005 to 2007. Since the Company is an agricultural enterprise and its business is supported by the Chinese Government, these loans do not bear interest, and the original due date has been extended to December 31, 2011	$	548,223	$	541,509
On April 20 and September 25, 2007, Sino-Canadian, obtained loans in an aggregate amount of RMB 1.5 (equivalent to $229,056 and $221,192 as of March 31, 2011 and June 30, 2010, respectively) and RMB 0.5 million (equivalent to $76,353 and $73,731 as of March 31, 2011 and June 30, 2010, respectively) from Tangyuan Government Financial Bureau ("TGFB") by pledging certain buildings in Heijinhe, which have a carrying value of approximately RMB 5.1 million (equivalent to $778,792 as of March 31, 2011). The term of the debt was originally from January 1, 2007 to December 31, 2008. Because the Chinese government supports the Company’s business, these loans do not bear interest and all of their due dates have been extended to December 31, 2011.		305,409		294,923
On April 20 and September 25, 2007, the subsidiary of the Company, Sino-Canadian, obtained loans in amounts of RMB1.5 million (equivalent to $234,952 and $232,075 as of September 30, 2010 and June 30, 2010, respectively) and RMB0.5 million (equivalent to $78,317 and $77,358 as of September 30, 2010 and June 30, 2010, respectively) from TangYuan Government Financial Bureau ("TGFB") by pledging certain buildings in Heijinhe, which have a carrying value of approximately RMB5.1 million (equivalent to $762,200). The term of the debt was originally from January 1, 2007 to December 31, 2008. Since the Chinese government supports the Company's business, these loans do not bear interest and all of their due dates had been extended to December 31, 2009. Whereas, on December 16, 2009, the due dates of these loans have been rescheduled to December 31, 2011		313,269		309,433
On May 9, 2007, the Company obtained a loan in amount of RMB 2 million (equivalent to $305,409 and $294,923) as of March 31, 2011 and June 30, 2010, respectively) from JGFB by pledging certain buildings in Huanan, which have a carrying value of approximately RMB 1.5 million (equivalent to $229,056 as of March 31, 2011). The term of the debt was originally from January 1, 2007 to December 31, 2008. Because the Chinese government supports the Company’s business, this loan does not bear interest and the due date has been extended to December 31, 2011.		305,409		294,923
On May 9, 2007, the Company obtained a loan in amount of RMB2 million (equivalent to $313,269 and $309,433) as of September 30, 2010 and June 30, 2010, respectively) from JGFB by pledging certain buildings in Huanan, which have a carrying value of approximately RMB1.5 million (equivalent to $234,952). The term of the debt was originally from January 1, 2007 to December 31, 2008. Since the government supports the Company's business, this loan does not bear interest and the due date had been extended to December 31, 2009 by JGFB on June 16, 2008. Whereas, on December 16, 2009, the due dates of these loans had been rescheduled to December 31, 2011		313,269		309,433
Total loans payable, current maturities	$	1,~~145~~174,~~283~~761	$	1,~~105~~160,~~960~~375
Less: discount on loans payable, current		4716,~~165~~126		3931,~~036~~858
	$	1,098,118	$	1,066,924
Total loans payable, net, current maturities	$	1,158,635	$	1,128,517

1617

10.

Convertible Note, Net

On February 22, 2010, the Company consummated an offering of 10% Secured Convertible Notes (the “February 2010 Notes”) with an aggregate principal amount of $2,165,000. The Notes were sold at par to twelve investors. The maturity date of the Notes was February 22, 2011. Interest on the Notes of 10% per annum was payable quarterly. Payment of interest and principal was secured by a pledge of the Company’s shares owned by Ligang Shang, the majority stockholder of the Company. In the event that the Company completes an equity financing of $5 million or more (a “Qualified Financing”), the Notes ~~will~~shall automatically convert into securities of like kind to the securities sold in the Qualified Financing at a 50% discount to the purchase price of the securities in the Qualified Financing. If the Company does not complete such a Qualified Financing prior to the maturity date of the Notes, the Note holders shall be repaid, in cash, the principal amount of the Notes plus interest, and the Company would be required to issue to the Note holders warrants to purchase common stock at $1.50 per share, up to the principal amount of the Notes. The Company applies ASC Topic 470 to determine the classification of its convertible debt. In accordance with that guidance, when convertible debt is issued and conversion features that are not beneficial at the commitment become beneficial upon the occurrence of a future event, no value is apportioned to the conversion feature. Therefore, convertible debt was entirely recorded in liabilities as of December 31, 2010.

~~Pursuant~~All to the February 2010 Notes ~~agreement, all the Notes~~ were automatically converted, for no additional consideration, into an aggregate of 1,096,498 shares of the Company’s common stock, 913,192 shares of Series B Preferred Stock, Series A Warrants to purchase an aggregate of 799,044 shares of common stock, Series B Warrants to purchase an aggregate of 799,044 shares of common stock and Series F Warrants to purchase an aggregate of 877,199 shares of common stock, immediately following the closing of a private placement of $3,044,140 of common stock in February 2011, which together with a private placement of $2.42 million of the Company’s Series B Preferred Stock in June 2010, constituted a “Qualified Financing”. The Series A Warrants, Series B Warrants and Series F Warrants issued to the Notes holders have an exercise period of three years from February 17, 2011 and ~~are~~the ~~exercisable~~original atexercise price for these warrants is $3.000, $4.110 and $2.64 per share, respectively. The exercise price for Series A Warrants and for Series B Warrants were adjusted to be $1.80 and $2.46 for the three months ended September 30, 2011 and the fiscal year ended June 30, 2011, respectively, due to the financing terms in the June 2010 Private Placement (See below).

Upon the consummation of the Qualified Financing, the Notes became convertible and conversion feature were beneficial. As a result, the intrinsic value of the beneficial conversion feature of $2,165,000 was recorded as discount of convertible debt at the closing date of the February 2011 Private Placement. Therefore, the total amount of convertible ~~note~~notes net was $0 as of ~~March~~September 3130, 2011.

11.

Loans from Stockholders/Officers, Net

Loans from stockholders/officers are unsecured, non-interest bearing, and have nonot set repayment date. ~~During~~At the quarter ended September 30, 2009, in order to increase the working capital of the Company, the majority stockholder, Mr. Ligang Shang, waived his right to collect the Company’s debt to him in an aggregate amount of $11,169,236. That sum was added to paid-in capital as of September 30, 2009. The increase of loans from stockholders/officers was mainly attributable to the fact that Mr. Zhenyu Shang, the Chairman and Chief Executive Officer loaned fund to the Company in order to finance increasing professional fees and other investor-relation related costs. As a result, the total net amount of loans from the stockholders/officers was $~~698~~738,~~055as~~033 as of ~~March~~September 3130, 2011.

12.

Commitments

The Company enters into commercial hog sales contracts with its major customers to ~~reduce~~decrease its market risk in the ordinary course of business. The Company utilizes these contracts to establish adequate sales to minimize the risk of market fluctuations. The Company continually monitors its overall market position and fair value. The material terms of these contracts information are summarized as below:

Contract #		~~Sales Contracts~~	Sales Contracts	Client’s Name	Contract Term	~~Contract~~Sales ~~Term~~Quantities	~~Sales Quantities~~
1	1	~~Commercial hogs sales~~	Commercial hogs sales	Beijing Da Hongmen	from September 28, 2011 to September 28, 2012	~~from September 29~~300,000 ~~2010~~hogs toper ~~September 28, 2011~~year	~~200,000 hogs per year~~
2	2	~~Commercial hogs sales~~	Commercial hogs sales	Beijing Fifth Meat Factory	from August 29, 2011 to August 28, 2012	~~from August 29~~400,000 ~~2010~~hogs toper ~~August 28, 2011~~year	~~300,000 hogs per year~~
		~~Sales Price~~	Sales Price	Hog Average Weight	Hogs Quality	~~Hogs Quality~~Penalty	~~Penalty~~
1	1	~~Market price in Beijing area~~	Market price in Beijing area	From 75 to 90kg	second or/and third generation of merchandise hogs	~~second~~1% ~~or/and~~penalty ~~third~~if ~~generation~~the of merchandise hogs are delivered late	~~1% penalty if the merchandise hogs are delivered late~~
2	2	~~Market price in Beijing area~~	Market price in Beijing area	From 75 to 90kg	second or/and third generation of merchandise hogs	~~second~~1% ~~or/and~~penalty ~~third~~if ~~generation~~the of merchandise hogs are delivered late	~~1% penalty if the merchandise hogs are delivered late~~

The Company leases office space and employee living space. The rental expenses under operating leases were $~~128~~49,~~474~~054 and $ ~~140~~27,~~791~~762 for the ~~nine~~three months ended ~~March~~September 3130, 2011 and 2010, respectively. Future minimum rental commitments on ~~March~~September 3130, 2011, are as follows:

Nine Months Ending March 31,	Amount
For The Three Months Ending September 30,	Amount
2012	$	172,562
2011	$	199,598
2013		149,706
2012		144,133
2014		52,662
2013		4,078
2015		1,500
2014		1,558
2016		1,500
2015		1,558
Thereafter		27,~~617~~922
Total minimum payments required	$	~~405~~378,~~547~~847

1819

13. Stockholders’ Equity

	13.		Stockholders’ Equity
a.				Preferred Stock

aThe Board is authorized to designate the preferred stock in classes, and to determine the rights, privileges and limitations of the shares in each class. ~~Preferred~~There ~~Stock~~were 10,000,000 of preferred stock authorized, par value $0.001 per share.

The Board is authorized to designate the preferred stock in classes, and to determine the rights, privileges and limitations of the shares in each class. There are 10,000,000 of preferred stock authorized, par value $0.001 per share.

In exchange for all the outstanding shares of Advanced Swine, the Company issued 4,646.05933 shares of Series A Convertible Preferred Stock to the shareholders of Advanced Swine. Each share of Series A Preferred Stock was convertible into Four Thousand One Hundred Sixty-Six and ⅔ (4,166.66) shares of common stock. There were 4,800 shares designated as Series A Preferred Shares as of June 30, 2009.

All outstanding shares of Series A Convertible Preferred Stock were converted into an aggregate of 20,044,689 (with additional fractional shares issued in or after November 2009) shares of common stock in November 2009.

On May 5, 2010, the Board approved an amendment to the Company’s Certificate of Incorporation by way of a Certificate of Elimination of the Company’s Series A Convertible Preferred Stock. The Certificate of Elimination eliminates the previously designated 4,800 shares of Series A Convertible Preferred Stock. The preferred shares once designated as Series A Preferred Stock resume the status of authorized and unissued shares of preferred stock, par value $.001 per share, of the Company, without designation as to series.

Series B Convertible Preferred Stock

On June 11, 2010, the Company consummated an offering with certain accredited investors pursuant to a Series B Convertible Preferred Stock and Warrant Purchase Agreement (“2010 June Private Placement”). The Company raised gross proceeds of $2,420,000 and issued to the investors an aggregate of (i) 1,152,380 shares of Series B convertible preferred stock with an initial one-to-one conversion ratio into shares of the Company’s common stock (“Preferred B Stock”), (ii) Series A Warrants to purchase an aggregate of 1,008,334 shares of common stock (the “Series A Warrants”), and (iii) Series B Warrants to purchase an aggregate of 1,008,334 shares of common stock (the “Series B Warrants”). Additionally, the investors were granted an option to purchase up to $3,000,000 of additional Preferred B Stock any time on or before December 11, 2010. In connection with the 2010 June Private Placement, the Company also issued to Global Arena Capital Corp., the Company’s placement agent (“Global”), and certain individuals affiliated with Global: (i) Series C Warrants to purchase an aggregate of 70,583 shares of common stock, exercisable at $3.00 per share for five years, (ii) Series D Warrants to purchase an aggregate of 70,583 shares of common stock, exercisable at $4.10 per share for five years, and (iii) Series E Warrants to purchase an aggregate of 80,000 shares of common stock, exercisable at $2.10 per share for five years. From the proceeds of the offering, the Company paid a fee of $116,160 to the placement agent as commission. The Company also reimbursed the placement agent for its management and finance expenses totaling $53,240. In addition, the Company incurred other direct costs of $60,455. As a result, the Company realized net proceeds of $2,190,145 from the offering.

19The conversion price of the Series B Preferred Stock is subject to adjustment based on the Company’s performance as follows: (i) in the event the Company’s after-tax net income earnings per share for its fiscal year 2010 are between $0.55 and $0.27 per share, the then-current conversion price will decrease proportionately; by 0% if the earnings are $0.55 per share or greater and by 50% if the earnings are $0.27 per share, and (ii) in the event the Company’s earnings are between $0.67 and $0.33 per share for its fiscal year 2011, the then-current conversion price will decrease proportionately; by 0% if the earnings are $0.67 per share or greater and by 50% if the earnings are $0.33 per share. In the event the February 2010 Convertible Notes are converted at a price per share below $2.10, the conversation price shall immediately be adjusted to the equivalent of such lower price per share. The conversation price of Series B Preferred Stock issued in the June 2010 offering was $1.08 per share as of September 30, 2011.

