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):  March 4, 2011

Zhongpin Inc.

 (Exact name of registrant as specified in charter)

Delaware (State or other jurisdiction of incorporation) 001-33593 (Commission File Number) 54-2100419 (IRS Employer Identification No.)

21 Changshe Road, Changge City, Henan Province People’s Republic of China (Address of principal executive offices)  461500 (Zip Code)

011 86 10-8286 1788

(Registrant’s telephone number, including area code)

 Not applicable

(Former name or former address, if changed since last report)

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:

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 2.02. Results of Operations and Financial Condition.

On March 4, 2011, we issued a press release announcing our financial results for the year ended December 31, 2010 and our guidance for our financial results for the year ending December 31, 2011. A copy of the press release, which we are furnishing to the Securities and Exchange Commission, is attached hereto as Exhibit 99.1. The information contained in the websites cited in the press release is not a part of this report. 

The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any of our filings under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or the Securities Act of 1933, as amended, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section.

Item 9.01.    Financial Statements and Exhibits.

(d)           Exhibits.  The following exhibit is furnished herewith:

Exhibit No.	Document
99.1	Press Release of Zhongpin Inc., dated March 4, 2011.

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.

	ZHONGPIN INC. (Registrant)
Dated: March 7, 2011	By:	/s/ Xianfu Zhu
		Name:   Xianfu Zhu
		Title:    Chief Executive Officer

EXHIBIT INDEX

Exhibit No.	Document
99.1	Press Release of Zhongpin Inc., dated March 4, 2011.

EX-99.1

 Exhibit 99.1

Zhongpin Reports Higher Revenues, Net Income, and EPS for the Year 2010

NEW YORK, March 4, 2011 /PRNewswire-Asia-FirstCall/ — Zhongpin Inc. ("Zhongpin" or "the company," Nasdaq: HOGS), a leading meat and food processing company in the People's Republic of China ("China"), today reported higher revenues, net income, and earnings per share for the year 2010. Zhongpin also announced guidance for higher sales, net income, and earnings per share for the year 2011.

Year 2010 highlights:

· Revenues increased 30% to $946.7 million in 2010 from $726.0 million in 2009.

· Net income increased 28% to $58.3 million in 2010 from $45.6 million in 2009.

· Basic earnings per share increased 13% to $1.67 in 2010 from $1.48 in 2009 with average basic shares outstanding being 13% higher than 2009.

· Diluted earnings per share increased 13% to $1.65 in 2010 from $1.46 in 2009 on average diluted shares outstanding being 13% higher than 2009.

· Zhongpin's 2010 results exceeded the Company's guidance of revenues within a range of $900 million to $940 million, net income within the range of $52 million to $57 million, and diluted earnings per share within the range of $1.49 to 1.64 per share.

· Gross profit margin decreased to 11.7% in 2010 from 11.9% in 2009.

· Zhongpin added 89,000 metric tons of annual capacity for pork products, vegetables, and fruits during 2010 to bring total capacity at year end to 703,760 metric tons.

Mr. Xianfu Zhu, Chairman and Chief Executive Officer for Zhongpin, said, "The year 2010 was a very good year in operations and financial results, especially given some unusual sustained increases in hog prices during part of the year. Our revenues increased mainly due to our capacity expansions, higher sales to existing customers, new sales volume in new geographic markets, expanded points of sales, new customers, and emphasis on our higher margin products. These factors together with the marketing of our brand, advertising, in-store promotions, and the effort of the sales team helped to grow revenues by 30% in 2010."

Capacity and market expansions in 2010

Zhongpin put its new facility in Tianjin into operation in January 2010. The new plant has a production capacity of about 100,000 metric tons for chilled and frozen pork. The construction of phase two of the facility, with a production capacity of about 36,000 metric tons for prepared pork products, started in October 2010. It is expected to be operational in the second quarter of 2011.

In April 2010, the company opened a new facility to produce premium pork oil, with an annual production capacity of 20,000 metric tons. The cost of the plant was approximately $5.6 million and is located in Changge, Henan province.

The capacity expansion project in Anyang city was also completed in August 2010, as planned. The Anyang facility's pre-cooling room and equipment have increased the plant's annual capacity to 85,000 metric tons from 63,000 tons.

Zhongpin is investing about $61.5 million to build a slaughtering and processing plant, low temperature prepared pork plant, logistics center, and research and development center in Nongan county, Changchun, Jilin province of China. This facility will have a production capacity of about 70,000 metric tons for chilled pork, 25,000 metric tons for frozen pork, and 30,000 metric tons for prepared pork products. Construction started in September 2010. The company expects to put the chilled and frozen pork facility into operation in the fourth quarter of 2011 and the prepared pork products facility into operation in the third quarter of 2012.

