SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Sequoia Capital China Growth Fund I LP (Last) (First) (Middle) SUITE 2215, TWO PACIFIC PLACE 88 QUEENSWAY (Street) K3 PRC (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol AMERICAN DAIRY INC [ ADY ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 03/29/2010
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/29/2010		J		19,690	A	$0	98,450	I	See Footnote(1)
Common Stock	03/29/2010		J		2,262	A	$0	11,312	I	See Footnote(2)
Common Stock	03/29/2010		J		3,048	A	$0	15,238	I	See Footnote(3)
Common Stock	03/29/2010		J		290,733	A	$0	1,533,647	I	See Footnote(4)
Common Stock	03/29/2010		J		6,933	A	$0	36,574	I	See Footnote(5)
Common Stock	03/29/2010		J		35,667	A	$0	188,145	I	See Footnote(6)
Common Stock	03/29/2010		J		166,667	A	$0	833,334	I	See Footnote(7)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Sequoia Capital China Growth Fund I LP (Last) (First) (Middle) SUITE 2215, TWO PACIFIC PLACE 88 QUEENSWAY (Street) K3 PRC (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SEQUOIA CAPITAL CHINA I LP (Last) (First) (Middle) SUITE 2215, TWO PACIFIC PLACE 88 QUEENSWAY (Street) K3 PRC (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SEQUOIA CAPITAL CHINA PARTNERS FUND I LP (Last) (First) (Middle) SUITE 2215, TWO PACIFIC PLACE 88 QUEENSWAY (Street) K3 PRC (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SEQUOIA CAPITAL CHINA PRINCIPALS FUND I L P (Last) (First) (Middle) SUITE 2215, TWO PACIFIC PLACE 88 QUEENSWAY (Street) K3 PRC (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SEQUOIA CAPITAL CHINA MANAGEMENT I LP (Last) (First) (Middle) SUITE 2215, TWO PACIFIC PLACE 88 QUEENSWAY (Street) K3 PRC (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SEQUOIA CAPITAL CHINA GROWTH PARTNERS FUND I LP (Last) (First) (Middle) SUITE 2215, TWO PACIFIC PLACE 88 QUEENSWAY (Street) K3 PRC (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SEQUOIA CAPITAL CHINA GF PRINCIPALS FUND I LP (Last) (First) (Middle) SUITE 2215, TWO PACIFIC PLACE 88 QUEENSWAY (Street) K3 PRC (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SEQUOIA CAPITAL CHINA GROWTH FUND MANAGEMENT I LP (Last) (First) (Middle) SUITE 2215, TWO PACIFIC PLACE 88 QUEENSWAY (Street) K3 PRC (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SC CHINA HOLDING Ltd (Last) (First) (Middle) SUITE 2215, 22/F, TWO PACIFIC PLACE 88 QUEENSWAY ROAD (Street) N/A K3 NA (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SHEN NEIL NANPENG (Last) (First) (Middle) SUITE 2215, TWO PACIFIC PLACE 88 QUEENSWAY (Street) K3 PRC (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The reported securities are owned directly by Sequoia Capital China I, L.P. ("SCC I") and indirectly by Sequoia Capital China Management I,L.P. ("SCC MGMT I"), as general partner of SCC I, and SC China Holding Limited ("SCC HOLD"), as general partner of SCC MGMT I. Pursuant to Rule 16a-1, SCC MGMT I and SCC HOLD disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein. Neil Nanpeng Shen and Kui Zhou are Managing Directors of SCC HOLD. Neil Nanpeng Shen and Kui Zhou disclaim beneficial ownerships of the reported securities except to the extent of their individual pecuniary interest therein.

2. The reported securities are owned directly by Sequoia Capital China Partners Fund I, L.P. ("SCC PTRS I") and indirectly by SCC MGMT I, as general partner of SCC PTRS I, and SCC HOLD, as general partner of SCC MGMT I. Pursuant to Rule 16a-1, SCC MGMT I and SCC HOLD disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein. Neil Nanpeng Shen and Kui Zhou are Managing Directors of SCC HOLD. Neil Nanpeng Shen and Kui Zhou disclaim beneficial ownerships of the reported securities except to the extent of their individual pecuniary interest therein.

3. The reported securities are owned directly by Sequoia Capital China Principals Fund I, L.P. ("SCC PRIN I") and indirectly by SCC MGMT I, as general partner of SCC PRIN I, and SCC HOLD, as general partner of SCC MGMT I. Pursuant to Rule 16a-1, SCC MGMT I and SCC HOLD disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein. Neil Nanpeng Shen and Kui Zhou are Managing Directors of SCC HOLD. Neil Nanpeng Shen and Kui Zhou disclaim beneficial ownerships of the reported securities except to the extent of their individual pecuniary interest therein.

4. The reported securities are owned directly by Sequoia Capital China Growth Fund I, L.P. ("SCCGF I") and indirectly by Sequoia Capital China Growth Fund Management I, L.P. ("SCCGF MGMT I"), as general partner of SCCGF I, and SCC HOLD, as general partner of SCCGF MGMT I. Pursuant to Rule 16a-1, SCCGF MGMT I and SCC HOLD disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein. Neil Nanpeng Shen and Kui Zhou are Managing Directors of SCC HOLD. Neil Nanpeng Shen and Kui Zhou disclaim beneficial ownerships of the reported securities except to the extent of their individual pecuniary interest therein.