~~The~~On ~~conversion~~March ~~price~~16, of2011, ~~the~~77,143 shares of Series B ~~Preferred~~convertible ~~Stock~~preferred isstock ~~subject~~issued ~~to adjustment based on the Company’s performance as follows: (i)~~ in the ~~event~~2010 ~~the~~June ~~Company’s~~Private ~~after-tax~~Placement ~~net~~were ~~income~~converted ~~earnings~~into ~~per~~150,000 ~~share~~shares ~~for~~of ~~its~~common ~~fiscal~~stock ~~year~~at ~~2010~~a ~~are between $0.55 and $0.27 per share, the then-current~~ conversion price ~~will~~of ~~decrease proportionately; by 0% if the earnings are~~ $01.5508 per share ~~or greater and by 50% if the earnings are $0~~.27 ~~per~~In ~~share~~addition, ~~and (ii)~~ in ~~the~~August ~~event the Company’s earnings are between $0.67 and $0.33 per share for its fiscal year~~ 2011, ~~the~~154,286 ~~then-current~~shares ~~conversion~~of ~~price~~Series ~~will~~B ~~decrease~~convertible ~~proportionately;~~preferred bystock 0%issued ifin the ~~earnings are $0.67 per share or greater and by 50% if the earnings are $0.33 per share. In the event the February~~ 2010 ~~Convertible~~June ~~Notes~~Private ~~are~~Placement were converted atinto ~~a price per share below $2.10~~300,000 ~~the~~shares ~~conversation price shall immediately be adjusted to the equivalent~~ of ~~such~~common ~~lower~~stock ~~price~~at ~~per~~a ~~share.~~conversion ~~The conversation~~ price of ~~Series B Preferred Stock issued in the June 2010 offering was~~ $1.08 per share ~~as of March 31, 2011~~.

On ~~March~~February 1617, 2011, 77913,~~143~~192 shares of Series B ~~convertible~~Preferred ~~preferred~~Stock ~~stock~~were issued upon the automatic conversation of the Notes issued in the February 2010 ~~June~~Offering. The conversion ~~Private~~ratio ~~Placement~~for the Series B Preferred Stock issued on February 17, 2011 is one-to-one. For the three months ended September 30, 2011, 84,360 shares of Series B Preferred Stock issued in February 2011 were converted into ~~150~~98,~~000~~420 shares of common stock atin aSeptember 2011 using an incorrect conversion ~~price~~ratio. The correct conversion ratio that shall have been applied to the Noteholders is one-to-one. Therefore the Company should have been issued 84,360 shares of $1common stock to such Note holder.08 As ~~per~~a ~~share~~result, a number of 14,060 shares of common stock that were issued to such Note holder was in excess and shall be revoked. The Company has been in discussion with this Note holder to resolve this issue. Subsequently, in September, 2011, 42,180 shares of Series B Preferred Stock issued to another previous Note holder in February 2011 were converted into 42,180 shares of common stock at the correct conversion ratio of one-to-one.

On February 17, 2011, 913,192 shares of Series B Preferred Stock were issued upon the automatic conversation of the Notes issued in the February 2010 Private Placement. The conversion ratio for the Series B Preferred Stock issued on February 17, 2011 is one-to-one.20

As of ~~March~~September 3130, 2011 and June 30, ~~2010~~2011, there were 1,~~988~~707,~~429~~603 and 1,~~152~~988,~~380~~429 shares of Series B Stock outstanding. As of ~~March~~September 3130, 2011, ~~913~~there are 786,~~192~~652 shares of Series B Stock ~~shall~~with bea ~~convertible~~conversion ratio into common stock ~~at a ratio~~ of one to one and 1920,~~075,237shares~~951 shares of Series B Stock are convertible into common stock at athe ~~ratio~~conversion price of $1~~: 1~~.9408.

Warrants

Series A Warrants and Series B Warrants

The Series A Warrants and Series B Warrants have an initial exercise price of $3.00 and $4.10 per share, respectively, and are each exercisable for three years from the dates of their issuance. As long as any Series A Warrant or Series B Warrant is held by a 2010 June Private Placement investor, the Company is prohibited from entering into any subsequent financing involving issuances of securities of the Company (the “Subsequent Financing” ), if (i) the securities issued therein are convertible into common stock at variable conversion rates, or (ii) an investor in the Subsequent Financing is granted the right to receive additional shares based on future transactions of the Company on more favorable terms than those granted to the 2010 June Private Placement investors.

The exercise prices of the Series A Warrants and Series B Warrants are subject to adjustment based on the Company’s performance as follows: (i) in the event the Company’s after-tax net income earnings per share for its fiscal year 2010 are between $0.55 and $0.27 per share, the then-current warrant exercise prices will decrease proportionately; by 0% if the earnings are $0.55 per share or greater and by 50% if the earnings are $0.27 per share, and (ii) in the event the Company’s earnings are between $0.67 and $0.33 per share for its fiscal year 2011, the then-current warrant exercise prices will decrease proportionately; by 0% if the earnings are $0.67 per share or greater and by 50% if the earnings are $0.33 per share. In addition, the exercise prices of the aforesaid warrants will be adjusted and reduced to the prices (if lower) of any shares or other instruments convertible into common stock issued by the Company. The Company’s basic earnings were $0.33 per share for the fiscal year ended June 30, 2010, soand as a result, the Series A Warrants and Series B Warrants issued in the June 2010 Private Placement were exercisable at $1.80 and $2.46 per share as of ~~March~~June 3130, 2011, respectively. Since the Company’s basic earnings were $1.64 per share for the fiscal year ended June 30, 2011, and as a result, the Series A Warrants and Series B Warrants issued in the June 2010 Private Placement were exercisable at $1.80 and $2.46 per share as of September 30, 2011, respectively.

20On February 17, 2010, Series A Warrants to purchase an aggregate of 799,044 shares of common stock and Series B Warrants to purchase an aggregate of 799,044 shares of common stock were issued upon the conversion of the February 2010 Notes. These Series A Warrants and Series B Warrants were initially exercisable at $3.00 and $4.10, respectively, for three years from February 17, 2011. The Company’s basic earnings were $0.33 per share for the fiscal year ended June 30, 2010, and as a result, the Series A Warrants and Series B Warrants issued in the June 2010 Private Placement were exercisable at $1.80 and $2.46 per share as of June 30, 2011, respectively. Since the Company’s basic earnings were $1.64 per share for the fiscal year ended June 30, 2011, and as a result, the Series A Warrants and Series B Warrants issued in the June 2010 Private Placement were exercisable at $1.80 and $2.46 per share as of September 30, 2011, respectively.

On February 17, 2010, Series A Warrants to purchase an aggregate of 799,044 shares of common stock and Series B Warrants to purchase an aggregate of 799,044 shares of common stock were issued upon the conversion of the February 2010 Notes. These Series A Warrants and Series B Warrants are exercisable at $3.0 and $4.1, respectively, for three years from February 17, 2011.21

As of ~~March~~September 3130, 2011, 1,807,378 Series A Warrants and 1,807,378 Series B Warrants were outstanding, respectively.

Series C Warrants to Series E Warrants

In connection with the 2010 June Private Placement, the Company issued to Global, and certain individuals affiliated with Global: (i) Series C Warrants to purchase an aggregate of 70,583 shares of common stock, exercisable for five years at $3.00 per share ~~for five years~~, (ii) Series D Warrants to purchase an aggregate of 70,583 shares of common stock, exercisable at $4.10 per share for five years, and (iii) Series E Warrants to purchase an aggregate of 80,000 shares of common stock, exercisable at $2.10 per share for five years. None of these warrants has been exercised as of ~~March~~September 3130, 2011.

Series F Warrants

On February 17, 2011, the Company ~~consummate~~consummated a private placement with a non-U.S. investor ~~called D.D Investment Co., Limited~~ in which the Company sold an aggregate of 1,383,700 shares of the Company’s common stock at $2.20 per share for total gross proceeds of $3,044,140 (the “February 2011 Private Placement”). The investor also received a Series F Warrant exercisable for three years to purchase 1,106,960 shares of common stock at $2.64 per share. The Series F Warrant may only be exercised in cash and the exercise price of the Series F Warrant is subject to adjustment for stock splits, stock dividends, recapitalizations and the like.

On February 17, 2011, Series F Warrants to purchase an aggregate of 877,199 shares of common stock were issued upon conversation of the February 2010 Notes.

As of ~~March~~September 3130, 2011, 1,984,159 Series F Warrants were outstanding.

Following is a summary of the status of Series A to F warrants activity as of ~~March~~September 3130, 2011:

	Warrants		Weighted Average		Average Remaining		Aggregate Intrinsic
	Outstanding		Exercise Price		Life in years		Value
Outstanding, July 1, 2010		2,237,834	$	3.50		3.90	$	2.65
Outstanding, July 1, 2011		5,820,081	$	2.73		3.90	$	2.65
Granted		~~3,582,247~~-
Forfeited		-		-		-		-
Exercised		-		-		-		-
Exercised Adjusted by investment agreement		- -		- -		-		-
Adjusted by investment agreement		-		(0.77)
Outstanding, September 30, 2011		5,820,081	$	2.34		2.20	$	-
Outstanding, March 31, 2011		5,820,081	$	2.73		2.70	$	0.27

Accounting for Warrants

FASB accounting standard regarding derivatives and hedging specifies that a contract that would otherwise meet the definition of a derivative but is both (a) indexed to the Company’s own stock and (b) classified in stockholders’ equity in the statement of financial position, would not be considered a derivative financial instrument. This FASB accounting standard also provides a new two-step model to be applied in determining whether a financial instrument or an embedded feature is indexed to an issuer’s own stock and thus able to qualify for the exception.

As a result of adopting this ASC 815-40 “Accounting for Derivative Financial Instruments” standard, Series A- F warrants are treated as derivative liabilities warrants because the strike price of the warrants is denominated in US ~~dollar~~dollars, a currency other than the Company’s functional currency, RMB. As a result, the warrants are not considered indexed to the Company’s own stock, and as such, all future changes in the fair value of these warrants will be recognized currently in earnings until such time as the warrants are exercised or expire. The fair value of the warrants was determined in the following manner:

The fair value of the warrants issued in the June 2010 Private Placement at the grant date was calculated using the Black-Scholes options pricing model using the following assumptions: Volatility 294%, Risk free interest rate 0.95% for Series A and B warrants, and Risk free interest rate 1.77% for Series C to E warrants. The fair value of those warrants at the grant date was calculated at $11,655,371 as derivative liabilities warrants.

The fair value of the warrant issued in February 2011 Private Placement at the grant date was calculated using the Black-Scholes options pricing model using the following assumptions: Volatility 230.4%, Risk free interest rate 1.06%. The fair value of this warrant at the grant date was calculated at $2,260,648 as derivative liabilities warrants.

The fair value of the warrants issued upon conversation of the February 2010 Notes at the grant date was calculated using the Black-Scholes options pricing model using the following assumptions: Volatility 230.4%, Risk free interest rate 1.06%. The fair value of those warrants at the grant date was calculated at $5,029,170 as derivative liabilities warrants.

The fair value of outstanding warrants was $16,889,136 and $13,654,111 as of March 31, 2011 and June 30, 2010. The fair value of the warrants was calculated using the Black-Scholes options pricing model using the following assumptions

	As of March 31, 2011			As of June 30, 2010
Volatility		259.40	%		293.70	%
Risk free interest rate	0.82%, 1.06% or 2.28%			0.95% or 1.77%
Expected term	2.20-4.20 years			2.95-4.95 years

The change in fair value of warrants was recorded as other loss or income for the nine ended March 31, 2011and 2010.

dThe fair value of the warrants issued in the June 2010 Private Placement was calculated using the Black-Scholes options pricing model using the following assumptions: Volatility 222.30%, ~~Common~~risk ~~Stock~~free interest rate 0.28% for Series A and B warrants, and risk free interest rate 0.49% for Series C to E warrants. The fair value of those warrants was calculated at $697,678 as derivative liabilities warrants as of September 30, 2011.

OnThe ~~February 2,~~fair ~~2010,~~value of the ~~Company~~warrant issued ~~5,000~~in ~~shares~~the ofFebruary ~~common~~2011 ~~stock~~Private toPlacement awas ~~consultant~~calculated ~~for~~using ~~services rendered during~~ the ~~period~~Black-Scholes ~~from~~options ~~January~~pricing ~~29,~~model ~~2010~~using ~~to June 30, 2010. On May 3, 2010,~~ the ~~Company~~following ~~issued~~assumptions: ~~100,000~~Volatility ~~shares of common stock to each of Mr~~222. ~~Cong and Mr. Hau~~30%, ~~for~~Risk ~~services~~free ~~rendered~~interest ~~for~~rate ~~the period from April 16, 2010 to April 15, 2013~~0.28%. The ~~Company~~fair ~~issued~~value ~~to Primary Capital LLC and one individual, Mr. Ming Liu, 361,870 and 240,000 shares~~ of ~~restricted~~this ~~common~~warrant ~~stock~~was oncalculated ~~June~~at 9$384,038 ~~2010,~~as ~~respectively.~~derivative Inliabilities ~~March~~warrants ~~2011,~~as ~~the Company issued 40,931common stocks to Hampton Growth Resources LLC (“Hampton Growth”) for rendering professional investors-relation services, 25,000 shares~~ of ~~common~~September ~~stocks to Chunying Chen and 250~~30,~~000~~ ~~shares of common stocks to each of Ming Jie Huo and Song Ling Huo for consulting services they rendered~~2011.

