SEC FORM 4

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

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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^*

Pike Capital Partners, LP

(Last)

(First)

(Middle)

275 MADISON AVE

SUITE 418

(Street)

NEW YORK

10016

(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)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
04/24/2005

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/01/2006		J		178,019	D	$0⁽¹⁾	643,410	D⁽²⁾⁽⁷⁾
Common Stock	01/01/2006		J		178,019	A	$0⁽¹⁾	178,019	D⁽³⁾⁽⁷⁾
Common Stock	01/01/2006		J		406,901	D	$0⁽¹⁾	236,509	D⁽²⁾⁽⁷⁾
Common Stock	01/01/2006		J		406,901	A	$0⁽¹⁾	584,920	D⁽³⁾⁽⁷⁾
Common Stock	04/01/2006		J		41,495	D	$0⁽¹⁾	195,014	D⁽²⁾⁽⁷⁾
Common Stock	04/01/2006		J		41,495	A	$0⁽¹⁾	626,415	D⁽³⁾⁽⁷⁾
Common Stock	04/01/2006		J		94,846	D	$0⁽¹⁾	100,168	D⁽²⁾⁽⁷⁾
Common Stock	04/01/2006		J		94,846	A	$0⁽¹⁾	721,261	D⁽³⁾⁽⁷⁾
Common Stock	04/24/2006		C		45,729	A	$8⁽⁴⁾	145,897	D⁽²⁾⁽⁷⁾
Common Stock	04/24/2006		C		329,271	A	$8⁽⁴⁾	1,050,532	D⁽³⁾⁽⁷⁾
Common Stock	04/24/2006		J		2,955	A	$0⁽⁵⁾	148,852	D⁽²⁾⁽⁷⁾
Common Stock	04/24/2006		J		21,420	A	$0⁽⁵⁾	1,071,952	D⁽³⁾⁽⁷⁾
Common Stock	12/06/2006		X		34,841	A	$3.8⁽⁶⁾	183,693	D⁽²⁾⁽⁷⁾
Common Stock	12/06/2006		X		250,874	A	$3.8⁽⁶⁾	1,322,826	D⁽³⁾⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
6.5% Series A Convertible Note	$8	04/24/2005		P		$3,000,000		04/24/2005	04/21/2006	Common Stock	375,000	$3,000,000	$3,000,000	D⁽²⁾⁽⁷⁾
7.5% Series B Convertible Note	$10	06/30/2005		P		$2,500,000		06/30/2005	06/30/2007	Common Stock	250,000	$2,500,000	$2,500,000	D⁽²⁾⁽⁷⁾
7.5% Series B Convertible Note	$10	08/12/2005		P		$2,500,000		08/12/2005	08/14/2007	Common Stock	250,000	$2,500,000	$2,500,000	D⁽²⁾⁽⁷⁾
6.5% Series A Convertible Note	$8	01/01/2006		J			$2,136,232	04/24/2005	04/21/2006	Common Stock	267,029	$0⁽¹⁾	$863,768	D⁽²⁾⁽⁷⁾
6.5% Series A Convertible Note	$8	01/01/2006		J		$2,136,232		04/24/2005	04/21/2006	Common Stock	267,029	$0⁽¹⁾	$2,136,232	D⁽³⁾⁽⁷⁾
7.5% Series B Convertible Note	$10	01/01/2006		J			$1,780,192	06/30/2005	06/30/2007	Common Stock	178,019	$0⁽¹⁾	$719,808	D⁽²⁾⁽⁷⁾
7.5% Series B Convertible Note	$10	01/01/2006		J		$1,780,192		06/30/2005	06/30/2007	Common Stock	178,019	$0⁽¹⁾	$1,780,192	D⁽³⁾⁽⁷⁾
7.5% Series B Convertible Note	$10	01/01/2006		J			$1,780,192	08/12/2005	08/14/2007	Common Stock	178,019	$0⁽¹⁾	$719,808	D⁽²⁾⁽⁷⁾
7.5% Series B Convertible Note	$10	01/01/2006		J		$1,780,192		08/12/2005	08/14/2007	Common Stock	178,019	$0⁽¹⁾	$1,780,192	D⁽³⁾⁽⁷⁾
Warrants	$2.25	01/01/2006		J			178,019	08/31/2004	08/31/2009	Common Stock	178,019	$0⁽¹⁾	71,981	D⁽²⁾⁽⁷⁾
Warrants	$2.25	01/01/2006		J		178,019		08/31/2004	08/31/2009	Common Stock	178,019	$0⁽¹⁾	178,019	D⁽³⁾⁽⁷⁾
Warrants	$3.8	01/01/2006		J			203,451	12/06/2004	12/05/2006	Common Stock	203,451	$0⁽¹⁾	82,264	D⁽²⁾⁽⁷⁾
Warrants	$3.8	01/01/2006		J		203,451		12/06/2004	12/05/2006	Common Stock	203,451	$0⁽¹⁾	203,451	D⁽³⁾⁽⁷⁾
Warrants	$3.8	01/01/2006		J			47,423	12/06/2004	12/05/2006	Common Stock	47,423	$0⁽¹⁾	34,841	D⁽²⁾⁽⁷⁾
Warrants	$3.8	01/01/2006		J		47,423		12/06/2004	12/05/2006	Common Stock	47,423	$0⁽¹⁾	250,874	D⁽³⁾⁽⁷⁾
6.5% Series A Convertible Note	$8	04/01/2006		J			$497,936	04/24/2005	04/21/2006	Common Stock	62,242	$0⁽¹⁾	$365,832	D⁽²⁾⁽⁷⁾
6.5% Series A Convertible Note	$8	04/01/2006		J		$497,936		04/24/2005	04/21/2006	Common Stock	62,242	$0⁽¹⁾	$2,634,168	D⁽³⁾⁽⁷⁾
7.5% Series B Convertible Note	$10	04/01/2006		J			$414,950	06/30/2005	06/30/2007	Common Stock	41,495	$0⁽¹⁾	$304,857	D⁽²⁾⁽⁷⁾
7.5% Series B Convertible Note	$10	04/01/2006		J		$414,950		06/30/2005	06/30/2007	Common Stock	41,495	$0⁽¹⁾	$2,195,143	D⁽³⁾⁽⁷⁾
7.5% Series B Convertible Note	$10	04/01/2006		J			$414,951	08/12/2005	08/14/2007	Common Stock	41,495	$0⁽¹⁾	$304,857	D⁽²⁾⁽⁷⁾
7.5% Series B Convertible Note	$10	04/01/2006		J		$414,951		08/12/2005	08/14/2007	Common Stock	41,495	$0⁽¹⁾	$2,195,143	D⁽³⁾⁽⁷⁾
Warrants	$2.25	04/01/2006		J			41,495	08/31/2004	08/31/2009	Common Stock	41,495	$0⁽¹⁾	30,486	D⁽²⁾⁽⁷⁾
Warrants	$2.25	04/01/2006		J		41,495		08/31/2004	08/31/2009	Common Stock	41,495	$0⁽¹⁾	219,514	D⁽³⁾⁽⁷⁾
6.5% Series A Convertible Note	$8	04/24/2006		C			$365,832	04/24/2005	04/21/2006	Common Stock	45,729	$0⁽⁴⁾	$0.00	D⁽²⁾⁽⁷⁾
6.5% Series A Convertible Note	$8	04/24/2006		C			$2,634,168	04/24/2005	04/21/2006	Common Stock	329,271	$0⁽⁴⁾	$0.00	D⁽³⁾⁽⁷⁾
Warrants	$3.8	12/06/2006		X			34,841	12/06/2004	12/05/2006	Common Stock	34,841	$0⁽⁶⁾	0	D⁽²⁾⁽⁷⁾
Warrants	$3.8	12/06/2006		X			250,874	12/06/2004	12/05/2006	Common Stock	250,874	$0⁽⁶⁾	0	D⁽³⁾⁽⁷⁾