Zhongpin is also investing approximately $63.0 million to build a production facility, warehouse, and distribution center in Taizhou, Jiangsu province. This facility will have a production capacity of about 100,000 metric tons for chilled and frozen pork, of which 80% will be for chilled pork including easy-to-cook products, 20% for frozen pork, plus 30,000 metric tons for prepared pork products. Construction work started in October 2010. The company expects to put the chilled and frozen pork facility into operation in the third quarter of 2011 and the prepared pork products facility into operation in the first quarter of 2012.

On December 31, 2010, Zhongpin had annual capacity of 563,760 metric tons for chilled and frozen pork, 90,000 tons for prepared pork products, 20,000 tons for pork oil, and 30,000 tons for vegetables and fruits, for a total annual capacity of 703,760 metric tons.

Planned capacity and market expansions for 2011

Mr. Zhu continued, "In 2011, we will continue to execute our proven strategic plan to expand our sales, profits, market share, and the geographic regions that we serve. We expect to sustain the trend-line growth we have achieved over the last five years."

Zhongpin expects to invest approximately $58.5 million to build a new production, research and development, and training complex in Changge, Henan province, excluding the cost of land use rights it has already obtained. When completed, this new facility will have a production capacity of approximately 100,000 metric tons for prepared pork products. Adjacent to this new facility, the company expects to develop a center for research and development, training, and quality control. Construction for the first phase with an annual production capacity of approximately 50,000 metric tons for prepared pork products is scheduled to start in the first quarter of 2011 and to be completed by the third quarter of 2011. The second phase, with a production capacity of approximately 50,000 metric tons for prepared pork products, is scheduled to be completed by the fourth quarter of 2012. Zhongpin plans to open the research and development and training center by the fourth quarter of 2012.

Mr. Zhu continued, "To further expand our business and grow Zhongpin into a national brand, we intend to expand our production into other provinces in which pork is traditionally consumed in significant quantities and in which there is a sufficient hog supply. To minimize our risk when expanding into new markets, we, at times, enter certain markets by leasing, rather than purchasing or constructing our production facilities because we believe that, even after conducting comprehensive market research and professional due diligence, there can be a significant risk that a market will not generate the level of sales we expect. We are in the process of replicating our success in Henan province in other provinces in northern and eastern China where we expect to build capacity clusters similar to the cluster we have constructed successfully in Henan. We expect to lease, acquire, or build new facilities to support development in our northern and eastern target markets."

Update on distribution networks

Zhongpin has established distribution networks in 20 provinces, Beijing, Shanghai, Tianjin, and Chongqing, covering portions of the north, east, south, and mid-south regions of China, and has also formed strategic business alliances with leading supermarket chains within China. The company also exports its products to Europe, Hong Kong, and other countries in Asia.

Outlook for pork demand in China

Mr. Zhu continued, "Our fundamental strategy has proven its effectiveness in the past several years. The major objectives, which are designed to create additional value for our shareholders, include:

· increase our brand recognition and sales,

· expand our market presence,

· increase our production capacity,

· expand and optimize our product lines, and

· maintain our technological superiority.

"China's economy continues to grow rapidly, and pork continues to be Chinese consumers' preferred protein. We believe the outlook for China's pork processing industry remains quite positive. We plan to build a leading brand and gain increased market share and are expanding our processing plants and distribution networks to satisfy increasing demand for our high quality products."

In 2011, Zhongpin expects demand for pork in China and the results of the pork and pork products segment of its business to remain strong. While supply is expected to be ample, live hog prices are expected to increase in the first half of 2011. Zhongpin anticipates that its gross profit margin in 2011 will remain stable.

Mr. Zhu continued, "The outlook for the Chinese economy, Chinese food processing industry, and for Zhongpin continues to be encouraging, so for our guidance for the year 2011, we expect to report higher revenues, net income and earnings per share. We believe it will be another very good year for Zhongpin."

Guidance for the year 2011

Mr. Warren Wang, Zhongpin's Chief Financial Officer, said, "For the year 2011, we expect that Zhongpin's sales revenues should be within a range of US$1.18 billion to $1.23 billion, with gross profit margin within the range of 11.7% to 12.4%, and net income margin within the range of 5.7% to 6.3%. The resulting diluted earnings per share for the year 2011 is currently expected to be within the range of $1.89 to $2.18 per share, assuming average diluted common shares outstanding of about 35.5 million shares in 2011.

