8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 31, 2010

Sinoenergy Corporation

(Exact name of registrant as specified in its charter)

Nevada	1-34131	84-1491682
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1603-1604, Tower B Fortune Centre Ao City, Beiyuan Road, Chaoyang District,

Beijing China, 100107

(Address of principal executive offices)

Registrant’s telephone number, including area code: 86-10-84928149

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01.  Other Events.

 Sinoenergy Corporation (the “Company”) and Skywide Capital Management Limited entered into an amendment dated as of July 31, 2010, to the amended and restated agreement and plan of merger dated as of March 29, 2010, which extended to September 30, 2010 the date after which either party may terminate the agreement, with the parties having the right to further extend such date until October 31, 2010.

 On August 11, 2010, the Company and the holders of the Company’s 3% senior convertible notes in the principle amount of $14,000,000 entered into an agreement pursuant to which the noteholders agreed to not to take any action to cause or declare an event of default as a result of our failure to be in compliance with the stated financial ratios through September 30, 2010.  Prior to the amendment, the date was March 31, 2010.

Item 9.01  Financial Statements and Exhibits.

Exhibits

99.1	Amendment dated as of July 31, 2010 to the amended and restated agreement and plan of merger by and between Skywide Capital Management Limited and the Registrant.
99.2	Agreement dated August 11, 2010 among the Company, Abax Nai Xin A Ltd., Abax Jade Ltd. and CCIF Petrol Limited

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SINOENERGY CORPORATION
	(Registrant)
Date: August 17, 2010	By:	/s/ Huang Bo
		Huang Bo, Chief Executive Officer

EX-99.1

Exhibit 99.1

THIS AMENDMENT dates as of July 31, 2010  (this “Amendment”) amends the AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER dates as of March 29, 2010 as previously amended (the “Agreement”) by and between Skywide Capital Management Limited, a company incorporated with limited liability under the laws of the British Virgin Islands (the “Buyer”) and Sinoenergy Corporation, a corporation organized under the laws of the state of Nevada (the “Company”). Unless otherwise specified, all capitalized terms used in this Amendmen t shall have the meanings attributed thereto by the Agreement.

WHEREAS, Buyer and the Company previously amended the Agreement to, among other things, extend the Outside Date to and including July 31, 2010; and

WHEREAS, Buyer and the Company desire to further amend the Agreement in the manner provided herein;

NOW, THEREFORE, in consideration of the premises and the mutual terms hereinbelow set forth, the parties agree, as follow:

1.   Extension of the Agreement. Buyer and the Company hereby agree that the Outside Date is hereby extended to and including September 30, 2010.

2.   Modification of Section 9.1(b) of the Agreement. Subsection (b) of Section  9.1 of the Agreement is hereby deemed to have been modified for all purposes to read , as follow:

“ (b)  By either the Buyer of the Company if the Merger shall not have been consummated by September 30, 2010 (the “Outside Date”), provided that the Buyer and the Company may jointly extend the Outside Date until October 31, 2010 by amendment of this Agreement on or before the Outside Date, in which case the Outside Date shall be deemed for all purposes to be October 31, 2010; or “

3.   Continuation of Agreement As Amended. The Agreement, as heretofore amended, and as further amended by this Amendment, shall continue in full force and effect until such time as the Agreement shall be terminated, superseded or consummated, whichever shall first occur.

IN WITNESS WHEREOF, the Buyer and the Company have caused this Amendment to the Agreement to be signed by their respective officersthereunto duly authorized as of the date first written above.

Skywide Capital Management Limited		Sinoenergy Corporation
By:	Tianzhou Deng	By:	Anlin Xiong
	Tianzhou Deng, Director		Anlin Xiong, Vice President
By:	Bo Huang
	Bo Huang, Director

EX-99.2

Exhibit 99.2

SINOENERGY CORPORATION

1603-1604, Tower B Fortune Centre Ao City

Beiyuan Road, Chaiyang District

Beijing, P.R. China 100106

August 11, 2010

Abax Nai Xin A Ltd.

c/o Abax Global Capital (Hong Kong) Limited

Suite 6708, 67/F Two International Finance Centre

8 Finance Street

Central, Hong Kong SAR

Abax Jade Ltd.

c/o Abax Global Capital (Hong Kong) Limited

Suite 6708, 67/F Two International Finance Centre

8 Finance Street

Central, Hong Kong SAR

CCIF Petrol Limited

Kingston Chambers, PO Box 173

Road Town, Tortola

British Virgin Islands

Re: Sinoenergy Corporation

Ladies and Gentlemen:

 Reference is made to the letter agreement dated December 17, 2009 (the "December 2009 Agreement") by and among Sinoenergy Corporation, a Nevada corporation (the "Company"), Abax Nai Xin A Ltd., Abax Jade Ltd. and CCIF Petrol Limited (collectively, the "Noteholders" and each, individually, a "Noteholder").

 Each Noteholder hereby agrees that Section 5 of the December 2009 Agreement is hereby amended by changing the reference to March 31, 2010 to September 30, 2010.

 Except as amended by the preceding paragraph, the December 2009 Agreement shall continue in full force and effect.

 This Letter shall be binding upon the Company, the Noteholders and their successors and assigns and each Noteholder shall affix a copy of this Letter to each Note to which it is a holder.

 Please confirm your agreement with the foregoing.

[Signatures on following page]

Abax Nai Xin A Ltd.

Abax Jade Ltd.

CCIF Petrol Limited

August 11, 2010

Page 2

SINOENERGY CORPORATION
By:	/s/ Huang Bo
	Name: Huang Bo
	Title: Chief Executive Officer

AGREED TO:
ABAX NAI XIN A LTD.			ABAX JADE LTD.		CCIF PETROL LIMITED
By:	/s/ Frank Qian	By:	/s/ Frank Qian	By:	/s/ Andrew Lo
Name:	Frank Qian	Name:	Frank Qian	Name:	Andrew Lo
Title:	Director	Title:	Director	Title:	Authorized Representative