UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 16)*

Information to be Included in Statements Filed Pursuant to Rule 13d-1(a) and Amendments Thereto Filed Pursuant to Rule 13d-2(a)

CHINA TRANSINFO TECHNOLOGY CORP.
(Name of Issuer)

Common Stock, Par Value $0.001 Per Share
(Title of Class of Securities)

169453 10 7
 (CUSIP Number)

February 19, 2012
(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d -1(e), 240.13d -1(f) or 240.13d -1(g), check the following box. [     ]

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d -7 for other parties to whom copies are to be sent.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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⁽¹⁾ Based on 25,270,069 shares of our common stock outstanding as of February 19, 2012.

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⁽¹⁾ Includes 6,005,242 shares of common stock of the Company owned by Karmen Investment Holdings Limited.

⁽²⁾ Based on 25,270,069 shares of common stock of the Company outstanding as of February 19, 2012.

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⁽¹⁾ Includes 6,005,242 shares of common stock of the Company owned by Karmen Investment Holdings Limited.

⁽²⁾ Includes 6,005,242 shares of common stock of the Company owned by Karmen Investment Holdings Limited and 1,031,835 shares of common stock of the Company owned by Shudong Xia.

⁽³⁾ Based on 25,270,069 shares of common stock of the Company outstanding as of February 19, 2012.

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This Amendment No. 16 to Schedule 13D (this “Amendment No. 16”) relates to the common stock, par value $0.001 per share (the “Common Stock”), of China TransInfo Technology Corp., a Nevada corporation (the “Company”). This Amendment No. 16 is filed jointly by Karmen Investment Holdings Limited (“Karmen”), East Action Investment Holdings Ltd. (“East Action”) and Shudong Xia (“Mr. Xia”). Karmen, East Action and Mr. Xia are collectively referred to as the “Reporting Persons.”

This Amendment No. 16 amends and supplements the statement on Schedule 13D filed on May 15, 2007 on behalf of the reporting persons named therein with the United States Securities and Exchange Commission (the “SEC”), as amended on September 3, 2008, April 26, 2010, March 9, 2011, March 16, 2011, March 24, 2011, April 15, 2011, May 10, 2011, August 30, 2011, September 20, 2011, October 7, 2011, October 24, 2011, November 9, 2011, November 28, 2011, December 14, 2011 and January 4, 2012 (as amended and supplemented to date, the “Schedule 13D”). Except as provided herein, this Amendment No. 16 does not modify any of the information previously reported on the Schedule 13D. Capitalized terms used but not defined herein have the meanings assigned to them in the Schedule 13D.

Item 3 of the Schedule 13D is hereby amended and supplemented by adding the following at the end thereof:

The Reporting Persons intend to finance the Proposed Transaction (as defined below) through a combination of debt financing and equity financing.

Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following at the end thereof:

On February 19, 2012, Mr. Xia, on behalf of himself, submitted a preliminary non-binding proposal (the “Proposal”) to the board of directors of the Company (the “Board”) for the acquisition of all of the Common Stock that are not currently owned by Mr. Xia through a going-private transaction (the “Proposed Transaction”).

In the Proposal, Mr. Xia proposed to acquire all of the outstanding Common Stock held by shareholders other than himself for $5.65 per share, which represents a premium of approximately 36.5% to the volume-weighted average closing price during the 60 trading days immediately prior to February 17, 2012 and a premium of approximately 10% to the Company’s closing price on February 17, 2012.

Mr. Xia intended to finance the Proposed Transaction with a combination of debt financing and equity financing and has held preliminary discussions with a Chinese bank which is experienced in financing going-private transactions in this regard. Mr. Xia also has held preliminary discussions with certain stockholders of the Company and other potential sources of equity financing, and may make agreements with them relating to possible investments in the Proposed Transaction.

Mr. Xia indicated in the Proposal that he is prepared to negotiate and finalize the terms of the Proposed Transaction in definitive transaction documents, which will provide for covenants and conditions typical and appropriate for transactions of this type.

The Proposal also provided that no binding obligation on the part of the Company or Mr. Xia shall arise with respect to the Proposed Transaction unless and until definitive agreements have been executed.

The foregoing summary of certain provisions of the Proposal is not intended to be complete. References to the Proposal in this Amendment No. 16 are qualified in their entirety by reference to the Proposal itself, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference as if set forth in its entirety.