"This guidance is based on several assumptions and strategies that include:

· Continuation of China's policies designed to stimulate domestic consumption and economic growth.

· Average pork prices in China are assumed to increase between 5 and 10% in 2011 from 2010, which would be consistent with steady economic growth and relatively modest inflation.

· A higher percentage of sales from our higher-margin chilled pork and prepared pork products in 2011 than in 2010, while continuing to increase the sales volume of processed pork products to optimize our product structure.  

· Average capacity utilization for the year of about 79% for pork products.

· Increasing distribution efficiencies and reduction in the duration of delivery times by expanding our cold-chain logistics system, networks, and services.

· Continuing to expand awareness, recognition, and selection of Zhongpin brand products in the major regional markets, to reinforce awareness of the brand across China, and to increase market share and the brand's price premium.

· And continuation of the Chinese government's support and subsidies for producers of agricultural products, such as Zhongpin. Total government subsidies for Zhongpin could exceed $5 million in 2011.

"Zhongpin believes that China's food processing industry will continue to consolidate in 2011 at a more rapid pace than in 2010, which may result in higher market shares for our main competitors. However, we believe Zhongpin is equipped to meet the challenge of increasing competition and that our guidance for 2011 can be achieved."

Sales revenues

Total revenue increased $220.7 million or 30% to $946.7 million in 2010 from $726.0 million in 2009, primarily due to increased sales volume in its meat and meat products segment resulting from Zhongpin's geographic expansion, more retail stores, and increased sales to food service distributors in China.

The following table presents Zhongpin's sales by product division for 2010 and 2009.

	Sales by Division
	Year Ended December 31, 2010						Year Ended December 31, 2009
	Metric Tons		Sales Revenues (in millions)		Average Price/ Metric Ton		Metric Tons		Sales Revenues (in millions)		Average Price/ Metric Ton
Pork and Pork Products
Chilled pork		265,315	$	514.6	$	1,940		214,253	$	396.1	$	1,849
Frozen pork		152,766		258.5		1,692		133,034		224.8		1,690
Prepared pork products		77,078		157.4		2,042		41,360		93.0		2,249
Vegetables and Fruits		20,497		16.2		790		16,825		12.1		719
Total		515,656	$	946.7	$	1,836		405,472	$	726.0	$	1,791

The pork market in China is highly fragmented, and in the markets where the company sells its products, no single supplier has a significant effect on the market price of pork or related pork products. Zhongpin has been pricing our products based on the value of its brand, the quality of its products, hog prices during the period, and pricing trends for similar products in the regions where it operates.

Chilled pork revenues increased on higher tonnage at higher average prices. Revenues from chilled pork products increased 30% in 2010 from 2009. Chilled pork tonnage increased 24% in 2010 from 2009. The average price per metric ton for chilled pork increased 5% in 2010 from 2009.

Frozen pork revenues increased on higher tonnage at slightly higher average prices. Revenues from frozen pork products increased 15% in 2010 from 2009. Frozen pork tonnage increased 15% in 2010 from 2009. The average price per metric ton for frozen pork increased 0.1% in 2010 from 2009.

Prepared pork revenues increased on higher tonnage at lower average prices. Revenues from prepared pork products increased 69% in 2010 from 2009. Prepared pork tonnage increased 86% in 2010 from 2009. The average price per metric ton for prepared pork products decreased 9.2% in 2010 from 2009.

Pork and pork products contributed to 98% of total revenues in 2010 and 2009.

Vegetables and fruits revenues increased on higher tonnage at higher average prices. Vegetables and fruits revenues increased 34% in 2010 from 2009. Tonnage of vegetables and fruits increased 22% in 2010 from 2009. Average price per metric ton for vegetables and fruits increased 10% in 2010 from 2009. Vegetables and fruits contributed to 2% of total revenues in 2010 and 2009.

The sales of meat and vegetable products are closely related to the particular regional markets in which the company's distribution channels are located. Therefore, the increase in metric tons sold in 2010 was partly attributable to company's effort to expand its distribution channels. The following table shows the changes in Zhongpin's distribution channels.

	Numbers of Stores and Cities Generating Sales Volume
	December 31,				Net		Percentage
	2010		2009		Change		of Change
Showcase store		157		145		12		8	%
Network stores		1,072		1,012		60		6	%
Supermarket counters		2,097		2,048		49		2	%
Total		3,326		3,205		121		4	%
First-tier cities		29		29		—		—
Second-tier cities		130		120		10		8	%
Third-tier cities		421		383		38		10	%
Total		580		532		48		9	%

The expansion in Zhongpin's distribution channels and geographical coverage has been a significant factor in the increase in its sales volume. The following table shows revenues by distribution channel.

