8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest reported): January 12, 2010

CAVICO CORP.

 (Exact name of registrant as specified in charter)

Delaware	0-52870	20-4863704
(State or Other Jurisdiction of	(Commission File Number)	(IRS Employer
Incorporation or Organization)		Identification No.)

17011 Beach Blvd., Suite 1230

Huntington Beach, California               92647

 (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (714) 843-5456

Copies to:

Gregory Sichenzia, Esq.

Peter DiChiara, Esq.

Sichenzia Ross Friedman Ference LLP

61 Broadway, 32nd Floor

New York, New York 10006

Phone: (212) 930-9700

Fax: (212) 930-9725

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

On January 12, 2010, Cavico Mining and Construction JSC (“Mining”) announced that its shareholders approved the purchase from Mining by Cavico Corp. (the “Company”) and its subsidiaries of a total of 4,000,000 ordinary shares (“Shares”) of Mining at 16,894 Vietnamese Dong per share (approximately $0.90 per share) in exchange for debt owed to the Company and its subsidiaries by Mining or cash, at the Company’s discretion.  At the conclusion of transactions contemplated by the Securities Purchase Agreement, the Company and its subsidiaries will own more than 50% of the total issued and outstanding ordinary shares of Mining.

The sale of the shares to the Company was approved by 80.6% of Mining’s shareholders and ratified the terms of the Securities Purchase Agreement, dated December 11, 2009, among the Company, Cavico Vietnam Limited Company Limited, the Company’s wholly-owned subsidiary, and Mining, a Vietnamese joint stock company.  Pursuant to the Stock Purchase Agreement, the purchase of the Shares shall take place on the tenth business day following the shareholder approval or on such later date as the parties hereto shall agree in writing.

The purpose of the Company’s acquisition of an additional 4,000,000 shares of Mining to own over 50% of Mining’s common stock pursuant to the Securities Purchase Agreement is to enable the Company to include Mining in its consolidated financial statements on a going forward basis.  Although the Company’s nominees comprise a majority of Mining’s board of directors, as a result of the Company’s sale of ordinary shares of Mining in 2007, the Company’s ownership percentage of Mining fell below 50% and the Company must restate its financial statements filed with the U.S. Securities and Exchange Commission (the “Commission”) in the Company’s periodic reports as described in Item 4.02.  By bringing its ownership back up to over 50% of Mining’s ordinary shares, in exchange for intercompany debt owed to Cavico Vietnam from Mining or cash, the Company will be able consolidate Mining in its future financial statements.

Item 9.01. Financial Statements and Exhibits.

(d)           Exhibits

99.1         Press Release, dated January 14, 2010

SIGNATURE

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.

	CAVICO CORP.
Date: January 14, 2010	By:	/s/ Timothy Dac Pham
		Name:    Timothy Dac Pham
		Vice President

EX-99.1

 Cavico Mining Shareholders Approved New Shares for Cavico Corp

HANOI, VIETNAM – January 14, 2009 – Cavico Corp. (NASDAQ: CAVO), a leading infrastructure development company based in Vietnam, today announced that its proposal to obtain a controlling interest in its minority owned subsidiary, Cavico Mining, has been approved by 80.6% of Cavico Mining’s shareholders.  Under Cavico’s proposal, Cavico Mining sold an additional 4 million ordinary shares of Cavico Mining to Cavico Corp. and its subsidiary. Cavico Mining’s principal activities include mining construction and civil construction.

According to the proposal, Cavico and its subsidiary have been approved to purchase 4 million newly issued shares at the price of VND 16,894 per share (equivalent to USD$0.90). With these additional shares, Cavico Corp. and its subsidiary will own approximately 50.2% of Cavico Mining, which will allow Cavico Corp. to consolidate Cavico Mining’s financials in its future financial reports.

“We are very pleased to see that the majority of Cavico Mining’s shareholders have approved our proposal,” commented Mr. Ha Quang Bui, chairman & CEO of Cavico Corp. “Their action shows that Cavico Mining’s shareholders support our management.  With the majority ownership in Cavico Mining, Cavico Corp. will be able to include Cavico Mining’s financials in its consolidated reports and recognize a higher percentage of Cavico Mining’s profits.”

About Cavico Corp.

Cavico Corp. is focused on large infrastructure projects, which include the construction of hydropower facilities, dams, bridges, tunnels, roads, mines and urban buildings. Cavico is also making investments in hydropower facilities, cement production plants and urban developments in Vietnam.  The company employs more than 3,500 employees on projects worldwide, with offices throughout Vietnam and a satellite office in Australia.

Founded in 2000, Cavico is a major infrastructure construction, infrastructure investment and natural resources conglomerate headquartered in Hanoi, Vietnam. Cavico is highly respected for its core competency in the construction of mission-critical infrastructure including hydroelectric plants, highways, bridges, tunnels, ports and urban community development. One of the Company’s primary competitive advantages is its ability to nurture a project “from concept through completion” with a vertical portfolio of interrelated investment, permitting, design, construction management and facility maintenance services. Cavico’s project partners include top multi-national corporations and government organizations. The Company employs more than 3,500 full-time, part-time, and seasonal workers. For more information, visit http://www.cavicocorp.com. Information on the Company’s Web site or any other Web site does not constitute a portion of this release.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact in this announcement are forward-looking statements, including but not limited to, the Company’s ability to obtain the necessary financing to continue and expand operations, to market its construction services  in new markets and to offer construction services at competitive pricing, the Company’s ability to complete projects in the time frame specified; anticipated revenue from the projects to attract and retain management, and to integrate and maintain technical information and management information systems; the effects of currency policies and fluctuations, general economic conditions and other factors detailed from time to time in the Company’s filings with the United States Securities and Exchange Commission and other regulatory authorities. These statements include, without limitation, statements regarding our ability to prepare the Company for growth; the Company’s planned expansions, and predictions and guidance relating to the Company’s future financial performance. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Cavico Corp. Timothy Pham Vice President and Director +1-714-843-5456 cavicohq@cavico.us   Grayling +1-646-284-9400 Investor Relations Trúc Nguyen, Managing Director (ext. 418) truc.nguyen@us.grayling.com  - or- Christopher Chu, Director (ext. 426) christopher.chu@us.grayling.com Media Relations Ivette Almeida, Managing Director (ext. 455) ivette.almeida@us.grayling.com