OnThe ~~February~~fair ~~17,~~value ~~2011,~~of ~~pursuant~~the towarrants issued upon conversation of the February 2010 Notes ~~agreement,~~was ancalculated ~~aggregate~~using ofthe ~~1,096,498~~Black-Scholes ~~shares~~options ofpricing model using the ~~Company’s~~following ~~common~~assumptions: ~~stock~~Volatility ~~were~~222.30%, ~~issued~~Risk ~~upon~~free ~~conversation~~interest rate 0.28%. The fair value of ~~the~~those ~~February~~warrants ~~2010~~was ~~Notes~~calculated at $870,104 as derivative liabilities warrants as of September 30, 2011.

The fair value of outstanding warrants was $1,951,820 and $3,793,314 as of September 30, 2011 and June 30, 2011. The fair value of the warrants was calculated using the Black-Scholes options pricing model using the following assumptions

	As of September 30, 2011			As of June 30, 2011
Volatility		222.30	%		267.8	%
Risk free interest rate	0.28% or 0.49%			0.39% or 0.67%
Expected term	1.70-3.70 years			1.95-3.95 years

The change in fair value of warrants was recorded as other income for the three months ended September 30, 2011 and 2010.

Common Stock

After the change of domicile from Colorado to Delaware on December 6, 2007, the Company had 300,000,000 authorized shares Common Stock, par value $0.001 per share. After recapitalization, the Company had 41,423 shares of Common Stock outstanding and issued as of June 30, 2009. In November 2009, 4,646.05933 outstanding shares of Series A Convertible Preferred Stock were converted into 20,044,689 shares of Common Stock. On January 29, 2010, the board of directors of the Company authorized, and on February 2, 2010, the Company issued, 5,000 shares of Common Stock to its consultant for services rendered for the term from January 29, 2010 to June 30, 2010. Moreover on May 3, 2010, the board of directors of the Company authorized, and the Company issued an aggregate number of 200,000 shares of Common Stock to Mr. Cong and Mr. Hau for services rendered for the period from April 16, 2010 to April 15, 2013.

In addition, the Company issued to Primary Capital LLC (“Primary”) and one individual, Mr. Ming Liu, 361,870 and 240,000 shares of restricted common stock (collectively, the “Shares”) of the Company on June 9, 2010, respectively. The Shares were issued in connection with a settlement and termination agreement (the “Settlement Agreement”) entered into by the Company and Primary dated June 4, 2011. The Settlement Agreement provides for (i) termination of certain advisory agreements between the Company and Primary including the Agreement for Financing and Additional Services entered into by the same parties on or about May 18, 2009 (the “2009 Agreement”) and (ii) issuance of the Shares and payments in an aggregate of $160,000 plus 1% of the gross proceeds of certain future financing by the Company in order to settle a dispute between the Company and Primary related to certain payment obligations of the Company pursuant to the 2009 Agreement. The 2009 Agreement serves to amend and restate an engagement agreement dated May 28, 2008 (the “2008 Agreement”) that had been entered into by the Company and Primary in connection with the reverse merger between the Company and Advanced Swine.

The Company agreed to issue a number of shares of common stock equal to 3% of the outstanding shares of the Company to Primary Capital LLC upon the closing of the reverse merger transaction, which occurred on August 13, 2009 and 3% of the outstanding shares of the Company was issued accordingly in November 2009, after the reverse merger transaction closed. In addition, the Company agreed to issue another 3% to Primary Capital LLC at the closing of the Company’s proposed financing, which occurred in February 2010 (See February 2010 Notes Offering).

On February 17, 2011, an aggregate of 1,096,498 shares of the Company’s common stock were issued upon conversion of the February 2010 Notes.

In March 2011, the Company issued 40,931 shares of common stock to Hampton Growth for rendering professional investors-relation services, 25,000 shares of common stock to Chunying Chen and 250,000 shares of common stock to each of Ming Jie Huo and Song Ling Huo for consulting services they rendered. Pursuant to the amended service agreement with Hampton Growth in April 2011, the Company issued 370,000 shares of common stocks to Hampton for rendering professional investors-relation services.

February 2011 Offering

On February 17, 2011, the Company consummated a private placement with a non-U.S. investor called D.D Investment Co., Limited in which the Company sold an aggregate of 1,383,700 shares of the Company’s common stock at $2.20 per share for total gross proceeds of $3,044,140. The investor also received a Series F Warrant exercisable for three years to purchase 1,106,960 shares of common stock at $2.64 per share. The Series F Warrant may only be exercised in cash and the exercise price of the Series F Warrant is subject to adjustment for stock splits, stock dividends, recapitalizations and the like. The investor is entitled to piggy-back registration rights with respect to the 1,106,960 shares of common stock and shares underlying the Series F Warrant. No placement agent was utilized in connection with the February 2011 Private Placement.

~~The~~May ~~Company had 24,089,111 shares of common stock outstanding and issued as of March 31,~~ 2011. Offering

eOn May 27, 2011, the Company entered into a financing transaction with four non-U.S. ~~Additional~~investors. The ~~Paid~~Company sold an aggregate of 804,000 shares of common stock at $1.50 per share for total gross proceeds of $1,206,000 (the “May 2011 Private Placement”). Pursuant to the Subscription Agreement, at any time after 18 months and before 30 months after the closing of the May 2011 Private Placement, the investors will have a right to require the Company to repurchase the shares at a price which, subject to certain anti-Indilution ~~Capitals~~adjustments, equals the original purchase price plus interest accrued at 10% per annum. The Company’s obligation to repurchase such shares is personally guaranteed by Mr. Zhenyu Shang, the Chairman and the Chief Executive Officer of the Company.

~~The~~Under ~~additional~~the ~~paid~~terms of the Subscription Agreement, the common stocks issued to four non-inU.S. ~~capital~~individual ~~represents~~investors are redeemable at the ~~excess~~option of the ~~aggregate~~holder. ~~fair~~Due ~~value~~to ofthe redeemable nature associated with the ~~capital~~common ~~contributed~~stock ~~over~~issued to the ~~par~~four ~~value~~non-U.S. ofinvestors, the Company has classified the shares of common stock ~~issued~~as temporary equity. ~~$10~~When and if the redemption right expires or when redemption becomes improbable,~~237,206~~ ~~was~~the ~~recorded~~shares of common stock will be classified as ~~additional~~shareholders’ equity. The amount that would have been paid~~-in~~ ~~capital~~if asthe ofredemption ~~March~~had 31occurred on September 30, 2011 is $1,247,205, including interest based on 10% per annum accrued from inception.

f.The ~~Shares~~Company ~~Base~~had ~~Compensation~~25,733,713 shares of common stock outstanding and ~~Unearned~~issued ~~Compensation~~as of September 30, 2011.

Additional Paid-In Capital

The additional paid-in capital represents the excess of the aggregate fair value of the capital contributed over the par value of the stock issued $11,598,742 was recorded as additional paid-in capital as of September 30, 2011.

Shares Base Compensation and Unearned Compensation

On February 2, 2010, the Company issued 5,000 shares of common stock to a consultant for services rendered during the period from January 29, 2010 to June 30, 2010. On May 3, 2010, the Company issued 100,000 shares of common stock to each of Mr. Cong and Mr. Hau for services rendered for the period from April 16, 2010 to April 15, 2013.

In order to develop a potential market of breeding and commercial hogs in west China, on March 23, 2011, the Company issued 500,000 shares of common stock to two consultants for their services rendered ~~for the sixty months commencing from March 1, 2011~~. The Company issued 25,000 shares of common stock to Chunying Chen for ~~the~~ services rendered during the period from February 28, 2011 to February 28, 2012 to provide general management advice, especially in the areas of financial management, investor relation and business planning.

In addition, the Company issued 40,931 shares of common stock to Hampton Growth for rendering professional ~~investors’~~investor ~~relationships~~relations services for the six months commencing ~~from~~ February 23, 2011. Pursuant to the amended agreement on April 22, 2011, the Company issued 370,000 of common stock to Hampton Growth for rendering professional services for the twelve months ending April 21, 2012.

The Company debited unearned compensation on the grant dates, and will recognize total compensation expenses over the period of rendering service. Unearned compensation represents the cost of services yet to be performed, and the Company reports unearned compensation in stockholders’ equity in the balance sheets, as a contra-equity account.

14.

Basic and Diluted Earnings Per Share

The following table sets forth the computation of basic and diluted net income per share:

	Three Months Ended March 31,				Nine Months Ended March 31,
	2011		2010		2011		2010
	Unaudited		Unaudited		Unaudited		Unaudited
Net income for basic calculation	$	55,696	$	1,440,791	$	17,307,759	$	9,209,413
Weighted average common shares		21,721,267		20,087,080		21,169,077		10,589,708
Net income per share — basic		0.00		0.07		0.82		0.87
Net income for basic calculation		55,696		1,440,791		17,307,759		9,209,413
Effect of dilutive securities issued		-		204,739		144,293		204,739
Net income for diluted calculation		55,696		1,645,530		17,452,052		9,414,152
Denominator for basic calculation		21,721,267		20,087,080		21,169,077		10,589,708
Weighted average effect of dilutive securities;
Series B Preferred stock and warrants
and Convertible Note		2,583,170		1,063,881		3,438,653		354,627
Denominator for diluted calculation		24,304,437		21,150,961		24,607,730		10,944,335
Net income per share — diluted	$	0.00	$	0.08	$	0.71	$	0.86

	For The Three Months Ended September 30,
	2011		2010
	Unaudited		Unaudited
Basic:
Numerator:
Net income for basic calculation	$	18,733,145	$	6,042,537
Denominator:
Weighted average common shares		25,437,113		20,892,982
Denominator for basic calculation		25,437,113		20,892,982
Net income per share — basic	$	0.74	$	0.29

Diluted:
Numerator:
Net income for basic calculation		18,733,145		6,042,537
Effect of dilutive securities issued		-		76,516
Net income for diluted calculation		18,733,145		6,119,053
Denominator:
Denominator for basic calculation		25,437,113		20,892,982
Weighted average effect of dilutive securities;
Series B Preferred stock and warrants
and Series A Convertible Preferred Stock		2,577,391		5,207,180
Denominator for diluted calculation		28,014,504		26,100,162
Net income per share — diluted	$	0.67	$	0.23

15.

Concentration of Business

Financial Risks

The Company provides credit in the ordinary course of business. The Company performs ongoing credit evaluations of its customers and maintains allowances for doubtful accounts based on factors surrounding the credit risk of specific customers, historical trends, and other information. The Company advances significant funds to its major supplier, Wang Da. The Company also performs ongoing credit evaluations of its advances and maintains allowances for doubtful accounts based on factors surrounding the credit risk of its suppliers.

Major Customers

The following summarizes sales to major customers (each represented 10% or more of the Company’s total sales revenues):

	Sales to		~~Number of~~	~~Percentage~~Number of		Percentage of
Nine Months Ending March 31,	Major Customers		Customers	Total Sales Revenue
For The Three Months Ended September 30,	Major Customers			Customers		Total Sales Revenue
2011	$ ~~71,897,421~~	53,156,096	2	~~98.55%~~	2		98.33	%
2010	$ ~~59,020,984~~	23,338,199	2	~~98.67%~~	2		99.05	%

~~The following summarizes purchases from major suppliers (each representing 10% or more of the Company’s total purchase):~~26

	Purchase from	Number of	Percentage of
Nine Months Ending March 31,	Major Suppliers	Suppliers	Total Purchases
2011	$ 55,531,432	1	95.85%
2010	$ 47,410,096	1	99.88%

Major Suppliers

The following summarizes purchases from major suppliers (each representing10% or more of the Company’s total purchase):

	Purchase from		Number of		Percentage of
For The Three Months Ended September 30,	Major Suppliers		Suppliers		Total Purchases
2011	$	34,840,545		1		99.97	%
2010	$	18,279,500		1		99.91	%

16.

Geographical Risks

Substantially all of the Company’s operations are carried out in the PRC. Accordingly, the Company’s business is subject to considerations and risks different from those in the United States, including changes in the political, economic, social, legal, and tax environments in PRC, as well as changes in inflation and interest rates. Changes in PRC laws and regulations concerning purchases and sales of commercial hogs and breeding swine, and feedstuffs business, could significantly affect the Company’s future operating results and financial position.

~~17. Subsequent Event~~27

On April 22, 2011, the Company issued to Hampton Growth 370,000 restricted shares of Company’s common stock for additional services to be provided by HGR pursuant to that certain Addendum to the Service Agreement.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following discussion and analysis of financial condition and results of operations relates to the operations and financial condition reported in the unaudited consolidated financial statements of the Company for the three months ~~and nine months~~ ended ~~March~~September 3130, 2011 and 2010, and should be read in conjunction with such financial statements and related notes included in this report. Those statements in the following discussion that are not historical in nature should be considered to be forward looking statements that are inherently uncertain. Actual results and the timing of the events may differ materially from those contained in these forward looking statements due to a number of factors, including those discussed in the “Cautionary Note on Forward Looking Statements” set forth elsewhere in this Report.

Overview

Sen Yu International Holdings ~~Inc (f/k/a China Swine Genetics~~, Inc). was founded as a Colorado corporation on June 29, 1983 and was re-domiciled to the State of Delaware on December 6, 2007. In connection with the Company’s change of domicile, the Company increased its authorized capital to 310,000,000 ~~shares~~ of which 300,000,000 are ~~common~~Common ~~stock~~Stock, and 10,000,000 are ~~preferred~~Preferred ~~stock~~Stock, each with a par value of $0.001 per share, with the preferred stock issuable in ~~different~~ series with such powers, designations, preferences and relative, participating, optional or other specific rights, and qualifications, limitations or restrictions thereof, as the Board may fix from time to time by resolution or resolutions. OnPrior to August 13, 2009, the Company ~~acquired~~had ~~all~~not ofengaged ~~the~~in ~~outstanding~~any ~~capital~~business ~~stock of Advanced Swine by issuing 4,646~~operations.05933 shares of its Series A Convertible Preferred Stock to the shareholders of Advanced Swine. Each share of Series A Preferred Stock was convertible into Four Thousand One Hundred Sixty-Six and ⅔ (4,166.66) shares of common stock. As of the date of this Quarterly Report, all Series A Preferred Stock has been converted into common stock and the Company filed a Certificate of Elimination to eliminate all previously authorized 4,800 shares of Series A Convertible Preferred Stock.