	Sales by Distribution Channel (U.S. dollarsin millions)
	Years Ended December 31				Net		Percentage
	2010		2009		Change		of Change
Retail channels	$	363.4	$	301.1	$	62.3		21	%
Wholesalers and distributors		308.1		217.4		90.7		42	%
Restaurants and food service		263.0		200.4		62.6		31	%
Export		12.2		7.1		5.1		72	%
Total	$	946.7	$	726.0	$	220.7		30	%

The increase in sales to different distribution channels was primarily due to the following factors:

· Zhongpin's production capacity has increased since it put new facilities into operation in 2010 and has maintained its utilization rate for all facilities;

· the company has built up its brand image and brand recognition through general advertising display promotions and sales campaigns;

· the company has increased the number of stores and other channels through which it sells its products; and

· Zhongpin believes consumers are placing increased importance on food safety and are willing to pay higher prices for safe food products.

Cost of Sales

As discussed above, meat products are derived from the same raw materials— live hogs. We purchase vegetable and fruit products primarily from farmers located close to the company's processing facility in Changge, Henan. As a result, the purchasing costs of live hogs and vegetables and fruits represent substantially all the costs of raw materials. Costs of sales primarily include costs of raw materials, labor costs, and overhead. Of the total costs of sales, the costs of raw materials typically accounts for about 96% to 97%, overhead typically accounts for 2% to 2.5%, and labor costs typically account for 1% to 1.3%, with slight variations from period to period.

	Costs of Sales by Division
	Year Ended December 31, 2010						Year Ended December 31, 2009
	Metric Tons		Amount (in millions)		Average Cost/Metric Ton		Metric Tons		Amount (in millions)		Average Cost/Metric Ton
Pork and Pork Products
Chilled pork		265,315	$	458.3		1,727		214,253	$	352.7		1,646
Frozen pork		152,766		238.6		1,562		133,034		205.6		1,545
Prepared pork products		77,078		125.7		1,631		41,360		71.2		1,722
Vegetables and Fruits		20,497		13.4		654		16,825		10.1		599
Total		515,656	$	836.0		1,621		405,472	$	639.6		1,577

Gross profit margin (gross profit divided by revenue) decreased to 11.7% in 2010 from 11.9% in 2009. The decrease in the gross profit margin in 2010 was primarily due to (i) the percentage increase in pork prices being less than the percentage increase in hog prices during most of 2010, which is the main part of the cost of sales, (ii) the company is not able to adjust the selling price of its frozen and prepared pork products as frequently as it is able for its chilled pork products, so while hog prices increased, the margins for prepared and frozen products became lower, and (iii) Zhongpin's strategic decision to take steps to increase its market share as well as capacity utilization rate, at a time when production capacity increased due to the opening of new production facilities. As a result, the gross profit margin was lower than the level Zhongpin would expect to achieve once it fully integrates its new production facilities and expands into new regional markets for its products. The company intends to adjust its production levels, product mix, and the percentages of its sales through its various sales channels to increase its gross profit margin going forward.

General, administrative, and selling expenses

General and administrative expenses increased $5.3 million or 28% to $24.1 million in 2010 from $18.8 million in 2009 primarily due to a $1.0 million increase in salary expenses from the expansion of the business, which required the company to hire more employees and management, and a $1.5 million increase in depreciation due to capacity expansions that added more property, plant, and equipment. As a percentage of revenues, general and administrative expenses decreased to 2.5% in 2010 from 2.6% in 2009.

Selling expenses increased $6.0 million or 41% to $20.7 million in 2010 from $14.7 million in 2009, mainly due to a $1.5 million increase in salary expenses, a $1.2 million increase in advertising expenses, and a $1.8 million increase in transportation expenses. Selling expenses as a percentage of revenue increased to 2.2% in 2010 from 2.0% in 2009.

Research & development expenses

Research and development expenses increased to $0.6 million in 2010 from $0.1 million in 2009.

Interest expense

Interest expense increased $1.8 million or 30% to $7.9 million in 2010 from $6.1 million in 2009 primarily due to an increase of $7.1 million in short-term bank loans, an increase of $49.2 million in long-term bank loans, and an increase in the interest rates published by the People's Bank of China, the central bank of China. Those increases were partly offset by an increase in interest income.