1. Name and Address of Reporting Person^*

Pike Capital Partners, LP

(Last)

(First)

(Middle)

275 MADISON AVE

SUITE 418

(Street)

NEW YORK

10016

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Pike Capital Partners (QP), LP

(Last)

(First)

(Middle)

275 MADISON AVE

SUITE 418

(Street)

NEW YORK

10016

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. On January 1, 2006 and on April 1, 2006, securities of the issuer owned by Pike Capital Partners, LP, a Delaware limited partnership ("LP Fund"), were transferred at market value from the LP Fund to its affiliate, Pike Capital Partners (QP), LP, a Delaware limited partnership ("QP Fund"). No purchase or sale was made in the open market.

2. Represents a transaction of the LP Fund.

3. Represents a transaction of the QP Fund.

4. The Series A Convertible Notes ("Series A Notes") converted into shares of common stock at a conversion price of $8.00 pursuant to the terms of the Series A Notes.

5. The interest accrued on the Series A Notes was paid in shares of common stock upon the conversion of such notes pursuant to the terms of the Series A Notes.

6. The warrants were exercised for shares of common stock at an exercise price of $3.80 per share pursuant to the terms of the warrants.

7. Pike Capital Management LLC, a Delaware limited liability company ("Pike Management"), is the general partner of each of the LP Fund and QP Fund. Mr. Daniel W. Pike is the managing member of Pike Management. Each of Pike Management and Mr. Pike may be deemed to indirectly beneficially own the securities directly owned by the LP Fund and QP Fund. For purposes of this Form 4, Pike Management and Mr. Pike disclaim ownership of the shares of common stock owned by the funds reporting on this Form 4 except to the extent of their pecuniary interest therein.

	Daniel W. Pike, Managing Member of Pike Capital Management LLC, General Partner of Pike Capital Partners, LP	02/09/2007
	Daniel W. Pike, Managing Member of Pike Capital Management LLC, General Partner of Pike Capital Partners (QP), LP	02/09/2007
	Daniel W. Pike, Managing Member of Pike Capital Management LLC	02/09/2007
	Daniel W. Pike	02/09/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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