If the Proposed Transaction is completed, the Common Stock would become eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Act and would be delisted from the NASDAQ Global Market.

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Except as indicated above and elsewhere herein, none of the Reporting Persons have any present plan or proposal that relates to or would result in any other action specified in clauses (a) through (j) of the instructions to Item 4 on Schedule 13D (although they reserve the right to develop such plan or proposal).

Item 6 of the Schedule 13D is hereby amended and supplemented by adding the following at the end thereof:

The Proposal described under Item 4 of this Amendment No. 16 is incorporated herein by reference.

Exhibit 99.1:

Proposal Letter from Mr. Xia to the Board, dated February 19, 2012.

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SIGNATURES

     After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Private & Confidential

PROPOSAL LETTER

February 19, 2012

Dear Sirs:

I, Shudong Xia, am pleased to submit this preliminary non-binding proposal (the “Proposal”) to acquire all of the common stock of China TransInfo Technology Corp. (the “Company”) that are not currently owned by me in a going-private transaction (the “Acquisition”).

I believe that my proposal of $5.65 in cash per share of common stock of the Company, will provide a very attractive alternative to the Company’s public stockholders. My proposal represents a premium of approximately 36% to the volume-weighted average closing price during the last 60 trading days and a premium of approximately 10% to the Company’s closing price on February 17, 2012.

The terms and conditions upon which I am prepared to pursue the Acquisition are set forth below. I am confident that an Acquisition can be closed on the basis as outlined in this letter.

The consideration payable for each share of common stock of the Company (other than those held by me and my affiliates) will be $5.65 in cash.

I intend to finance the Transaction with a combination of debt and equity capital.

a. Debt Financing. I have held preliminary discussions with a Chinese bank which is experienced in financing going-private transactions and expect to receive a letter of intent from them in due course. I expect commitments for the debt financing, subject to the terms and conditions set forth therein, to be in place when the Definitive Agreements (as defined below) are executed.

b. Equity Financing. Equity financing would be provided from my existing holdings of common stock. I have also held preliminary discussions with certain stockholders of the Company and other potential sources of equity financing, and may make agreements with them relating to possible investments in the Acquisition.

At this time there is no arrangement whatsoever with any stockholder of the Company or potential source of debt or equity financing for the Acquisition, and I do not propose to make any commitment prior to reaching transaction terms approved by the board of directors of the Company.

Parties providing financing will require a timely opportunity to conduct customary due diligence on the Company. I would like to ask the board of directors of the Company to accommodate such due diligence request and approve the provision of confidential

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Private & Confidential

information relating to the Company and its business to possible sources of equity and debt financing under a customary form of confidentiality agreement.

I am prepared to negotiate and finalize definitive agreements (the “Definitive Agreements”) providing for the Acquisition and related transactions very promptly. These documents will provide for covenants and conditions typical and appropriate for transactions of this type.

I intend promptly to file an amendment to my Schedule 13D to disclose this Proposal and my intention as discussed with the board of directors of the Company. However, I am sure you will agree that it is in all of our interests to proceed in a confidential manner, other than as required by law, until definitive agreements providing for a transaction have been executed or we have terminated our discussions.

I believe that the Acquisition will provide superior value to the Company’s public stockholders. I recognize that the board of directors of the Company will evaluate the Proposal independently before it can make its determination to endorse the Acquisition. Given my involvement in the proposed Acquisition, I also recognize that independent members of the Board will proceed to consider the proposed Acquisition. In considering my offer, you should be aware that I am interested only in acquiring the common stock of the Company that I do not already own, and that I do not intend to sell my stake in the Company to a third party.

I have retained Houlihan Lokey (China) Limited as my financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP as my legal counsel in connection with the Proposal and the Acquisition.

This Proposal does not constitute any binding commitment with respect to the Acquisition or any other transaction. Any commitment will result only from the execution of Definitive Agreements, and then will be on the terms provided in such documentation.

In closing, I would like to personally express my sincerity to work with the board of directors of the Company to bring this Acquisition to a successful and timely conclusion. Should you have any questions regarding these matters, please do not hesitate to contact me at +86 (10) 5169 1999. I look forward to hearing from you.

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