Other income and government subsidies

Other income and government subsidies increased $3.5 million or 135% to $6.1 million in 2010 from $2.6 million in 2009. The increase was due to receiving more government subsidies during the year. By expanding into new regional markets and constructing new facilities in new areas, Zhongpin has qualified to apply for additional subsidies. The Chinese government provides subsidies to support businesses in the agriculture and related industries. The company's business, including hog breeding, pork processing, processing of vegetables and fruits, and cold-chain logistics, as well as related food safety and technological innovations, all enjoy policy support from the Chinese government. Zhongpin expects to continue receiving government subsidies in future periods, as China continues its policy of promoting agriculture and related industries.

Provision for income taxes

The effective tax rate in China on income generated from the sale of prepared products is 25%. There is no income tax on income generated from the sale of raw products, including raw meat products and raw vegetable and fruit products. The increase of $0.4 million in the provision for income taxes in 2010 over 2009 resulted from higher sales of prepared meat products.

Net income

Net income increased 28% to $58.3 million in 2010 from $45.6 million in 2009 primarily due to higher revenues from higher tonnage sold at higher average prices, effective control of expenses, and higher other income and government subsidies, partly offset by higher interest expenses and by higher income taxes on higher-margin prepared pork products.

Zhongpin's net profit margin (net income divided by revenues) declined slightly to 6.2% in 2010 from 6.3% in 2009, primarily due to higher hog prices that could not be immediately passed on in pork prices during some periods in 2010.

Earnings per share

Basic earnings per share increased 13% to $1.67 in 2010 from $1.48 in 2009. Average basic shares outstanding increased 13% to 34,837,656 shares in 2010 from 30,750,054 shares in 2009.

Diluted earnings per share increased 13% to $1.65 in 2010 from $1.46 in 2009. Average diluted shares outstanding increased 13% to 35,270,410 shares in 2010 from 31,230,536 shares in 2009.

Liquidity and capital resources

Net cash provided by operating activities increased by $27.8 million to $68.6 million in 2010 from $40.8 million in 2009. Of the $27.8 million increase, net income accounted for $12.7 million, non-cash items accounted for $6.4 million, and changes in operating assets and liabilities accounted for $8.8 million.

Net cash used in investing activities decreased $18.2 million to $100.8 million in 2010 from $119.0 million in 2009. The company invested $28.2 million less on the construction of new production facilities, $2.7 million more on acquiring land use rights, and $5.1 million more in restricted cash so that the company could issue bank payable notes. The cash invested for building new production facilities was part of the company's development strategy to increase its geographical market coverage.

Net cash provided by financing activities decreased $60.5 million to $44.9 million in 2010 from $105.4 million in 2009. In 2009, the company received $57.1 million of net proceeds from issuing common stock but the company did not issue common stock in 2010. In 2010, it received $20.8 million more in net proceeds from long-term bank loans (net of repayments), and $21.1 million less in net proceeds from capital lease obligations. In addition, it repaid $12.4 million more in short-term bank loans during 2010.

Zhongpin believes its existing cash and cash equivalents, together with our ability to secure bank borrowings, will be sufficient to finance its investment in new facilities, with budgeted capital expenditures of about $142.8 million over the next 12 months, and to satisfy its working capital needs. It intends to satisfy its short-term debt obligations that mature over the next 12 months through additional short-term bank loans, in most cases by rolling over the maturing loans into new short-term loans with the same lenders as it has done in the past.

Conference call and webcast 

Zhongpin will host its quarterly conference call and live webcast at 8:00 a.m. Eastern Standard Time (New York) on Monday, March 7, 2011, which is 9:00 p.m. in Beijing on the same day.

The dial-in details for the live conference call are:

U.S. toll-free number	1-866-549-1292
International dial-in number	+852-3005-2050
Mainland China toll-free number	400-681-6949
Participant PIN code	326957#

The live webcast and archive of the conference call will be available on the Investor Relations section of Zhongpin's website at http://www.zpfood.com.

A telephone replay of the call will be available after the conclusion of the conference call through 9:00 a.m. Eastern Standard Time, March 14, 2010. The dial-in details for the telephone replay are:

U.S. toll-free number	1-866-753-0743
International dial-in number	+852-3005-2020
Conference reference	145136#

About Zhongpin

Zhongpin Inc. is a meat and food processing company that specializes in pork and pork products, vegetables, and fruits in China. Its distribution network in the China covers 20 provinces plus Beijing, Shanghai, Tianjin, and Chongqing and includes more than 3,300 retail outlets. Zhongpin's export markets include Europe, Hong Kong, and countries in Asia. For more information about Zhongpin, please visit Zhongpin's website at http://www.zpfood.com.

