UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

(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).

Explanatory Note

This Amendment No. 2 (this “Amendment”) amends and supplements the Schedule 13D and Schedule 13D Amendment No. 1 (the “Schedule 13D”) filed with the Securities and Exchange Commission on April 2, 2012, by Prestige Trade Investments Limited, (“Prestige”), Siming Yang (“Mr. Yang”), Fei Xiao (“Mrs. Xiao”), and Chidong Wang (“Mr. Wang”), relating to their beneficial ownership of Shares (each, a “Share,” collectively, the “Shares”) of common stock (the “Common Stock”) of Zhongpin Inc., a Delaware corporation (the “Issuer” or the “Company”). The address of the Issuer’s principal executive office is 21 Changshe Road, Changge City, Henan Province, The People’s Republic of China 461500.

Unless expressly amended or supplemented by this Amendment, all information previously included in the Schedule 13D remains in effect.

(a) This Amendment is being filed by Prestige Trade Investments Limited, a BVI company (“Prestige”), Siming Yang, an individual (“Mr. Yang”), Caiyin Fan, an individual (“Ms. Fan”), Fei Xiao, an individual (“Mrs. Xiao”), and Chidong Wang, also an individual (“Mr. Wang”). Each of the individuals and Prestige is referred to herein as a “Reporting Person” and collectively as “Reporting Persons.”

Prestige is a business company organized in the British Virgin Islands. Mr. Yang, Mrs. Xiao and Mr. Wang are executive directors of Prestige. Ms. Fan is a business partner of Mr. Yang. Ms. Fan, together with Mr. Yang, beneficially own the Shares indicated on Items 7-11 of page 4 of this Amendment, consisting of option contracts and Common Stocks of the Issuer that were purchased through Ms. Fan’s joint account with Mr. Yang as described below.

(b) Ms. Fan’s business address is: Room 504, No. 99, Jinbi Road, Guangzhou Economic Development Zone, Guangzhou, China.

Item 2(f) of the Schedule 13D is amended and supplemented as follows:

(f) Mr. Yang, Ms. Fan, Mr. Wang and Mrs. Xiao are citizens of The People’s Republic of China.

Item 3 of the Schedule 13D is amended and restated in its entirety as follows:

The Shares were acquired for investment purposes through open market purchases. The source of funds for all such purchases, except the Shares personally owned by Ms. Fan together with Mr. Yang, as described below, was the working capital of Prestige. Ms. Fan and Mr. Yang used their own personal funds to acquire the Shares of Common Stock that they personally hold together.

Item 5(a) and (b) of the Schedule 13D is amended and restated in its entirety as follows:

(a)-(b) The Shares beneficially owned by Prestige as of April 9, 2012 was approximately 8.5% of the issued and outstanding Shares of Common Stock. Reference is made hereby to Items 7-11 of pages 2-6 of this Amendment, which Items are incorporated herein by reference.

Mr. Yang, Mrs. Xiao and Mr. Wang, as executive directors of Prestige, may be deemed to beneficially own the shares owned by Prestige in that they may be deemed to have the power to direct the voting or disposition of the shares. Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that

any of Mr. Yang, Mrs. Xiao and Mr. Wang is, for any other purpose, the beneficial owner of any such securities, and Mr. Yang, Mrs. Xiao and Mr. Wang disclaim beneficial ownership as to such securities except to the extent of their respective pecuniary interests therein. For the purposes of this Amendment, Mr. Yang, Mrs. Xiao and Mr. Wang beneficially owns 3,194,893 shares of Common Stock (which is comprised of the shares of Common Stock owned by Prestige as described above), and the percentage of Common Stock beneficially owned by such reporting persons for the purposes of this Amendment is 8.5%. Ms. Fan, together with Mr. Yang, beneficially own 422,800 shares of Common Stock (including for this purpose, 356,800 shares of Common Stock issuable upon exercise of options) and the percentage of Common Stock owned by Ms. Fan and Mr. Yang together for the purposes of this Amendment is 1%.

Item 5(c) of the Schedule 13D is amended and supplemented as follows:

(c) During the past 60 days, the Reporting Persons purchased the following shares of Common Stock in the open market:

During the past 60 days, the Reporting Persons purchased the following Option Contracts in the open market:

During the past 60 days, the Reporting Persons sold the following shares of Common Stock in the open market:

During the past 60 days, the Reporting Persons sold the following Option Contracts in the open market:

Item 6 of the Schedule 13D is amended and supplemented as follows:

Pursuant to Rule 13d-1(k) promulgated under the Exchange Act, the Reporting Persons have entered into an agreement with respect to the joint filing of this statement, and any amendment or amendments hereto.

By virtue of the relationships between and among the Reporting Persons, as described in Item 2, the Reporting Persons may be deemed to be a “group” under the Federal securities laws.

Except as described or referred to above, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between such persons and any other person with respect to any securities of the Issuer, including but not limited to transfer or voting of any securities of the Issuer, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

The following documents are filed as exhibits hereto:

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

EXHIBIT INDEX

The following documents are filed as exhibits hereto:

Exhibit 1

JOINT FILING UNDERTAKING

The undersigned, being authorized thereunto, hereby execute this agreement as an exhibit to this Amendment to evidence the agreement of the below-named parties, in accordance with rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule, as it may be amended, jointly on behalf of each of such parties.

Exhibit 5

POWER OF ATTORNEY

Know all men by these presents that the undersigned hereby appoints each of Jay B. Gould and Michael Wu, signing singly, to be his true and lawful attorneys-in-fact to:

(1) obtain EDGAR access codes for purposes of submitting securities filings with the U.S. Securities and Exchange Commission;

(2) execute for and on behalf of the undersigned, in the undersigned’s capacity as member of a group, Schedules 13D or 13G in accordance with Section 13(d) of the Exchange Act and the rules thereunder, as well as Forms 3, 4 or 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules thereunder;

(3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Schedules 13D or 13G, or Forms 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission;

(4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in service in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with the filing requirements of Section 13 and Section 16 of the Exchange Act.

The Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Schedules 13D or 13G, or Forms 3, 4, or 5 with respect to the undersigned’s holdings of and transactions in securities, unless earlier revoked by the undersigned in signed writing delivered to the foregoing attorneys-in-fact. The Power of Attorney shall terminate with respect to each attorney-in-fact hereby appointed if and when such attorney-in-fact shall no longer work for Pillsbury Winthrop Shaw Pittman LLP.

In witness whereof, the undersigned has caused this Power of Attorney to be executed this 10th day of April 2012.