AOn ~~Certificate~~August of13, ~~Amendment~~2009, to the Company’s ~~Certificate~~acquired all of ~~Incorporation~~the ~~was~~outstanding ~~filed~~capital onstock ~~September~~of 9,Advanced ~~2009~~Swine toGenetics ~~change~~Co., ~~the~~Ltd. ~~Company’s~~(“Advanced ~~name~~Swine”) ~~from~~by ~~Apogee~~issuing ~~Robotics~~4, ~~Inc~~646.05933 toshares ~~“China~~of its ~~Swine~~Series ~~Genetics,~~A ~~Inc.”~~Convertible ~~Concurrent~~Preferred ~~with~~Stock to the ~~name~~stockholders ~~change,~~of aAdvanced 1Swine. Each ~~for~~share 24of ~~reverse~~Series ~~split~~A ~~was~~Preferred ~~effected~~Stock onis ~~September~~convertible ~~30,~~into ~~2009. Stockholders~~Four ~~with~~Thousand ~~one~~One orHundred ~~more~~Sixty-Six ~~but~~and ~~fewer~~⅔ ~~than~~(4,166.66) ~~100~~ shares ~~after~~of ~~the~~Common ~~reverse~~Stock. As ~~split~~of ~~were~~the ~~issued~~date ~~shares~~of tothis ~~increase~~Annual ~~their~~Report, ~~holdings~~all tothe ~~100~~Series ~~shares. All~~A ~~other~~Preferred ~~fractional~~Stock ~~shares~~have ~~resulting~~been ~~from~~converted ~~the~~into ~~reverse~~Common ~~split~~Stock ~~were~~and ~~repurchased by~~ the Company atfiled ~~$5.28~~a ~~per~~Certificate ~~share.~~of OnElimination ~~June~~to ~~28,~~eliminate ~~2010,~~ the ~~Company~~previously ~~changed~~designated ~~its~~4,800 ~~name~~shares toof ~~“Sen~~Series YuA ~~International~~Convertible ~~Holdings,~~Preferred ~~Inc~~Stock.”

~~Advanced~~A ~~Swine~~Certificate ~~was~~of ~~incorporated~~Amendment ~~under~~to the ~~laws~~Company’s Certificate of ~~Nevada~~Incorporation was filed on ~~June~~September 299, ~~2007.~~2009 Itto ischange anthe ~~intermediate~~Company’s ~~holding~~name ~~company~~from ~~that~~Apogee ~~conducts~~Robotics, ~~its~~Inc. ~~business~~to ~~through~~“China ~~its~~Swine ~~subsidiaries~~Genetics, inInc.” ~~the~~Concurrent ~~PRC.~~with Onthe ~~December~~name 20change, ~~2007, Advanced Swine entered into~~ a ~~stock~~1 ~~transfer~~for ~~agreement~~24 ~~with~~reverse ~~Heilongjiang~~split ~~Sen~~was Yueffected ~~through~~on ~~which~~September ~~Advance~~30, ~~Swine~~2009. Stockholders ~~acquired~~with ~~all~~1 ~~the~~or ~~equity~~more ~~interest~~but infewer ~~Heilongjiang~~than ~~Sen~~100 ~~Yu.~~shares ~~The~~after ~~share~~the ~~transfer~~reverse ~~was~~split ~~approved~~were onissued ~~February~~shares 4,to ~~2008~~increase bytheir ~~the~~holdings ~~Heilongjiang~~to ~~Provincial~~100 ~~Government,~~shares. All ~~and~~other anfractional ~~updated~~shares ~~business~~resulting ~~license~~from ofthe ~~Heilongjiang~~reverse ~~Sen~~split Yuwere ~~with~~repurchased by the ~~new~~Company ~~stockholder’s~~for ~~name~~$5.28 ~~was~~per ~~issued~~share. onOn ~~February~~June 28, ~~2008~~2010, bywe ~~Jiamusi~~changed ~~Administration~~our ~~for~~name ~~Industry~~to ~~and~~“Sen ~~Commerce~~Yu International Holdings, Inc.”

Advanced Swine was incorporated under the laws of Nevada on June 29, 2007. It is an intermediate holding company that conducts its business through its subsidiaries in the PRC. On December 20, 2007, Advanced Swine entered into a share transfer agreement with Heilongjiang Sen Yu through which Advance Swine acquired all the equity interests in Heilongjiang Sen Yu. Heilongjiang Sen Yu was incorporated on September 3, 2004, under the laws of PRC. ~~with~~Heilongjiang anSen ~~initial~~Yu was originally founded with a registered capital of RMB10 million (equivalent to approximately $1,208,211 on August 27, 2004. ~~The~~and increased its registered capital ~~was increased~~ to RMB50 million (equivalent to approximately $6,165,762) and RMB80 million (equivalent to approximately $9,933,896) on January 18 and August 29, 2006, respectively. Heilongjiang Sen Yu was in the development stage and incurred minor selling expenses and significant general and administrative expenses until September, 2005, when it accepted its first sales order of merchandise hogs and genetic breeding swine, and started its business as a farmer enterprise for breeding, feeding, and marketing the grandparent and parent generation breeding swine, and merchandise hogs.

In March 2006, Heilongjiang Sen Yu established a joint venture named Sino-Canadian Sen Yu Polar Swine Genetics Company Limited (“Sino-Canadian Sen Yu”) with Polar Genetics Inc., a Canadian corporation (the “Polar Genetics”). This joint venture was in the development stage and did not commence principal operations until November 27, 2007.

Both Heilongjiang Sen Yu and Sino-Canadian Sen Yu engage in the business of breeding and selling breeding swine and commercial hogs, then distributing them to slaughter facilities and pork distributors in the PRC. The Company’s objective is to establish itself as one of the leading producers and distributors of breeding swine and commercial hogs in the PRC.

RESULTS OF OPERATION

THREE MONTHS ENDED MARCH 31, 2011 COMPARED TO THREE MONTHS ENDED MARCH 31, 2010

	Three Months					Three Months
	Ended March 31, 2011					Ended March 31, 2010					2011 v.s. 2010
	(Unaudited)					(Unaudited)					Increase/ (decrease)
Revenues	$	20,308,812				$	14,921,687				$	5,387,125		36	%
Cost of Goods Sold		14,788,442		72.82	%		12,249,758		82.09	%		2,538,684		21	%
Gross Profit		5,520,370		27.18	%		2,671,929		17.91	%		2,848,441		107	%
Selling expenses		715,064					523,272					191,792		37	%
Bad debt for advanced to suppliers		423,214					80,893					342,321		423	%
Losses on disposal of fixed assets		21,886					9					21,877		0	%
General and administrative expenses		476,572					441,349					35,223		8	%
Total Operating Expenses		1,636,736		8.06	%		1,045,523		7.01	%		591,213		57	%
Income from Operations		3,883,634		19.12	%		1,626,406		10.90	%		2,257,228		139	%
Other Income (Expenses or Losses )
Interest income (expense), net		22,342					(203,317	)				225,659		-111	%
Other expense, net		(1,552	)				-					(1,552	)	0	%
Change in fair value of warrants		(3,861,173	)				-					(3,861,173	)	0	%
Total Other Expenses or Losses		(3,840,383	)				(203,317	)				(3,637,066	)	1,789	%
Income from Continuing Operations Before Income Taxes		43,251		0.21	%		1,423,089		9.54	%		(1,379,838	)	-97	%
Income Tax Provision		-					-					-
Net (Loss) Income Before Noncontrolling Interest		43,251		0.21	%		1,423,089		9.54	%		(1,379,838	)	-97	%
Less: Net loss attributable to the noncontrolling interest		(12,445	)				(17,702	)				5,257		-30	%
Net Income Attributable to Sen Yu International Holdings, Inc.	$	55,696				$	1,440,791				$	(1,385,095	)	-96	%

Revenues

Total revenues were $20,308,812 for the three months ended March 31, 2011 compared to $14,921,687 for the three months ended March 31, 2010 representing a 36% period to period increase. The increase in revenue was mainly contributable to increased orders from our major customers, Beijing Dahongmen and Beijing Fifth Meat Factory and increase in sales price. Hog sales increased to 99,055 heads for the quarter ended March 31, 2011 from 85,294 heads during the three months ended March 31, 2010.

The following table sets forth information regarding the sales of our principal products during the three months ended March 31, 2011 and 2010:

	Three months Ended March 31
	2011							2010							2011 Less 2010
	Quantities (Capita)		Amount		Sale %			Quantities (Capita)		Amount		Sale %			Quantities (Capita)			Amount		Sale %
Commercial Hogs		99,055	$	19,749,098		97	%		85,294	$	14,452,503		97	%		13,761		$	5,296,595		37	%
Others Hogs		2,086		559,714		3	%		2,227		469,184		3	%		(141	)		90,530		19	%
Total		101,141	$	20,308,812		100	%		87,521	$	14,921,687		100	%		13,620		$	5,387,125		36	%

Commercial hogs refer to the hogs we repurchase from Wang Da’s contracted farmers. Commercial hogs are transported and sold in the Beijing market. Other hogs refer to hogs raised in our own breeding facilities, including breeding swine, commercial hogs, piglets and substandard hogs which are not qualified as breeding swine. Other hogs are mainly sold in local Heilongjiang market. The increase in quantities sold, as reflected in the table, was primarily attributable to our policy of committing all of our available cash resources to the commercial hog market.

The following table sets the average price per capita of our principal products during the three months ended March 31, 2011 and 2010:

	Average Unit Sale Price Per Capita Three Months Ended March 31,				Change in Average Unit Sale Price
	2011		2010		Per Capita
Commercial Hogs	$	199.38	$	169.44	$	29.94
Others Hogs		268.32		210.68		57.64
Overall Average Products	$	200.80	$	170.49	$	30.31

The increase in average unit sale price (per capita), as reflected in the above table, was primarily attributable to the fact that the market price of hogs per kilogram in the three months ended March 31, 2011 increased as compared to the same period in 2010. The average unit sales price of others hogs in the three months ended March 31, 2011 increased as compared to the same period in 2010. The unit sales prices of piglets and substandard hogs, which are not qualified as breeding swine, were generally lower than the sales prices of breeding swine and commercial hogs. In addition, the unit sales prices of breeding swine were higher than commercial hogs. We sold more breeding swine for the three months ended March 31, 2011 as compared to the same period in 2010. As a result, the average unit sales price of other hogs increased significantly during the quarter ended March 31, 2011.

Cost of Goods Sold

Our cost of goods sold consists primarily of direct and indirect manufacturing costs, including production overhead costs and costs of our purchases of hogs. Cost of goods sold for the three months ended March 31, 2011 were $14,788,442. In comparing to $12,249,758 for the three months ended March 31, 2010, this represents a 21% or $2,538,684 increase. This increase was in line with the increase in sales.

~~The~~Both ~~following~~Heilongjiang ~~table~~Sen ~~sets~~Yu ~~forth~~and ~~information~~Sino-Canadian ~~regarding~~Sen ~~the~~Yu ~~average~~engage ~~cost~~in ~~per~~the ~~capita~~business of ~~our~~breeding ~~principal~~and ~~products~~raising ~~during~~hogs and piglets, then distributing them to slaughter facilities and pork distributors in the ~~three~~PRC. ~~months~~Our ~~ended~~objective ~~March~~is ~~31,~~to ~~2011~~establish ourselves as a leading producer and ~~2010~~distributor of breeding and commercial hogs in the PRC.

	Average Cost Per Capita Three Months Ended March 31,				Change in Average Cost
	2011		2010		Per Capita
Commercial Hogs	$	144.72	$	136.43	$	8.29
Other Hogs		217.18		275.21		(58.03	)
Overall Average Products	$	146.22	$	139.96	$	6.26

RESULTS OF OPERATION

~~The~~THREE ~~increase~~MONTHS inENDED ~~average~~SEPTEMBER ~~cost per capita~~30, ~~as reflected in the above table, was primarily attributable to the fact that we sold more commercial hogs in the quarter ended March 31,~~ 2011 asCOMPARED ~~compared~~TO toTHREE ~~the~~MONTHS ~~same~~ENDED ~~period~~SEPTEMBER ~~in 2010. Due to the lack of cash flow to support our short-term need during the period from July 2009 to January 2010~~30, we reduced the number of other hogs that we produced in our breeding facilities, including breeding swine, commercial hogs, which are directly raised by us and substandard hogs, which are not qualified as breeding swine. As a result, the cost of sales per capita for other hogs increased gradually from July 2009 to January 2010 because the fixed manufacturing costs were allocated to a smaller number of other hogs. Commencing from February 2010, we started to increase the number of other hogs gradually in our breeding facilities. As a result, the cost of sales per capita for other hogs declined significantly for the quarter ended March 31, 2011 as compared to the same period in 2010. The cost of sales per capita for commercial hogs which were purchased from the Wang Da-contracted farmers primarily consisted of fodder costs and the fixed percentage of profits allocated to the farmers, so the cost of sales per capita was relatively fixed. The average cost of sales per capita for commercial hogs is less than that for other hogs. Since other hogs only constitute about 3% of our sales in the three months ended March 31, 2011, the increase in the cost of sales per capita for other hogs didn’t have significant impact on the cost of sales per capital for all the hogs.