Safe harbor statement

Certain statements in this news release are forward-looking statements made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Zhongpin has based its forward-looking statements largely on its current expectations and projections about future events and trends that it believes may affect its business strategy, results of operations, financial condition, and financing needs. These forward-looking statements can be recognized by the use of words such as "anticipates," "estimates," "expects," "intends," "plans," "projects," "will," or words of similar meaning. These forward-looking statements are not guarantees of future performance and are based on a number of assumptions about the Company's operations, and are subject to risks, uncertainties, and other factors beyond the Company's control.

These projections involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements, which may include but are not limited to such factors as downturns in the Chinese economy, unanticipated changes in product demand, interruptions in the supply of live pigs and or raw pork, the effects of weather on hog feed production, poor performance of the retail distribution network, delivery delays, freezer facility malfunctions, Zhongpin's ability to build and commence new production facilities according to intended timelines, the ability to prepare Zhongpin for growth, the ability to predict Zhongpin's future financial performance and financing ability, changes in regulations, and other information detailed in Zhongpin's filings with the United States Securities and Exchange Commission. These filings are available from www.sec.gov or from Zhongpin's website at www.zpfood.com.

You are urged to consider these factors carefully in evaluating Zhongpin's forward-looking statements and are cautioned not to place undue reliance on those forward-looking statements, which are qualified in their entirety by this cautionary statement. All information provided in this news release is as of the date of this release. Zhongpin does not undertake any obligation to update any forward-looking statement as a result of new information, future events, or otherwise, except as required by law.

For more information, please contact:

Zhongpin Inc.

Mr. Sterling Song (English and Chinese)

Investor Relations Manager

Telephone +86 10 8286 1788 extension 101 in Beijing

ir@zhongpin.com

Mr. Warren (Feng) Wang (English and Chinese)

Chief Financial Officer

Telephone +86 10 8286 1788 extension 104 in Beijing

warren.wang@zhongpin.com

Christensen

Mr. Tom Myers (English)

Mobile +86 139 1141 3520 in Beijing

tmyers@christensenir.com

Ms. Kathy Li (English and Chinese)

Telephone +1 212 618 1978

kli@christensenir.com

Financial statements follow.

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

(Amount in U.S. dollars)

	Years Ended
	December 31,
	2010			2009
Revenues
Sales revenues	$	946,720,275		$	726,037,187
Cost of sales		(835,990,804	)		(639,559,678	)
Gross profit		110,729,471			86,477,509
Operating expenses
General and administrative expenses		(24,062,697	)		(18,802,329	)
Selling expenses		(20,726,564	)		(14,707,582	)
Research and development		(638,899	)		(56,948	)
Impairment loss		(1,015,780	)		(56,103	)
Gain on disposal of a subsidiary		-			654,249
Loss from sale-leaseback transaction		-			(600,759	)
Total operating expenses		(46,443,940	)		(33,569,472	)
Income from operations		64,285,531			52,908,037
Other income (expense)
Interest expense		(7,910,006	)		(6,099,667	)
Other income (expenses)		1,953,667			(839,491	)
Government subsidies		4,184,302			3,440,569
Total other income (expense)		(1,772,037	)		(3,498,589	)
Net income before taxes		62,513,494			49,409,448
Provision for income taxes		(4,233,525	)		(3,819,068	)
Net income after taxes		58,279,969			45,590,380
Foreign currency translation adjustment		10,638,236			(155,673	)
Comprehensive income	$	68,918,205		$	45,434,707
Basic earnings per common share		1.67			1.48
Diluted earnings per common share		1.65			1.46
Basic weighted average shares outstanding		34,837,656			30,750,054
Diluted weighted average shares outstanding		35,270,410			31,230,536

CONSOLIDATED  BALANCE  SHEETS

(Amount in U.S. dollars)