5. The reported securities are owned directly by Sequoia Capital China Growth Partners Fund I, L.P. ("SCCGF PTRS I") and indirectly by SCCGF MGMT I, as general partner of SCCGF PTRS I, and SCC HOLD, as general partner of SCCGF MGMT I. Pursuant to Rule 16a-1, SCCGF MGMT I and SCC HOLD disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein. Neil Nanpeng Shen and Kui Zhou are Managing Directors of SCC HOLD. Neil Nanpeng Shen and Kui Zhou disclaim beneficial ownerships of the reported securities except to the extent of their individual pecuniary interest therein.

6. The reported securities are owned directly by Sequoia Capital China GF Principals Fund I, L.P. ("SCCGF PRIN I") and indirectly by SCCGF MGMT I, as general partner of SCCGF PRIN I, and SCC HOLD, as general partner of SCCGF MGMT I. Pursuant to Rule 16a-1, SCCGF MGMT I and SCC HOLD disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein. Neil Nanpeng Shen and Kui Zhou are Managing Directors of SCC HOLD. Neil Nanpeng Shen and Kui Zhou disclaim beneficial ownerships of the reported securities except to the extent of their individual pecuniary interest therein.

7. The reported securities are owned directly by Sequoia Capital U.S. Growth Fund IV, L.P. ("SCGF IV") and indirectly by SCGF IV Management, L.P ("SCGF MGMT IV"), as general partner of SCGF IV, and SCGF GenPar, Ltd ("SCGF GP"), as general partner of SCGF MGMT IV. Pursuant to Rule 16a-1, SCGF MGMT IV and SCGF GP disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein. Michael Moritz, Douglas Leone, Roelof Botha, Scott Carter, James Goetz and Michael Goguen are Managing Directors of SCGF GP. Michael Moritz, Douglas Leone, Roelof Botha, Scott Carter, James Goetz and Michael Goguen disclaim beneficial ownerships of the reported securities except to the extent of their individual pecuniary interest therein.

Remarks:

The reported securities are issued as performance adjustment shares pursuant to a subscription agreement by and among American Dairy, Inc and Sequoia Capital China Growth Fund I, L.P., and certain of its affiliates, dated August 11, 2009. This report is filed jointly by SCC I, SCC PTRS I, SCC PRIN I, SCC MGMT I, SCCGF I, SCCGF PTRS I, SCCGF PRIN I, SCCGF MGMT I, SCC HOLD, Neil Nanpeng Shen, Kui Zhou, SCGF IV, SCGF MGMT IV, SCGF GP, Michael Moritz, Douglas Leone, Roelof Botha, Scott Carter, James Goetz and Michael Goguen. SCC I, SCC PTRS I, SCC PRIN I, SCCGF I, SCCGF PTRS I, SCCGF PRIN I and SCGF IV (together, the "Investors") may each be deemed a director by deputization by virtue of their right to nominate a representative to serve on the board of directors of American Dairy, Inc. ("American Dairy"). Neil Nanpeng Shen serves as the Investor's representative on American Dairy's board of directors. SCC I, SCC PTRS I, SCC PRIN I, SCC MGMT I, SCCGF I, SCCGF PTRS I, SCCGF PRIN I, SCCGF MGMT I, SCC HOLD, Neil Nanpeng Shen, Kui Zhou, SCGF IV, SCGF MGMT IV, SCGF GP, Michael Moritz, Douglas Leone, Roelof Botha, Scott Carter, James Goetz and Michael Goguen may each be deemed a member of a Section 13(d) group that owns more than 10% of American Dairy's out standing Common Stock. The filing of this report shall not be construed as an admission that the Reporting Persons share beneficial ownership of these reported securities. This report is one of two reports, each on a separate Form 4 on the date hereof, but relating to the same transactions being filed by the reporting persons. This version is Part I.

	Sequoia Capital China Growth Fund I, L.P., By: Sequoia Capital China Growth Fund Management I, L.P., By: SC China Holding Limited, By: /s/ Jimmy Wong	03/31/2010
	Sequoia Capital China Growth Partners Fund I, L.P.,By:Sequoia Capital China Growth Fund Management I, L.P., By: SC China Holding Limited, By: /s/ Jimmy Wong as Authorized Signatory	03/31/2010
	Sequoia Capital China GF Principals Fund I, L.P.,By:Sequoia Capital China Growth Fund Management I, L.P., By: SC China Holding Limited, By: /s/ Jimmy Wong as Authorized Signatory	03/31/2010
	Sequoia Capital China Growth Fund Management I, L.P., By: SC China Holding Limited, By: /s/ Jimmy Wong as Authorized Signatory	03/31/2010
	SC China Holding Limited, By: /s/ Jimmy Wong as Authorized Signatory	03/31/2010
	Sequoia Capital China I, L.P.,By:Sequoia Capital China Management I, L.P., By: SC China Holding Limited, By: /s/ Jimmy Wong as Authorized Signatory	03/31/2010
	Sequoia Capital China Partners Fund I, L.P.,By:Sequoia Capital China Management I, L.P., By: SC China Holding Limited, By: /s/ Jimmy Wong as Authorized Signatory	03/31/2010
	Sequoia Capital China Principals Fund I, L.P.,By:Sequoia Capital China Management I, L.P., By: SC China Holding Limited, By: /s/ Jimmy Wong as Authorized Signatory	03/31/2010
	Sequoia Capital China Management I, L.P., By: SC China Holding Limited, By: /s/ Jimmy Wong as Authorized Signatory	03/31/2010
	/s/ Neil Nanpeng Shen	03/31/2010
	** Signature of Reporting Person	Date
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