Gross margins were 27.18% and 17.91% for the three months ended March 31, 2011 and 2010, respectively. The increase in gross profit percentage was due to the fact that we sold more commercial hogs in the three months ended March 31, 2011. The average market price per commercial hogs increased significantly during the three month period ended March 31, 2011 while the cost of sales remained stable. In addition, we reduced the wastage of commercial hogs (the weight of commercial hogs generally reduced slightly from Jiamusi to Beijing ) in the course of transporting for the three months ended March 31, 2011 as compared to the same period in 2010. Therefore, the gross margin for commercial hogs increased significantly for the quarter ended March 31, 2011. The gross margin for commercial hogs is higher than the average gross margin for other hogs raised in our farms. We raise breeding swine, commercial hogs, substandard hogs, and piglets in our own facilities. The gross margins for substandard hogs and piglets are generally much lower than the gross margins for breeding swine, and the gross margin for breeding swine is generally higher than commercial hogs. Due to the decrease in the cost of sales per capita for the other hogs for the quarter ended March 31, 2011, the gross margin for other hogs increased significantly for the quarter ended March 31, 2011, compared to the same period in 2010. Since other hogs only constitute about 3% of our sales in the three months ended March 31, 2011, the decrease in gross margin per capita for other hogs didn’t affect the gross margin per capital for all the hogs much.

	For The Three Months Ended September 30,
	2011					2010					2011 Vs 2 010
	(Unaudited)					(Unaudited)					Increase/ (decrease)
Revenues	$	54,056,283				$	23,562,468					30,493,815		129	%
Cost of Goods Sold		34,816,269		64.41	%*		18,221,146		77.33	%*		16,595,123		91.08	%
Gross Profit		19,240,014		35.59	%		5,341,322		22.67	%		13,898,692		260	%
Operating Expenses
Selling expenses		1,350,787					832,828					517,959		62	%
General and administrative expenses		391,329					385,825					5,504		1	%
Losses on disposal of fixed assets		68					48,479					(48,411	)	-100	%
Bad debt for advanced to suppliers		4,147					202,962					(198,815	)	-98	%
Compensation Expense		537,519					100,000					437,519		438	%
Total Operating Expenses		2,283,850		4.22	%		1,570,094		6.66	%		713,756		45	%
Income From Operations		16,956,164		31.37	%		3,771,228		16.01	%		13,184,936		350	%
Other Income (Expense)
Interest expense, net		(6,480	)				(71,034	)				64,554		-91	%
Other income (expense), net		2,474					(442	)				2,916		-660	%
Change in fair value of warrants		1,841,493					2,344,841					(503,348	)	-21	%
Total Other Income		1,837,487					2,273,365					(435,878	)	-19	%
Income from Continuing Operations Before Income Taxes		18,793,651		34.77	%		6,044,593		25.65	%		12,749,058		211	%
Income Tax Provision		-					-					-
Net Income Before Noncontrolling Interest		18,793,651		34.77	%		6,044,593		25.65	%		12,749,058		211	%
Less: Net income attributable to the noncontrolling interest		60,506					2,056					58,450		2843	%
Net Income Attributable to Sen Yu International Holdings, Inc.	$	18,733,145				$	6,042,537					12,690,608		210	%

~~Selling~~*as ~~Expenses~~percentage of the revenue

Selling expenses increased from $523,272 for the three months ended March 31, 2010 to $715,064 for the three months ended March 31, 2011. The increase was mainly attributable to the increased transportation cost which resulted from increased orders from our major customers in Beijing. We utilized the services of Jiamusi Shunlida Transporting Co through December 31, 2009 and Jiamusi Hongqi Transporting Agency Co beginning in January 2010 for transportation of commercial hogs between Jiamusi and Beijing.

Bad debt for advanced to suppliers

The provision for bad debt expense was $423,214 for the three months ended March 31, 2011, as compared to $80,893 for the three months ended March 31, 2010, an increase of $342,321 or 423% which was in line with the increase in the advances to suppliers. We adopt a bad debt allowance of 5% of the aggregate amount of advances to Wang Da.

General and Administrative Expenses

General and administrative expenses were $476,572 for the three months ended March 31, 2011, as compared to $441,349 for the three months ended March 31, 2010, an increase of $35,223 or 8%. The increase in general and administrative costs was primarily due to the increase in New York office rental expenses and management salary during the three months ended March 31, 2011, as compared to the same period in 2010. Although we decreased significantly the investor relation related charges, consulting and adviser fee during the three months ended March 31, 2011, such decrease had been offset by the increase in office rental and salary expense for the quarter ended March 31, 2011.

Total Operating Expenses

As a result of the above, total operating expenses were $1,636,736 for the quarter ended March 31, 2011, as compared to $1,045,523 for the quarter ended March 31, 2010, an increase of $591,213 or 57%. This increase was primarily attributable to the increase in bad debt expenses and selling expense.

Other Income (Expense or Losses)

During the three months ended March 31, 2011, total other expenses or losses, net, amounted to $3,840,383 as compared to $203,317 for the three months ended March 31, 2010, an increase of $3,637,066. The increase was mainly attributable to the change in the fair value of warrants of $3,861,173. We adopt ASC 815-40 “Accounting for Derivative Financial Instruments” accounting standard to calculate the fair value for those warrants which are treated as derivative liabilities warrants on the balance sheet. At the end of each quarter, we re-calculate the fair value of the warrants using the Black-Scholes model, and record any increase or decrease in that fair value as other income or other expense. For the quarter ended March 31, 2011 the change in the fair value of warrants was $3,861,173, which was recognized as other expenses.

For the three months ended March 31, 2011, net interest income was $22,342 as compared to interest expense of $203,317 during the three months ended March 31, 2010, an increase of $225,659. This increase was because no interest expense was occurred after full conversion of the $2,165,000 February 2010 Notes in February 2011.

Other expenses were $1,552 during the three months ended March 31, 2011 as compared to other expense $0 for the same period in 2010.

Income Taxes

Our provisions for income taxes for the three months ended March 31, 2011 and 2010 were $0 and $0, respectively. Our PRC subsidiaries are exempt from income taxes per PRC tax laws and regulations that exempt companies engaged in the agricultural breeding of livestock. Sen Yu International is subject to U.S. federal income taxes, State of New York income taxes, and State of Delaware annual franchise taxes while its subsidiary in the U.S., Advanced Swine, is subject to U.S. federal income taxes and State of Nevada annual reporting. Our PRC subsidiaries expect to use their retained earnings to support our PRC operations, and will not declare any dividends within the predictable future. In addition, there was no net income generated by Sen Yu International and Advanced Swine, during the three months ended March 31, 2011 and 2010. Therefore, for the quarter ended March 31, 2011 and 2010, income taxes were $0 and $0.

Net Income and Other Comprehensive Income

During the three months ended March 31, 2011, Sino-Canadian Sen Yu had a net loss of approximately $31,112. In our Statements of Operations, the 40% of that loss allocable to our joint venture partner was added to our net income. In the future, if Sino-Canadian realizes a net income, the 40% of that income allocable to our joint venture partner will likewise be attributed to “Noncontrolling Interest” and subtracted from our net income. Our net income for the quarter ended March 31, 2011, after that deduction, totaled $55,696.

Our business operates primarily in Chinese Renminbi (“RMB”), but we report our results in our SEC filings in U.S. dollars. The conversion of our accounts from RMB to U.S. dollars results in translation adjustments. While our net income will be added to the retained earnings on our balance sheets; the translation adjustments will be added to a line item on our balance sheet labeled “accumulated other comprehensive income,” since they will be more reflective of changes in the relative values of U.S. and Chinese currencies than of the success of our business. During the three months ended March 31, 2011, the effect of converting our financial results to U.S. dollars was to add $426,030 to our accumulated other comprehensive income. During the quarter ended March 31, 2010, when the exchange rate between the RMB and the U.S. dollar was much more volatile, there was an increase of $5,497 to our accumulated other comprehensive income.

NINE MONTHS ENDED MARCH 31, 2011 COMPARED TO NINE MONTHS ENDED MARCH 31, 2010

	Nine Months					Nine Months
	Ended March 31, 2011					Ended March 31, 2010					2011 Vs 2010 Increase/ (decrease)
		(Unaudited)					(Unaudited)
Revenues	$	72,952,746				$	59,814,100				$	13,138,646		22	%
Cost of Goods Sold		55,059,096		75.47	%		47,334,053		79.14	%		7,725,043		16.32	%
Gross Profit		17,893,650		24.53	%		12,480,047		20.86	%		5,413,603		43	%
Operating Expenses
Selling expenses		2,529,271					1,880,582					648,689		34	%
Bad debt for advanced to suppliers		463,499					464,877					(1,378	)	0	%
Losses on disposal of fixed assets		71,034					107,789					(36,755	)	-34	%
General and administrative expenses		1,474,407					740,927					733,480		99	%
Total Operating Expenses		4,538,211		6.22	%		3,194,175		5.34	%		1,344,036		42	%
Income From Operations		13,355,439		18.31	%		9,285,872		15.52	%		4,069,567		44	%
Other Income (Expenses or Losses )
Interest expense, net		(116,792	)				(201,497	)				84,705		-42	%
Other expense, net		(1,541	)				(6,451	)				4,910		-76	%
Change in fair value of warrants		4,054,792					-					4,054,792		0	%
Total Other Income (Expenses)		3,936,459					(207,948	)				4,144,407		-1993	%
Income from Continuing Operations Before Income Taxes		17,291,898		23.7	%		9,077,924		15.18	%		8,213,974		90	%
Income Tax Provision		-					-					-
Net Income Before Noncontrolling Interest		17,291,898		23.7	%		9,077,924		15.18	%		8,213,974		90	%
Less: Net loss attributable to the noncontrolling interest		(15,861	)				(131,489	)				115,628		-88	%
Net Income Attributable to Sen Yu International Holdings, Inc.	$	17,307,759				$	9,209,413				$	8,098,346		88	%

Revenues

Total revenues were $7254,~~952~~056,~~746~~283 for the ~~nine~~three months ended ~~March~~September 3130, 2011 compared to $5923,~~814~~562,~~100~~468 for the ~~nine~~three months ended ~~March~~September 3130, 2010. ~~This~~which represents a 22129% orperiod ~~$13,138,646~~to period increase. The increase in revenues resulted from increased orders from our major customers, Beijing Dahongmen and Beijing Fifth Meat Factory ~~and increase in sale price~~. Hog sales increased to ~~386~~193,~~001~~595 heads for the ~~nine~~quarter ~~months~~ ended ~~March~~September 3130, 2011 from ~~323~~134,~~514~~561 heads during the ~~nine~~three months ended ~~March~~September 3130, 2010.

The following table sets forth information regarding the sales of our principal products during the ~~nine~~three months ended ~~March~~September 3130, 2011 and 2010:

		Nine Months Ended March 31
	For The Three Months Ended September 30 2011
	2011	~~2011~~									2010		~~2010~~						2011 Less 2010						~~2011 Less 2010~~
	Quantities (Capita)	~~Quantities (Capita)~~		Amount	~~Amount~~		Sale %		~~Sale %~~		Quantities (Capita)		~~Quantities (Capita)~~	Amount		~~Amount~~Sale %			Quantities (Capita)	~~Sale %~~			Amount		~~Quantities (Capita)~~		Sale %			~~Amount~~		~~Sale %~~
Commercial Hogs		190,746	~~386,001~~	$	$53,156,096	~~71,897,421~~		98	%	99	%	133,621		~~323,514~~$	23,338,199	$	~~59,020,984~~99	%		57,125	99	%	$	29,817,897		~~62,487~~		128	%	$	~~12,876,437~~		22	%
Others Hogs		2,849	~~4,090~~		900,187	~~1,055,325~~		2	%	1	%	940		~~5,920~~	224,269		~~793,116~~1	%		1,909	1	%		675,918		~~(1,830~~	)	301	%		~~262,209~~		33	%
Total		193,595	~~390,091~~	$	$54,056,283	~~72,952,746~~		100	%	~~100~~	%	134,561		~~329,434~~$	23,562,468	$	~~59,814,~~100	%		59,034	~~100~~	%	$	30,493,815		~~60,657~~		129	%	$	~~13,138,646~~		22	%

~~The~~Commercial ~~increase~~hogs inrefer ~~quantities~~to ~~sold,~~the ashogs ~~reflected~~we repurchase from farmers through Wang Da. Commercial hogs are transported and sold in the ~~above~~Beijing ~~table,~~market. ~~was~~Other ~~primarily~~hogs ~~attributable~~refer to hogs raised in our ~~policy~~own ofbreeding ~~committing~~facilities, ~~all~~including ofbreeding ~~our~~swine, ~~available~~commercial ~~cash~~hogs, ~~resources~~piglets toand ~~the~~substandard ~~commercial~~hogs ~~hog~~which are not qualified as breeding swine. Other hogs are sold in local Heilongjiang market.

