sc13ga105698004_12312009.htm

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

(Amendment No. 1)1

Fushi Copperweld, Inc.

(Name of Issuer)

Common Stock, $0.006 par value

(Title of Class of Securities)

36113E107

(CUSIP Number)

December 31, 2009

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

_______________

1 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 the disclosures provided in a prior cover page.

The information required in 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).

CUSIP NO. 36113E107

1	NAME OF REPORTING PERSON Kuhns Brothers, Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(a) x (b) o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5	SOLE VOTING POWER -0-
	6	SHARED VOTING POWER 1,549,757 (1)
	7	SOLE DISPOSITIVE POWER -0-
	8	SHARED DISPOSITIVE POWER 1,549,757 (1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,549,757 (1)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES		¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.2%
12	TYPE OF REPORTING PERSON CO

(1) Includes 86,005 shares of Common Stock currently issuable upon the exercise of certain warrants.

CUSIP NO. 36113E107

1	NAME OF REPORTING PERSON John D. Kuhns
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(a) x (b) o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5	SOLE VOTING POWER 203,245 (1)
	6	SHARED VOTING POWER 1,549,757 (2)
	7	SOLE DISPOSITIVE POWER 203,245 (1)
	8	SHARED DISPOSITIVE POWER 1,549,757 (2)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,753,002 (3)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES		¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.9%
12	TYPE OF REPORTING PERSON IN

(1) Includes 89,745 shares of Common Stock currently issuable upon the exercise of certain warrants.

(2) Includes 86,005 shares of Common Stock currently issuable upon the exercise of certain warrants.

(3) Includes 175,750 shares of Common Stock currently issuable upon the exercise of certain warrants.

CUSIP NO. 36113E107

1	NAME OF REPORTING PERSON Mary Fellows
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(a) x (b) o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5	SOLE VOTING POWER 111,279
	6	SHARED VOTING POWER 1,549,757 (1)
	7	SOLE DISPOSITIVE POWER 111,279
	8	SHARED DISPOSITIVE POWER 1,549,757 (1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,661,036 (1)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES		¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.6%
12	TYPE OF REPORTING PERSON IN

(1) Includes 86,005 shares of Common Stock currently issuable upon the exercise of certain warrants.

CUSIP NO. 36113E107

Item 1(a).

Name of Issuer:

Fushi Copperweld, Inc. (the “Issuer”).

Item 1(b).

Address of Issuer's Principal Executive Offices:

1 Shuang Qiang Road, Jinzhou

Dalian, People’s Republic of China 116100

Item 2(a).

Name of Person Filing

Item 2(b).

Address of Principal Business Office or, if None, Residence

Item 2(c).

Citizenship

Kuhns Brothers, Inc. (“Kuhns Brothers”)

558 Lime Rock Road

Lakeville, Connecticut 06039

Citizenship: Delaware

John D. Kuhns

558 Lime Rock Road

Lakeville, Connecticut 06039

Citizenship: United States

Mary Fellows

558 Lime Rock Road

Lakeville, Connecticut 06039

Citizenship: United States

Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

Item 2(d).

Title of Class of Securities:

Common Stock, $0.006 par value per share (the “Common Stock”).

Item 2(e).

CUSIP Number:

36113E107

Item 3.

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

/x/

Not applicable.

(a)

/ /

Broker or dealer registered under Section 15 of the Exchange Act.

(b)

/ /

Bank as defined in Section 3(a)(6) of the Exchange Act.

(c)

/ /

Insurance company as defined in Section 3(a)(19) of the Exchange Act.

(d)

/ /

Investment company registered under Section 8 of the Investment Company Act.

(e)

/ /

An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

CUSIP NO. 36113E107

(f)

/ /

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).

(g)

/ /

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).

(h)

/ /

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.

(i)

/ /

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.

(j)

/ /

Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Item 4.

Ownership

(a)

Amount beneficially owned:

As of the date hereof, Kuhns Brothers may be deemed to beneficially own 1,549,757 shares of Common Stock, including 86,005 shares of Common Stock currently issuable upon the exercise of certain warrants.

As of the date hereof, John D. Kuhns may be deemed to beneficially own an aggregate of 1,753,002 shares of Common Stock, including 175,750 shares of Common Stock currently issuable upon the exercise of certain warrants. Mr. Kuhns, as the President of Kuhns Brothers, may be deemed to beneficially own the 1,549,757 shares of Common Stock beneficially owned by Kuhns Brothers. Mr. Kuhns is also the direct beneficial owner of an additional 203,245 shares of Common Stock, including 89,745 shares of Common Stock currently issuable upon the exercise of certain warrants.

As of the date hereof, Mary Fellows may be deemed to beneficially own an aggregate of 1,661,036 shares of Common Stock, including 86,005 shares of Common Stock currently issuable upon the exercise of certain warrants. Ms. Fellows, as an Executive Vice President and shareholder of Kuhns Brothers with voting and dispositive power with respect to the shares beneficially owned by Kuhns Brothers, may be deemed to beneficially own the 1,549,757 shares of Common Stock beneficially owned by Kuhns Brothers. Ms. Fellows is also the direct beneficial owner of an additional 111,279 shares of Common Stock.

The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of any shares of Common Stock owned by another Reporting Person. Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock beneficially owned by the other Reporting Persons and the filing of this statement shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities.

(b)

Percent of class:

Based on 29,746,604 shares of Common Stock outstanding, which is the total number of Shares outstanding as of December 31, 2009 as reported in Amendment No. 4 to the Issuer’s registration statement on Form S-3, filed with the Securities and Exchange Commission on January 15, 2010. As of the date hereof, (i) Kuhns Brothers may be deemed to beneficially own approximately 5.2% of the outstanding shares of Common Stock, (ii) John D. Kuhns may be deemed to beneficially own approximately 5.9% of the outstanding shares of Common Stock and (iii) Mary Fellows may be deemed to beneficially own approximately 5.6% of the outstanding shares of Common Stock.

CUSIP NO. 36113E107

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or to direct the vote

See Cover Pages Items 5-9.

(ii)

Shared power to vote or to direct the vote

See Cover Pages Items 5-9.

(iii)

Sole power to dispose or to direct the disposition of

See Cover Pages Items 5-9.

(iv)

Shared power to dispose or to direct the disposition of

See Cover Pages Items 5-9.

Item 5.

Ownership of Five Percent or Less of a Class.

Not applicable

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not Applicable

Item 8.

Identification and Classification of Members of the Group.

See Joint Filing Agreement filed on October 15, 2009 as Exhibit 99.1 to Schedule 13G.

Item 9.

Notice of Dissolution of Group.

Not Applicable

Item 10.

Certifications.

By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

CUSIP NO. 36113E107

SIGNATURE

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

Dated: February 12, 2010

	KUHNS BROTHERS, INC.

	By:	/s/ John D. Kuhns
		John D. Kuhns, President

	/s/ John D. Kuhns
	JOHN D. KUHNS

	/s/ Mary Fellows
	MARY FELLOWS