	December 31,		December 31,
	2010		2009
ASSETS
Current assets
Cash and cash equivalents		84,172,186		68,982,259
Restricted cash		17,527,056		14,490,575
Bank notes receivable		19,282,740		7,997,172
Accounts receivable, net of allowance for doubtful accounts of $1,708,479 and $1,132,038		30,784,463		20,419,797
Other receivables, net of allowance for doubtful accounts of $232,751 and $290,436		1,035,850		652,523
Purchase deposits		7,415,567		5,653,192
Inventories		26,534,014		33,859,420
Prepaid expenses		391,386		186,030
Allowance receivables		2,477,928		-
VAT recoverable		20,771,902		14,064,185
Deferred tax assets		397,744		256,151
Other current assets		442,080		120,709
Total current assets		211,232,916		166,682,013
Long term investment		452,987		-
Property, plant and equipment (net)		291,567,396		189,588,904
Deposits for purchase of land usage rights		17,059,644		8,718,740
Construction in progress		30,433,905		70,192,150
Land usage rights		86,475,708		61,128,431
Deferred charges		21,686		39,855
Other noncurrent assets		1,436,726		1,761,709
Total assets		638,680,968		498,111,802
LIABILITIES AND EQUITY
Current liabilities
Short-term loans		91,774,025		84,661,697
Bank notes payable		18,646,473		9,560,353
Long-term loans - current portion		14,943,260		4,539,215
Capital lease obligation-current portion		7,282,720		7,480,098
Accounts payable		8,551,003		9,260,750
Other payables		15,842,331		12,882,316
Accrued liabilities		9,794,474		7,377,850
Deposits from customers		8,255,194		5,335,907
Tax payable		1,604,847		1,918,057
Total current liabilities		176,694,327		143,016,242
Deferred tax liabilities		362,135		247,945
Deposits from customers		1,958,827		1,987,579
Capital lease obligation		4,999,454		11,104,435
Long-term loans		83,672,401		44,912,744
Total liabilities		267,687,144		201,268,946
Equity
Common stock: par value $0.001; 100,000,000 authorized; 35,338,160 and 34,662,314 shares issued and outstanding		35,338		34,662
Additional paid in capital		171,401,989		166,169,902
Retained earnings		169,979,344		111,699,375
Accumulated other comprehensive income		29,577,153		18,938,917
Total equity		370,993,824		296,842,856
Total liabilities and equity		638,680,968		498,111,802

CONSOLIDATED STATEMENTS OF CASH FLOW

(Amount in U.S. dollars)

	Years Ended December 31,
	2010			2009			2008
Cash flows from operating activities:
Net income	$	58,279,969		$	45,590,380		$	31,376,946
Adjustments to reconcile net income to net cash provided by (used in) operations:
Depreciation		13,613,922			8,512,431			4,764,421
Amortization of intangible assets		1,422,251			1,019,363			602,511
Loss from sale-leaseback		-			600,759			-
Staff welfare amortization		(356,074	)		-			-
Provision for allowance for bad debt		464,311			(291,767	)		274,615
Impairment loss		1,015,780			56,103			3,180,951
Other income		(1,139,783	)		-			-
Gain on disposal of a subsidiary		-			(649,831	)		-
Warrant expenses		-			-			145,791
Stock-based compensation		2,343,771			1,679,959			1,329,977
Changes in operating assets and liabilities:
Accounts receivable		(10,049,304	)		35,615			(381,737	)
Other receivables		(289,947	)		1,461,708			2,700,131
Purchase deposits		(1,552,498	)		(1,546,363	)		2,167,512
Prepaid expense		(195,997	)		173,854			(159,685	)
Inventories		8,194,171			(17,150,749	)		10,830,892
Allowance receivables		(2,424,121	)		-			-
Tax refunds receivable		(7,150,913	)		(6,691,406	)		(3,495,617	)
Deferred tax asset/liability, net		(26,560	)		207,771			(212,347	)
Other current assets		60,677			(24,377	)		-
Long term deferred charges		18,984			8,287			(17,018	)
Accounts payable		(975,453	)		(241,155	)		4,998,410
Other payable		1,637,437			5,804,828			2,942,790
Research and development grants payable		-			-			(273,807	)
Accrued liabilities		3,506,546			2,320,858			491,730
Taxes payable		(364,633	)		536,402			2,220,364
Deposits from customers		2,693,920			708,045			2,280,645
Deposits from customers－Long term portion		(88,463	)		-			-
Other noncurrent assets		-			(1,348,997	)		-
Net cash provided by (used in) operating activities		68,637,993			40,771,718			65,767,475
Cash flows from investing activities:
Deposits for purchase of land usage rights		(7,895,121	)		(7,130,023	)		(4,783,718	)
Construction in progress		(55,719,217	)		(83,916,886	)		(76,572,004	)
Additions to property and equipment		(10,925,116	)		(10,459,534	)		(15,031,502	)
Additions to land usage rights		(23,282,316	)		(21,347,416	)		(11,573,776	)
Proceeds on sale of fixed assets		-			113,291			238,450
Increase in restricted cash		(2,530,672	)		2,534,362			(12,990,885	)
Long-term investment		(443,151	)		-			-
Proceeds from disposal of a subsidiary		-			1,226,487			-
Net cash used in investing activities		(100,795,593	)		(118,979,719	)		(120,713,435	)
Cash flows from financing activities:
Proceeds from (repayment of) bank notes		(2,199,139	)		(10,405,839	)		5,290,384
Proceeds from(repayment of) short-term loans, net		4,387,909			16,818,596			16,552,240
Proceeds from long-term loans		66,681,885			31,844,612			21,589,878
Repayments of long-term loans		(20,086,899	)		(6,004,498	)		(145,275	)
Proceeds from capital lease obligation		(6,729,655	)		14,329,464			4,176,107
Proceeds from common stock		-			57,143,000			-
Proceeds from exercised warrants		2,888,992			1,671,200			1,543,587
Net cash provided by financing activities		44,943,093			105,396,535			49,006,921
Effect of rate changes on cash		2,404,434			(63,441	)		2,654,070
Increase (decrease) in cash and cash equivalents	$	15,189,927		$	27,125,093		$	(3,284,969	)
Cash and cash equivalents, beginning of period		68,982,259			41,857,166			45,142,135
Cash and cash equivalents, end of period		84,172,186			68,982,259			41,857,166
Supplemental disclosures of cash flow information:
Cash paid for interest	$	8,717,320		$	7,218,082		$	5,462,627
Cash paid for income taxes	$	3,880,679		$	3,195,434		$	1,162,359