The ~~following~~increase ~~table~~in ~~sets~~quantities ~~forth~~sold, ~~information~~as ~~regarding~~reflected in the ~~average~~table, ~~price~~was ~~per~~primarily ~~capita~~attributable ofto our ~~principal~~policy ~~products~~of ~~during~~committing ~~the~~all ~~nine~~of ~~months~~our ~~ended~~available ~~March~~cash ~~31,~~resources ~~2011~~to ~~and~~the ~~2010:~~commercial hog market.

	Average Unit Sales Price Per Capita				Change in Average Unit Sales Price
	2011		2010		Per Capita
Commercial Hogs	$	186.26	$	182.44	$	3.82
Others Hogs		258.03		133.97		124.06
Overall Average Products	$	187.01	$	181.57	$	5.44

The following table sets forth information regarding the average price per capita of our principal products during the three months ended September 30, 2011 and 2010:

The increase in average unit sales price (per capita), as reflected in the above table, was primarily attributable to the fact that the market price of hogs per kilogram in the three months ended March 31, 2011 increased as compared to the same period in 2010. Despite the fact that the market price of hogs per kilogram in the six months ended December 31, 2010 declined slightly as compared to the same period in 2009, this decrease had been offset by the increase of market price of hogs during the three months ended March 31, 2011. Therefore, the average unit sales price of commercial hogs for the nine months ended March 31, 2011 increased slightly. The unit sales prices of piglets and substandard hogs, which are not qualified as breeding swine, are generally lower than breeding swine and commercial hogs. The other hogs sold by us consisted of more breeding swine and commercial hogs for the nine months ended March 31, 2011. However, we sold more piglets and substandard hogs for the nine months ended March 31, 2010. As a result, the average unit sales price of other hogs increased significantly during the nine months ended March 31, 2011.

	Average Unit Sales Price Per Capita				Basic Change
	2011		2010		Per Capita
Commercial Hogs	$	278.67	$	174.66	$	104.02
Others Hogs		315.97		238.58		77.39
Overall Average Products	$	279.22	$	175.11	$	104.11

32The increase in average unit sales price (per capita), as reflected in the above table, was primarily attributable to the fact that the market price of hogs per kilogram increased significantly in the three months ended September 30, 2011 as compared to the same period in 2010. In addition, the total weight of the other hogs we sold for the three months ended September 30, 2011 was more as compared to the same period in 2010. Therefore, the average unit sales price of others hogs increased significantly for the three months ended September 30, 2011 as compared to the same period in 2010.

Cost of Goods Sold

Our cost of goods sold consists primarily of direct and indirect manufacturing costs, including production overhead costs and costs of our purchases of hogs. Cost of goods sold for the ~~nine~~three months ended ~~March~~September 3130, 2011 were $5534,~~059~~816,~~096~~269. ~~Comparing~~In ~~with~~comparing to $4718,~~334~~221,~~053~~146 for the ~~nine~~three months ended ~~March~~September 3130, 2010, this represents aan 16increase of 91.3208% or $716,~~725~~595,~~043 increase~~123. This increase was in line with the increase in sales ~~volume~~.

~~The~~Gross ~~following~~margin ~~table~~was ~~sets~~36% ~~forth~~for ~~information~~the ~~regarding~~three months ended September 30, 2011 and 23% for the ~~average~~three ~~cost~~months ~~per~~ended ~~capita~~September of30, ~~our~~2010. ~~principal~~The ~~products~~increase ~~during~~in gross margin was due to the ~~nine~~higher ~~months~~unit sale prices for the quarter ended ~~March~~September 3130, ~~2011~~2011as ~~and~~compared to the same period in 2010: .

	Average Cost Per Capita Nine Months ended March 31,				Change in Average Cost
	2011		2010		Per Capita
Commercial Hogs	$	140.39	$	142.08	$	(1.69	)
Others Hogs		212.10		231.16		(19.06	)
Overall Average Products	$	141.14	$	143.68	$	(2.54	)

The following table sets forth information regarding the average cost per capita of our principal products during the three months ended September 30, 2011 and 2010.

The decrease in average cost per capita, as reflected in the above table, was primarily attributable to the fact that we sold more commercial hogs in the nine months ended March 31, 2011 as compared to the same period in 2010. We reduced the number of other hogs that we produced in our breeding facilities, including breeding swine, commercial hogs which are directly raised by us and substandard hogs which are not qualified as breeding swine for the period from July 2009 to January 2010 due to the lack of cash flow to support our short-term need during that period and the effect of worldwide H1N1 disease. As a result, the cost of sales per capita for other hogs increased gradually from July 2009 to January 2010 because the fixed manufacturing costs were allocated to a smaller number of other hogs. Commencing from February 2010, we started to increase the number of other hogs gradually in our breeding facilities. Therefore, the cost of sales per capita for other hogs declined significantly for the nine months ended March 31, 2011 as compared to the same period in 2010. The cost of sales per capita for commercial hogs which were purchased from the Wang Da’s contracted farmers primarily consisted of fodder costs and the fixed percentage of profits allocated to the farmers, so the cost of sales per capita was relatively fixed. As a result, the average cost of sales per capita for commercial hogs was less than that for other hogs for the nine months ended March 31, 2011. Since other hogs only constitute 1% of sales in the nine months ended March 31, 2011, the increase in the cost of sales per capita for other hogs didn’t affect the cost of sales per capital for all the hogs much.

	Average Cost Per Capita				Basic Change
	2011		2010		Per Capita
Commercial Hogs	$	179.34	$	135.08	$	44.26
Others Hogs		213.34		182.65		30.69
Overall Average Products	$	179.84	$	135.41	$	44.43

33The increase in average unit cost for overall average products was primarily attributable to the fact that we sold more commercial hogs and the higher fodder costs in the three months ended September 30, 2011 as compared to the three months ended September 30, 2010.

~~Gross~~Costs ~~margin~~of ~~were~~commercial ~~24.53%~~hogs ~~and~~mainly ~~20.86%~~consist ~~for~~of ~~the~~fodder ~~nine~~costs ~~months ended March 31, 2011~~ and ~~2010,~~the ~~respectively.~~fixed ~~The~~percentage ~~increase~~of ~~was~~profits ~~due~~allocated to the ~~fact~~farmers. ~~that~~The welatter ~~sold~~is ~~more~~calculated ~~commercial~~as ~~hogs~~40% inof ~~the~~profits ~~nine~~(roughly ~~months~~equal ~~ended~~to ~~March~~the ~~31,~~difference ~~2011.~~between ~~The~~the ~~gross~~local ~~margin~~selling ~~for~~price ~~commercial~~and ~~hogs is higher than~~ the ~~average~~fodder ~~gross~~costs ~~margin~~ for ~~other~~the ~~hogs raised in our farms. We raise breeding swine,~~ commercial hogs~~, substandard hogs, and piglets in our own facilities~~). ~~The~~We ~~gross~~distributed ~~margins~~more ~~for~~profits ~~substandard~~to ~~hogs~~the ~~and~~farmers ~~piglets~~due ~~are~~to ~~generally~~the ~~much~~increase ~~lower~~of ~~than~~ the ~~gross~~market ~~margins~~price for ~~breeding swine, and~~ the ~~gross~~three ~~margin~~months ~~for~~ended ~~breeding~~September ~~swine~~30, is2011, ~~generally~~which ~~higher~~contributed ~~than commercial hogs. Due~~ to the ~~decrease~~increased inaverage ~~the~~unit cost offor ~~sales~~commercial hogs per capita for the ~~other~~three ~~hogs for the nine~~ months ended ~~March~~September 3130, 2011, ~~the~~as ~~gross margin for other hogs increased~~ compared to the same period in 2010. ~~Other~~The ~~hogs~~increase ~~only~~in ~~constitute~~average 1%unit ofcost orprice ~~sales~~for inother ~~the~~hogs ~~nine~~was ~~months~~primarily ~~ended~~due ~~March~~to ~~31,~~the ~~2011,~~fact so the ~~decrease~~fodder incosts ~~gross~~increased ~~margin~~obviously ~~per~~and ~~capita~~direct labors ~~for~~increased ~~other~~in ~~hogs~~the ~~didn’t~~three ~~affect~~months ~~the~~ended ~~gross~~September ~~margin~~30, ~~per~~2011 ~~capital~~as ~~for~~compared ~~all~~to the ~~hogs~~same ~~much~~period in 2010.

The Company pays the advance to Wang Da and offsets the advance every ten days by receiving collected mature commercial hogs from Wang Da Farmers. Roughly 71% of the Company’s cost of goods sold consists of fodder cost. A mature hog weighing 100 kg consumes approximately 288 kg of feed on average with a feed cost of $100. Based on the unit hog feed cost of $100 and the number of daily collected of hogs, the offset to the prepaid advance would be the sum of $100 multiplied by the number of hogs collected. The Company settles the advances with Wang Da every 10 days to ensure that the control of credit risk extended to Wang Da is in place. Pursuant to the Amended and Restated Cooperation Agreement on April 1, 2011, the feed cost will be increased to $109 from $100 beginning in April 2011.

Selling Expenses

Selling expenses increased from $1832,~~880,582~~828 for the ~~nine~~three months ended ~~March~~September 3130, 2010 to $21,~~529~~350,~~271~~787 for the ~~nine~~three months ended ~~March~~September 3130, 2011. The increase was ~~due~~mainly attributable to the increased transportation cost which resulted from ~~the~~ increased orders from our major customers in Beijing. We utilized the services of Jiamusi ~~Shunlida Transporting Co through December 31, 2009 and Jiamusi~~ Hongqi Transporting Agency Co ~~beginning in January 2010~~ for transportation of commercial hogs between Jiamusi and Beijing.

Bad debt for advanced to suppliers

The provision for bad debt expense was $~~463~~4,~~499~~147 for the ~~nine~~three months ended ~~March~~September 3130, 2011, as compared to $~~464~~202,~~877~~962 for the ~~nine~~three months ended ~~March~~September 3130, 2010, a decrease of $198,815 or 98% which was in line with the ~~change~~slight innet ~~the~~increase ~~advances~~in ~~to suppliers. We adopt a bad debt allowance of 5% of~~ the ~~aggregate amount of~~ advances to Wang Da. ~~Since we received more orders from our major customers, we purchased more commercial hogs from Wang Da contracted farmers~~ for the quarter ended ~~December 31, 2010. It led to the decrease in balance of advances to suppliers as of December 31, 2010, compared to~~ September 30, ~~2010~~2011. AsWe aadopt ~~result, we credited $162,677 to reverse~~ a ~~substantial amount of the~~ bad debt ~~expense~~allowance ~~for~~of ~~the~~5% ~~quarter~~of ~~ended December 31, 2010. Accordingly,~~ the ~~bad~~aggregate ~~debt~~amount ~~expense for the nine months ended March 31, 2011 declined slightly compared to the same period~~ of ~~2010~~advances.

General and Administrative Expenses

General and administrative expenses ~~was~~were $1391,~~474,407~~329 for the ~~nine~~three months ended ~~March~~September 3130, 2011, as compared to $~~740~~385,~~927~~825 for the ~~nine~~three months ended ~~March~~September 3130, 2010, an increase of $~~733~~5,~~480~~504 or 991%. The increase in general and administrative costs was primarily due to the ~~increase~~increased in investor ~~relation~~relations related charges, ~~fees to~~ professional fees, New York office ~~rental~~expenses ~~expense~~ and management ~~salary~~salaries during the three months ended ~~March~~September 3130, 2011, as compared to the same period in 2010. However, this increase had been offset by the decrease in amortization indirect costs of financing for the quarter ended September 30, 2011. As a result, the general and administrative increased slightly for the three months ended September 30, 2011, as compared to the same period in 2010.

Compensation Expenses

Compensation expenses increased by approximately $437,519 or approximately 438% from the three months ended September 30, 2010, principally due to an increase in compensation expense amortized in the three months ended September 30, 2011. We issued additional shares of our common stock to certain consultants in order to develop potential business opportunities for producing breeding and commercial hogs in West China and to obtain advice on business operations, financing, investor relations and business planning from January 2011 to June 2011. Pursuant to the requirement for accounting treatment, we will recognize total compensation expenses over the period of rendering service. Details of the terms are disclosed under Notes to Consolidated Financial Statements Note (d) Unearned Compensation section. As a result, compensation expense increased significantly for the three months ended September 30, 2011.

Total Operating Expenses

As a result of the above, total operating expenses were $42,~~538~~283,~~211~~850 for the ~~nine~~quarter ~~months~~ ended ~~March~~September 3130, 2011, as compared to $31,~~194~~570,~~175~~094 for the ~~nine~~quarter ~~months~~ ended ~~March~~September 3130, 2010, an increase of $1713,~~344,036~~756 or 4245%. This increase was primarily attributable to the increase in ~~general~~selling expense and ~~administrative~~compensation expenses.

Other Income (Expense or Losses)

During the ~~nine~~three months ended ~~March~~September 3130, 2011, total other income, net, amounted to $31,~~936~~837,~~459~~487 as compared to ~~other expense net~~ $~~207~~2,~~948~~273,365 for the ~~nine~~three months ended ~~March~~September 3130, 2010, ana ~~increase~~decrease of $4435,~~144,407~~878. The ~~increase~~decrease was ~~due~~mainly attributable to a reduction in the change inof the fair value of warrants of $4503,~~054,792 during the nine months ended March 31, 2011, which was recognized as other income~~348. We adopt ASC 815-40 “Accounting for Derivative Financial Instruments” accounting standard to calculate the fair value for those warrants which are treated as derivative liabilities warrants on the balance sheet. At the end of each quarter, we re-calculate the fair value of the warrants using the Black-Scholes model, and record any increase or decrease in that fair value as other income or other expense. For the ~~nine~~quarter ~~months~~ ended ~~March~~September 3130, 2011 and 2010, the change in the fair value of warrants was $41,~~054~~841,~~792~~493 and 2,344,841, which ~~was~~were recognized as other income, respectively.

