-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, S/fML4K8ZtoJMfTyO3t8/UPdm9lBL8CPMPUwDw956BxSwHC7mMCzcEdapU6BWcdW StfPlKrx3XkV8YL8O5Ml5g== 0001019687-03-001939.txt : 20030922 0001019687-03-001939.hdr.sgml : 20030922 20030922140620 ACCESSION NUMBER: 0001019687-03-001939 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030922 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: YOU-BIN LENG CENTRAL INDEX KEY: 0001235841 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 232 ALABAMA STREET CITY: SAN GABRIEL STATE: CA ZIP: 91775 BUSINESS PHONE: 6262874598 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN DAIRY INC CENTRAL INDEX KEY: 0000789868 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 870445575 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-79071 FILM NUMBER: 03903981 BUSINESS ADDRESS: STREET 1: 865 SOUTH FIGUEROA STREET STREET 2: SUITE 3340 CITY: LOS ANGELES STATE: CA ZIP: 90017 BUSINESS PHONE: 213-488-5131 MAIL ADDRESS: STREET 1: 865 SOUTH FIGUEROA STREET STREET 2: SUITE 3340 CITY: LOS ANGELES STATE: CA ZIP: 90017 FORMER COMPANY: FORMER CONFORMED NAME: LAZARUS INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: GASLIGHT INC DATE OF NAME CHANGE: 19880421 SC 13D/A 1 leng_13da1-073103.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 AMERICAN DAIRY, INC. -------------------- (Name of Issuer) COMMON STOCK ------------ (Title of Class of Securities) 450663 10 9 ----------- (CUSIP Number) MR. LENG YOU-BIN AMERICAN DAIRY, INC. KEDONG COUNTY, HEILONGJIANG PROVINCE PEOPLE'S REPUBLIC OF CHINA 164800 TELEPHONE: 045-431268 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) JULY 31, 2003 ------------- (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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. |_| (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item I; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. 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). SCHEDULE 13D CUSIP NO. - -------------------------------------------------------------------------------- (1) Names of Reporting Persons. I.R.S. Identification Nos. of Above Persons (entities only) LENG YOU-BIN - -------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member (a) [ ] of a Group (b) [ ] NOT APPLICABLE - -------------------------------------------------------------------------------- (3) SEC Use Only - -------------------------------------------------------------------------------- (4) Source of Funds OO (STOCK EXCHANGE FOR DEBT) - -------------------------------------------------------------------------------- (5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) |_| - -------------------------------------------------------------------------------- (6) Citizenship or Place of Organization PEOPLE'S REPUBLIC OF CHINA - -------------------------------------------------------------------------------- Number of Shares (7) Sole Voting Power: Beneficially Owned 9,987,535 by Each Reporting ------------------------------------------------------ Person With (8) Shared Voting Power N/A ------------------------------------------------------ (9) Sole Dispositive Power 9,987,535 SHARES OF COMMON STOCK ------------------------------------------------------ (10) Shared Dispositive Power N/A ------------------------------------------------------ - -------------------------------------------------------------------------------- 11) Aggregate Amount Beneficially Owned by Each Reporting Person 9,987,535 SHARES OF COMMON STOCK - -------------------------------------------------------------------------------- (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares N/A - -------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 79.9% OF COMMON STOCK - -------------------------------------------------------------------------------- (14) Type of Reporting Person INDIVIDUAL - -------------------------------------------------------------------------------- ITEM 1. SECURITY AND ISSUER This statement relates to the Common Stock, $.001 par value (the "Common Stock") and other securities of American Dairy, Inc. (the "Issuer"), a Utah corporation which has its principal executive offices at 1st Qingxiang Street, Kedong County, Heilongjiang Province 164800, People's Republic of China. ITEM 2. IDENTITY AND BACKGROUND This statement relates to the securities of the Issuer that were acquired by Leng You-Bin ("Mr. Leng") whose principal business is dairy processing and marketing in the People's Republic of China of milk powder. The business address of Mr. Leng is: 1st Qingxiang Street, Kedong County, Heilongjiang Province 164800, People's Republic of China. Mr. Leng has not during the last five years been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, U.S. federal or state securities laws or finding any violation with respect to such laws. Mr. Leng is a citizen of the People's Republic of China. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Mr. Leng acquired 8,129,032 shares of the Common Stock, $.001 par value of the Issuer on May 7, 2003. Mr. Leng acquired these shares of the Issuer in exchange for all of his Common Stock of American Dairy Holdings, Inc., a Delaware corporation. Mr. Leng acquired 858,503 net shares of the Common Stock, $.001 par value, of the Issuer on July 31, 2003 in exchange for $1,886,311 of outstanding debt owed to him by the Issuer. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) As of the date hereof, Mr. Leng is the beneficial owner of 8,987,535 shares of the Common Stock of the Issuer. (b) Mr. Leng has the sole power to vote and to dispose of the securities of the Issuer described herein. (c) No other purchases or sales of the Common Stock of the Issuer have been made by Mr. Leng during the 60 days preceding this purchase. (d) To the best knowledge of Mr. Leng, no other person or entity has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities beneficially owned by him. (e) Not Applicable. 3 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. September 16, 2003 By: s/ Leng You-Bin ------------------------- Leng You-Bin 4 -----END PRIVACY-ENHANCED MESSAGE-----