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

(Amount in U.S. dollars)

																Accumulated
											Additional					Other
	Preferred Stock						Common Stock				Paid In			Retained		Comprehensive
	Shares			Par value			Shares		Par value		Capital			Earnings		Income			Total
Balance December 31, 2007		3,125,000			3,125			25,891,567		25,892		100,070,571			34,732,049		8,185,957			143,017,594
Preferred stock converted to common		(995,800	)		(996	)		995,800		996		-			-		-			-
Common Stock and warrants (net of offering cost) - cash exercise		-			-			303,671		303		1,543,284			-		-			1,543,587
Common Stock and warrants - cashless exercise		-			-			313,880		314		(314	)		-		-			-
Shareholder's donation		-			-			-		-		2,591,463			-		-			2,591,463
Compensation expense-option granted		-			-			-		-		1,475,768			-		-			1,475,768
Net income for the year		-			-			-		-		-			31,376,946		-			31,376,946
Foreign currency translation adjustment		-			-			-		-		-			-		10,908,633			10,908,633
Balance December 31, 2008		2,129,200		$	2,129			27,504,918	$	27,505	$	105,680,772		$	66,108,995	$	19,094,590		$	190,913,991
Preferred stock converted to common		(2,129,200	)		(2,129	)		2,129,200		2,129		-			-		-			-
Common Stock and warrants - cashless exercise		-			-			248,196		248		(248	)		-		-			-
Common Stock and warrants - cash exercise		-			-			180,000		180		1,671,020			-		-			1,671,200
Compensation expense - options granted		-			-			-		-		1,679,958			-		-			1,679,958
Common shares offering (net of offering cost)		-			-			4,600,000		4,600		57,138,400			-		-			57,143,000
Net income for the period		-			-			-		-		-			45,590,380		-			45,590,380
Translation adjustment		-			-			-		-		-			-		(155,673	)		(155,673	)
Balance December 31,2009		-			-			34,662,314		34,662		166,169,902			111,699,375		18,938,917			296,842,856
Warrants exercised (cashless)		-			-			135,057		135		(135	)		-		-			-
Warrants exercised (cash)		-			-			497,789		498		2,503,454			-		-			2,503,952
Option exercised		-			-			43,000		43		384,997			-		-			385,040
Compensation expense for stock option granted		-			-			-		-		2,343,771			-		-			2,343,771
Net income for the period		-			-			-		-		-			58,279,969		-			58,279,969
Translation adjustment		-			-			-		-		-			-		10,638,236			10,638,236
Balance December 31,2010		-			-			35,338,160		35,338		171,401,989			169,979,344		29,577,153			370,993,824

CONTACT: Zhongpin Inc.: Mr. Sterling Song (English and Chinese), Investor Relations Manager at +86-10-8286-1788 x101 or ir@zhongpin.com; Mr. Warren (Feng) Wang (English and Chinese), Chief Financial Officer at +86-10-8286-1788 x104 or warren.wang@zhongpin.com; Christensen: Mr. Tom Myers (English) at +86-139-1141-3520 or tmyers@christensenir.com; Ms. Kathy Li (English and Chinese) at +1-212-618-1978 or kli@christensenir.com