For the ~~nine~~three months ended ~~March~~September 3130, 2011, net interest expense was $~~116~~6,~~792~~480 as compared to ~~net interest expense of~~ $~~201~~71,~~497~~034 during the ~~nine~~three months ended ~~March~~September 3130, 2010, a decrease of $8464,~~705~~554. This decrease was because no interest was occurred after ~~the~~ full conversion of the $2,165,000 February 2010 Notes in February 2011.

Other expense was $1,541 during the nine months ended March 31, 2011 as compared to other expense $6,451 for the same period in 2010. The decrease was due to more disposal reimbursement and abnormal losses. 32

Income Taxes

Our ~~provisions for income taxes for the nine months ended March 31, 2011 and 2010 were $0 and $0, respectively. Our~~ PRC subsidiaries are exempt from income taxes per PRC tax laws and regulations that exempt companies engaged in the agricultural breeding of livestock. Sen Yu International is subject to U.S. federal income taxes, State of New York income taxes, and State of Delaware annual franchise taxes while its subsidiary in the U.S., Advanced Swine, is subject to U.S. federal income taxes and State of Nevada annual reporting. Our PRC subsidiaries expect to use their retained earnings to support our PRC operations, and will not declare any dividends within the predictable future. In addition, there was no net income generated by Advanced Swine, during the ~~nine~~three months ended ~~March~~September 3130, 2011 and 2010. Despite the fact that Sen Yu International generated net income due to the change in fair value of warrants ~~for~~in the ~~nine~~three months ended ~~March~~September 3130, 2011, there was non-realized gain as of ~~March~~September 3130, 2011. Therefore, for the ~~nine~~quarter ~~months~~ ended ~~March~~September 3130, 2011 and 2010, the income taxes were $0 and $0, respectively.

Net Income and Other Comprehensive Income

During the ~~nine~~three months ended ~~March~~September 3130, 2011, Sino-Canadian Sen Yu had a net ~~loss~~income of approximately $39151,~~653~~265. In our Statements of Operations, the 40% of that ~~loss~~income allocable to our joint venture partner was ~~added~~deducted to our net income. In the future, if Sino-Canadian realizes a net income, the 40% of that income allocable to our joint venture partner will likewise be attributed to “Noncontrolling Interest” and subtracted from our net income. Our net income for the ~~nine~~quarter ~~months~~ ended ~~March~~September 3130, 2011, after that ~~addition~~deduction, totaled $1718,~~307~~733,~~759~~145.

Our business operates primarily in Chinese Renminbi (“RMB”), but we report our results in our SEC filings in U.S. dollars. The conversion of our accounts from RMB to U.S. dollars results in translation adjustments. While our net income will be added to the retained earnings on our balance sheets; the translation adjustments will be added to a line item on our balance sheet labeled “accumulated other comprehensive income,” since they will be more reflective of changes in the relative values of U.S. and Chinese currencies than of the success of our business. During the ~~nine~~three months ended ~~March~~September 3130, 2011, the effect of converting our financial results to U.S. dollars was to add $1904,~~633,775~~368 to our accumulated other comprehensive income. During the ~~nine~~quarter ~~months~~ ended ~~March~~September 3130, 2010, when the exchange rate between the RMB and the U.S. dollar was much more volatile, there was an increase of $20567,~~624~~889 to our accumulated other comprehensive income.

Liquidity and Capital Resources

After our founders made the initial contribution of our registered capital, the growth of our business has been funded, primarily, by the revenues from our business operations, sales of our securities, loans from the local financial bureau in China and loans from our stockholders. Our working capital on September 30, 2011 totaled $79,556,125, an increase of $20,320,184 from our $59,235,941 in working capital as of June 30, 2011. The increase was cash and cash equivalents and advances to suppliers for the quarter ended September 30, 2011. In general, since we expect to produce more commercial hogs in the next few years, we expect to advance more money to our suppliers, especially Wang Da, to provide Wang Da’s contracted farmers with fodder to raise more commercial hogs. As a result, our working capital will tend to fluctuate in proportion to our net income.

35The following is a summary of cash provided by or used in each of the indicated types of activities during the three months ended September 30, 2011 and 2010.

Our working capital at March 31, 2011 totaled $37,756,846, an increase of $17,302,790 from our $20,454,056 in working capital as of June 30, 2010. The increase was cash and cash equivalents and advances to suppliers for the quarter ended March 31, 2011. In general, since we expect to purchase more commercial hogs in the next few years, we expect to advance more money to our suppliers, especially Wang Da, to provide Wang Da’s contracted farmers with fodder to raise more commercial hogs. As a result, our working capital will tend to fluctuate in proportion to our net income.

	For The Three Months Ended September 30,
	2011			2010
	(Unaudited)			(Unaudited)
Cash (Used in) provided by:
Operating Activities	$	17,422,297		$	(871,501	)
Investing Activities		(37,064	)		(67,389	)
Financing Activities		(41,201	)		28,173

~~Net Cash Provided by Operating Activities~~33

Net Cash ~~provided~~Provided by ~~operating~~(Used ~~activities was $4,394,959 for the nine months ended March 31, 2011 as compared to $953,253 for the nine months ended March 31, 2010. The increase~~ in) ~~cash~~Operating ~~provided by operating activities for the nine months ended March 31, 2011 was mainly attributable to the increase in net income and the decrease in advance to suppliers.~~Activities

Cash provided by operating activities was $17,422,297 for the three months ended September 30, 2011 as compared to $871,501 used in for the three months ended September 30, 2010. The increase in cash provided by operating activities for the three months ended September 30, 2011 was a result of an increase of our net income and a decrease of advance to suppliers.

Net Cash Used in Investments Activities

Cash ~~used~~Used in ~~investment~~Investment activities for the ~~nine~~three months ended ~~March~~September 3130, 2011 was $~~136~~37,~~356~~064 as compared to $1067,~~666~~389 for ~~the~~three ~~nine~~ months ended ~~March~~September 3130, 2010. This change was primarily attributable to the ~~increase~~decrease in the payment for the purchase of equipment and construction in progress during ~~the~~three ~~nine~~ months ended ~~March~~September 3130, 2011.

Net Cash (Used in) Provided By Financing Activities

We currently have $1,~~098~~158,~~118~~635 in loans payable to non-affiliates, including $~~839~~861,~~874~~492 due to Jiamusi Financial Bureau and $~~305~~313,~~409~~269 due to Tang Yuan Financial Bureau, less a total discount on loans payable of $4716,~~165~~126. All of the loans are interest-free and payable on December 31, 2011. The payment date for each of these loans ~~had~~has been extended in the past, as these agencies have made the loans for the purpose of supporting our operations.

On February 22, 2010, we consummated an offering of 10% Secured Convertible Notes (the “Notes”) in the principal amount of $2,165,000. OnThe ~~February~~Notes ~~17,~~were ~~2011,~~sold ~~pursuant~~at par to ~~the~~twelve ~~February~~investors. ~~2010~~The ~~Notes~~maturity ~~agreement,~~date ~~all~~ of the Notes ~~were~~is ~~automatically~~February ~~converted~~22, ~~for~~2011. noInterest ~~additional~~on ~~consideration, into an aggregate of 1,096,498 shares of~~ the ~~Company’s~~Notes ~~common~~at ~~stock,~~10% ~~913,192~~per ~~shares~~annum ofis ~~Series~~payable Bquarterly. ~~Preferred~~Payment ~~Stock, Series A Warrants to purchase an aggregate~~ of ~~799,044~~interest ~~shares of common stock, Series B Warrants to purchase an aggregate of 799,044 shares of common stock~~ and ~~Series~~principal Fis ~~Warrants~~secured toby ~~purchase~~a anpledge ~~aggregate~~ of ~~877,199~~our shares ofowned ~~common~~by ~~stock,~~Ligang ~~immediately following the closing of the private placement of $3~~Shang,~~044,140~~ ofour ~~Common~~majority ~~Stock, which together with the private placement of $2~~stockholder.~~42 million of the Company’s Series B Preferred Stock in June 2010, constituted a “Qualified Financing”.~~

OnPursuant ~~June~~to ~~11,~~the February 2010 Notes, weall ~~consummated~~of ansuch ~~offering~~Notes ~~with~~were ~~certain~~automatically ~~accredited investors~~converted, ~~pursuant~~for tono aadditional ~~Series B Convertible Preferred Stock and Warrant Purchase Agreement. We raised gross proceeds of $2~~consideration,~~420,000~~ ~~and~~into ~~issued to the investors~~ an aggregate of ~~(i)~~ 1,~~152~~096,~~380~~498 shares of ~~newly~~the ~~created~~Company’s ~~Series B convertible preferred stock with an initial one-to-one conversion ratio into shares of our~~ common stock, ~~(ii) Series A Warrants to purchase an aggregate of 1~~913,~~008,334~~192 shares of ~~common stock, and (iii)~~ Series B ~~Warrants to purchase an aggregate of 1,008,334 shares of common stock. Additionally, the investors were granted an option to purchase up to $3,000,000 of additional~~ Preferred Stock ~~any time on or before December 11~~, ~~2010. In connection with the 2010 June Private Placement, we issued Global, and certain individuals affiliated with Global: (i)~~ Series CA Warrants to purchase an aggregate of 70799,~~583~~044 shares of common stock, ~~exercisable at $3.00 per share for five years, (ii)~~ Series DB Warrants to purchase an aggregate of 70799,~~583~~044 shares of common stock, ~~exercisable at $4.10 per share for five years,~~ and ~~(iii)~~ Series EF Warrants to purchase an aggregate of 80877,~~000~~199 shares of common stock, ~~exercisable~~immediately atfollowing ~~$2.10 per share for five years. From~~ the ~~proceeds~~closing of the ~~offering,~~private weplacement ~~paid a fee~~ of $~~116~~3,~~160~~044,140 toof ~~Global~~Common ~~for~~Stock ~~the~~on ~~commission. We~~February ~~also~~17, ~~reimbursed~~2011, ~~the~~which ~~Placement~~together ~~Agent~~with ~~for~~the ~~its~~private ~~management~~placement ~~and~~of ~~finance expenses totaling~~ $~~53,240~~2. In42 ~~addition,~~million weof ~~incurred~~the ~~other~~Company’s ~~direct~~Series ~~costs~~B inPreferred ~~total~~Stock ~~amount~~in ofJune ~~$60~~2010,~~455.~~ constituted As a ~~result,~~“Qualified weFinancing” ~~realized~~requiring ~~net~~conversion ~~proceeds~~ of ~~$2,190,145~~the ~~from~~February ~~this~~2010 ~~offering~~Notes.

36On June 11, 2010, we consummated a transaction with certain accredited investors, pursuant to a Series B Convertible Preferred Stock and Warrant Purchase Agreement. We raised gross proceeds of $2,420,000 and issued to the Investors an aggregate of (i) 1,152,380 shares of newly created Series B Convertible Preferred Stock, par value $0.001 per share, with an initial one-to-one conversion ratio into shares of our common stock, par value $0.001 per share, whereas the adjusted conversion price of the Series B preferred stock is $1.08 based on the basic earnings per share of $0.33 for the fiscal year ending June 30, 2010, (ii) Series A Warrants to purchase an aggregate of 1,008,334 shares of Common Stock (the “Series A Warrants”), and (iii) Series B Warrants to purchase an aggregate of 1,008,334 shares of Common Stock (the “Series B Warrants”). In connection with the 2010 June Private Placement, we also issued to Global Arena Capital Corp.(“Global”), our placement agent, and certain individuals affiliated with Global: (i) Series C Warrants to purchase an aggregate of 70,583 shares of Common Stock, exercisable at $3.00 per share for five years, (ii) Series D Warrants to purchase an aggregate of 70,583 shares of Common Stock, exercisable at $4.10 per share for five years, and (iii) Series E Warrants to purchase an aggregate of 80,000 shares of Common Stock, exercisable at $2.10 per share for five years. From the proceeds of the offering, we paid a commission of $116,160 to Global. We also reimbursed Global for its management and finance expenses totaling $53,240. In addition, we incurred other direct costs in total amount of $60,455. As a result, we realized net proceeds of $2,190,145 from this offering.

On February 17, 2011, the Company consummate a private placement with a non-U.S. investor in which the Company sold an aggregate of 1,383,700 shares of the Company’s common stock at $2.20 per share for total gross proceeds of $3,044,140. The investor also received a Series F Warrant exercisable for three years to purchase 1,106,960 shares of Common Stock at $2.64 per share. The Series F Warrant may only be exercised in cash and the exercise price of the Series F Warrant is subject to adjustment for stock splits, stock dividends, recapitalizations and the like. The investor is entitled to piggy-back registration rights with respect to the shares issued in this private placement and shares underlying the Series F Warrant. No placement agent was utilized in connection with the February 2011 Private Placement.34

On February 17, 2011, we completed a private placement with a non-U.S. investor, where the Company sold an aggregate of 1,383,700 shares of Common Stock, at $2.20 per share for total gross proceeds of $3,044,140. The investor also received Series F warrants, exercisable for three years to purchase 1,106,960 shares of Common Stock at $2.64 per share. The warrants may only be exercised in cash and the exercise price of the warrants is subject to adjustment for stock splits, stock dividends, recapitalizations and the like.

On May 27, 2011, the Company entered into a financing transaction with four non-U.S. individual investors. The Company sold an aggregate of 804,000 shares of Common Stock at $1.50 per share for total gross proceeds of $1,206,000.

We believe that we have sufficient funds to operate our existing business for the next twelve months. In addition to funds available from operations and loans from stockholders, we may need external sources of capital for expansion of our facilities and to increase the roster of our franchisee farmers, in order to reach our goal of producing one million commercial hogs in 2013. There can be no assurance that we will be able to obtain such additional financing on acceptable terms to us, or at all.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition or results of operations.

Critical Accounting Policies

We prepared this unaudited consolidated financial statements for interim financial information and pursuant to the requirements for reporting on Form 10-Q. Accordingly, they do not include all the information and footnotes required by U.S. GAAP for annual financial statements. However, the information included in these interim financial statements reflects all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management, necessary for the fair presentation of the consolidated financial position and the consolidated results of operations of the Company. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full year. The consolidated balance sheet information as of June 30, ~~2010~~2011 was derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K ~~for the fiscal year ended June 30, 2010, as amended~~. These interim financial statements should be read in conjunction with that report.

While our significant accounting policies are more fully described in Note 4 to our unaudited consolidated financial statements, we believe that those accounting policies are the most critical to aid you in fully understanding and evaluating “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

In preparation of our financial statements, we are required to formulate working policies regarding valuation of our assets and liabilities and to develop estimates of those values. In our preparation of the financial statements for the ~~nine~~three months ended ~~December~~September 3130, ~~2010~~2011, there was one no estimate made which was (a) subject to a high degree of uncertainty, and (b) material to our results.

We made no material changes to our critical accounting policies in connection with the preparation of our financial statements for the ~~nine~~three months ended ~~March~~September 3130, 2011.

3735

Impact of Accounting Pronouncements

There were certain recent accounting pronouncements that may have a material effect on our financial position or results of operations. All of them are described under the ~~Caption~~caption “Recent Accounting Pronouncements” onin ~~page 12 and 13 of~~ Note 34, item "o" to the Consolidated Financial Statements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Not applicable.

Item 4(T). Controls and Procedures

Disclosure Controls and Procedures

AsWe ofmaintain ~~the~~a ~~end~~system of ~~the~~disclosure ~~period~~controls ~~covered~~and byprocedures ~~this~~designed ~~Report,~~for the ~~Company~~purpose ~~carried~~of ~~out,~~ensuring ~~under~~that ~~the~~information ~~supervision~~required ~~and~~to ~~with~~be ~~the~~disclosed ~~participation~~in ofour ~~the~~SEC ~~Company’s~~reports ~~management~~is recorded, ~~including~~processed, ~~its~~summarized ~~Chief Executive Officer~~ and ~~Chief~~reported ~~Financial~~within ~~Officer,~~the antime ~~evaluation~~periods ofspecified in the ~~effectiveness~~SEC’s ofrules ~~the~~and ~~design~~forms, and ~~operation~~that ofsuch ~~the~~information ~~Company’s~~is ~~disclosure~~accumulated ~~controls~~ and ~~procedures~~communicated ~~(as~~to ~~defined~~our inmanagement, ~~Rule~~including ~~13a-15(e)~~our Chief Executive Officer and ~~15d-15(e)~~our ~~under~~Chief ~~the~~Financial ~~Securities~~Officer, ~~Exchange~~as ~~Act~~appropriate, ofto ~~1934)~~allow timely decisions regarding required disclosures.

As of ~~March~~the ~~31,~~end ~~2011,~~of the ~~Company’s~~period ~~Chief~~covered ~~Executive~~by ~~Officer~~this ~~and~~report, ~~its~~we ~~Chief~~carried ~~Financial~~out ~~Officer~~an ~~have~~evaluation, ~~concluded~~under ~~that,~~the assupervision ofand ~~that~~with ~~date,~~the participation of the Company’s ~~controls~~management, ~~and~~including ~~procedures~~its ~~were~~Chief ~~not~~Executive ~~effective~~Officer ~~due~~and toInterim ~~some~~Chief ~~significant~~Financial ~~deficiencies~~Officer, ~~(as~~the ~~defined~~effectiveness inof ~~Public~~the ~~Company~~design ~~Accounting~~and ~~Oversight~~operation ~~Board~~of ~~Standard No. 2) in~~ the Company’s ~~internal~~disclosure controls ~~over~~and ~~financial~~procedures ~~reporting. This~~(as ~~was~~defined ~~due~~in toRule ~~the~~13a-15(e) ~~fact~~and ~~that~~15d-15(e) under the ~~Company~~Securities ~~lacks~~Exchange ~~sufficient~~Act ~~personnel~~of ~~with~~1934). ~~the~~Based ~~appropriate~~on ~~level~~that ~~of knowledge~~evaluation, ~~experience~~our ~~and~~Chief ~~training~~Executive inOfficer ~~the~~and ~~application~~Interim ofChief USFinancial ~~generally~~Officer ~~accepted~~concluded ~~accounting~~that ~~principals~~our ~~(“GAAP”)~~disclosure ~~standards,~~controls ~~especially~~and ~~related~~procedures towere ~~complicated~~not ~~accounting~~effective ~~issues~~as ~~such~~of ~~like~~September ~~the~~30, ~~valuation~~2011. ofThe ~~derivative~~Company’s ~~liability~~management ~~associated~~will ~~with~~endeavor ~~warrants~~to ~~issued~~hire inmore ~~connection~~qualified ~~with~~personnel ato direct ~~private~~the ~~placement~~designing ~~conducted~~and byimplementation of the Company’s indisclosure ~~June~~controls ~~2010~~and procedures.

To remediate this deficiency, we are in the process of evaluating our risk assessment and any related deficiencies specifically in maintaining effective control over our accounting for derivative liability associated with the warrants in addition to maintaining sufficient documentation concerning our existing financial processes, risk assessment and internal controls. We expect to begin implementation an initiative and training in China to ensure the importance of internal controls and compliance with established policies and procedures are fully understood throughout the organization and provide additional U.S. GAAP training to all employees involved with the performance of or compliance with those procedures and policies.

We believe the remediation measures we are taking, if effectively implemented and maintained, will remediate the significant deficiency discussed above. However, no assurance can be given that the remedial measures being undertaken will be fully effectuated or will be sufficient to address the significant deficiencies we identified, and there can be no assurance that significant deficiencies or material weaknesses in our internal controls over financial reporting will not be identified or occur in the future. If additional significant deficiencies (or if material weaknesses) in our internal controls are discovered or occur in the future, among other similar or related effects: (i) the Company may fail to meet future reporting obligations on a timely basis, (ii) the Company’s consolidated financial statements may contain material misstatements, (iii) the Company may be required to again restate prior period financial results, (iv) the Company may be subject to litigation or regulatory proceedings, and (v) the Company’s business and operating results may be harmed.

Changes in Internal Control over Financial Reporting

There were no changes in our internal controls over financial reporting subject to the above corrective actions with regard to significant deficiencies or material weaknesses that occurred during the ~~fiscal~~ quarter ended ~~March~~September 3130, 2011 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

3836

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. We are currently not aware of any such legal proceedings or claims that will have, individually or in the aggregate, a material adverse affect on our business, financial condition or operating results. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm business.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

In March 2011, the Company issued 40,931 shares of common stock to Hampton Growth Resources, LLC for rendering professional investors’ relationships services, 25,000 shares of common stock to Chunying Chen and 250,000 shares of common stock to each of Ming Jie Huo and Song Ling Huo for consulting services they renderedNone. ~~All these shares of common stock were issued in reliance upon an exemption from registration under Section 4(2) of the Securities Act of 1933, as amended.~~

On March 16, 2011, two investors who participated in the June 2010 Private Placement elected to convert 77,143 shares of Series B convertible preferred stock into 150,000 shares of common stock. These shares of common stock were issued in reliance on the exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Removed and Reserved

Item 5. Other Information

The Company amended and restated in its entirety the existing Cooperation Agreement with Wang Da, Breeding Hog Exclusive Sales Agreement with Golden Lotus, Three Parties Cooperation Agreement with Golden Lotus and Wang Da (collectively, “Operating Agreements”) on March 28, 2011 and April 1, 2011None. ~~Below is a summary of the material provisions of the Amended and Restated Operating Agreements that changed as a result of such amendments and restatements:~~

· The Three Parties Cooperation Agreement was amended to include a confidentiality provision.

· Golden Lotus and Wang Da are obligated to share client information with each other pursuant to the Amended and Restated Three Parties Cooperation Agreement.

· The Three Parties Cooperation Agreement was amended to provide for customary events of default including the Company’s failure to increase the feedstuff purchase price when the raw material price for feedstuff goes up more than 6%.

· If Golden Lotus is in default, the Company can elect to terminate the agreement with Wang Da pursuant to the Amended and Restated Three Parties Cooperation Agreement.

· The Amended and Restated Breeding Hog Exclusive Sales Agreement with Golden Lotus provides that Golden Lotus can not sell breeding hogs other than those provided by the Company in Heilong Jiang province unless the Company is not able to provide 2,500 heads of breading hogs a quarter.

· The Amended and Restated Breeding Hog Exclusive Sales Agreement with Golden Lotus provides that Golden Lotus can not sell breeding hogs to its contacted farmers at a price of more than 120% of the price at which the Company sold to Golden Lotus.

· The Cooperation Agreement was amended to increase the purchase price for the fodder to RMB 2,420 yuan (approximately $369.7) per ton.

· The Amended and Restated Cooperation Agreement with Wang Da provides that Wang Da will deposit RMB 7 million yuan (approximately $1.07 million) with the Company as security deposit upon the execution of the Amended and Restatement Cooperation Agreement. In case Wang Da is in default, the Company can apply the security deposit to the outstanding advances.

All other material terms of the existing Operating Agreements remain the same and are described in more detail in the Annual Report on Form 10-K for the fiscal year ended June 30, 2011, as amended.

Pursuant to the Memorandum re Restated and Amended Operating Agreements entered into among the Company, Golden Lotus and Wang Da on March 21, 2011, the existing Operating Agreements shall terminate upon the execution of the Amended and Restated Operating Agreements.

A copy of each of the Restated and Amended Breeding Hog Exclusive Sales Agreement, Restated and Amended Cooperation Agreement, Restated and Amended Three Parties Cooperation Agreement and Memorandum re Restated and Amended Operating Agreements is filed as Exhibits 10.1, 10.2, 10.3 and 10.4, respectively, to this Quarterly Report on Form 10-Q and incorporated herein by reference. The descriptions of the material terms of the above agreements contained in this Quarterly Report are qualified in their entirety by reference to Exhibits 10.1, 10.2, 10.3 and 10.4, respectively.

Item 6. Exhibits

(a) Exhibits

Exhibit Number	Description of Exhibit	~~Description of Exhibit~~
10.1*		English Translation of Restated and Amended Breeding Hog Exclusive Sales Agreement between the Company and Harbin Golden Lotus Trade Co, Ltd.
31.1*	Certification of Principal Executive Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended.
10.2*		English Translation of Restated and Amended Cooperation Agreement between Heilongjiang Sen Yu Animal Husbandry Co., Ltd. and Heilongjiang Wang Da Feedstuff Co., Ltd.
31.2*	Certification of Principal Financial Officer pursuant to Rule 13a-14 and Rule 15d 14(a), promulgated under the Securities and Exchange Act of 1934, as amended.
10.3*		English Translation of Restated and Amended Three Parties Cooperation Agreement among the Company, Harbin Golden Lotus Trade Co, Ltd. and Heilongjiang Wang Da Feedstuff Co., Ltd.
32.1*	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).
10.4*		English Translation of Memorandum re Restated and Amended Operating Agreements among the Company, Harbin Golden Lotus Trade Co, Ltd. and Heilongjiang Wang Da Feedstuff Co., Ltd.
32.2*	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer).
31.1*		Certification of Principal Executive Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended.

31.2*		Certification of Principal Financial Officer pursuant to Rule 13a-14 and Rule 15d 14(a), promulgated under the Securities and Exchange Act of 1934, as amended.
101.Ins	XBRL Instance
32.1*		Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).
101.Sch	XBRL Schema
32.2*		Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer).
101.Cal	XBRL Calculation
101.Def	XBRL Definition
101.Lab	XBRL Label
101.Pre	XBRL Presentation

_________________

* Filed herewith

4037

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Sen Yu International, Inc.
	Sen Yu International Holdings, Inc.
May 16, 2011	By:	/s/ Zhenyu Shang
November 14, 2011	By:	/s/ Zhenyu Shang
		Zhenyu Shang Chief Executive Officer (Principal Executive Officer)
May 16, 2011	By:	/s/ Paul Li
November 14, 2011	By:	/s/ Tongyu Zhang
		Paul Li Chief Financial Officer (Principal Accounting Officer)
		Tongyu Zhang Interim Chief Financial Officer (Principal Accounting Officer)

4138

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Sen Yu International, Inc.
May 16, 2011	By:	/s/ Zhenyu Shang
		Zhenyu Shang Chief Executive Officer (Principal Executive Officer)
May 16, 2011	By:	/s/ Paul Li
		Paul Li Chief Financial Officer (Principal Accounting Officer)

Filing Compare · SEN YU INTERNATIONAL HOLDINGS, INC.