SC TO-T/A

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Schedule TO

(Rule 14d-100)

TENDER OFFER STATEMENT UNDER SECTION 14(d)(1)

OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 5)

Craftmade International, Inc.

(Name of Subject Company (Issuer))

Litex Acquisition #1, LLC

Litex Industries, Limited

Libco International, LLC

(Name of Filing Persons (Offerors))

Common Stock, Par Value $.01 Per Share

(Including the Associated Series A Preferred Stock Purchase Rights)

(Title of Class of Securities)

22413E104

(CUSIP Number of Class of Securities)

John Mares

Manager, Secretary and Treasurer

Litex Acquisition #1, LLC

3401 West Trinity Boulevard

Grand Prairie, Texas 75050

(972) 871-4350

(Name, Address and Telephone Number of Person Authorized

to Receive Notices and Communications on Behalf of Filing Persons)

Copies to:

John C. Dickey, Esq.

Greenberg Traurig, LLP

2200 Ross Avenue, Suite 5200

Dallas, Texas 75201

(214) 665-3600

CALCULATION OF FILING FEE

Transaction Valuation(1)	Amount of Filing Fee(2)
$29,000,000.00	$2,068.00

(Footnotes on following page)

x Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid:	$2,068.00	Filing Party:	Litex Acquisition#1, LLC
Form or Registration No.:	SC TO	Date Filed:	March 2, 2010

o Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Check the appropriate boxes below to designate any transactions to which the statement relates:

x third-party tender offer subject to Rule 14d-1.

o issuer tender offer subject to Rule 13e-4.

o going-private transaction subject to Rule 13e-3.

o amendment to Schedule 13D under Rule 13d-2.

Check the following box if the filing is a final amendment reporting the results of the tender offer: o

(Footnotes from previous page)

(1)

For purposes of calculating the amount of filing fee only in accordance with Rules 0-11(d) and 0-11(a)(4) under the Securities Exchange Act of 1934 (the “Exchange Act”). Based on the offer to purchase up to 5,525,858 shares of common stock, par value $0.01 per share of Craftmade International, Inc. (the “Company”), including the associated Series A Preferred stock purchase rights, at a purchase price of $5.25 per share net to the seller in cash, without interest and subject to any required withholding of taxes. Such number of shares consists of (i) 5,760,214 shares of common stock issued and outstanding as of March 1, 2010, as reported in the Company’s Quarterly Report provided on the Company’s website for the quarterly period ended December 31, 2009 (the “Company’s Quarterly Report”) and Statements of Changes in Beneficial Ownership of Securities on the Company’s website, minus the 234,356 shares of common stock beneficially owned by the filing persons as of March 1, 2010 (ii) a maximum of all options outstanding as of March 1, 2010 with respect to 139,700 shares of the Company’s common stock, as reported in the Company’s Quarterly Report and Statements of Changes in Beneficial Ownerships of Securities on the Company’s website, and (iii) a maximum of 200,000 shares of the Company’s common stock that may be issued pursuant to the exercise of warrants as reported in the Company’s Quarterly Report.

(2)

The filing fee was calculated in accordance with Rule 0-11 under the Exchange Act, as amended, by multiplying the transaction value by .0000713.

This Amendment No. 5 to Schedule TO (this “Amendment No. 5”) amends and supplements the Tender Offer Statement on Schedule TO filed with the Securities and Exchange Commission on March 2, 2010 (“Schedule TO”), Amendment No. 1 filed on March 24, 2010 (the “Amendment No. 1”), Amendment No. 2 filed on March 31, 2010 (the “Amendment No. 2”), Amendment No. 3 filed on April 8, 2010 (the “Amendment No. 3”) and Amendment No. 4 filed on April 28, 2010 (the “Amendment No. 4”) relating to the offer by Litex Acquisition #1, LLC (“Purchaser”), a wholly- owned subsidiary of Litex Industries, Limited (“Litex”), to purchase all issued and outstanding shares of the common stock, par value $0.01 per share (the “Common Stock”, and together with the associated Series A Preferred stock purchase rights, the “Shares”), of Craftmade International, Inc., a Delaware corporation (the “Company”), at a price of $5.25 per Share, net to the seller in cash, without interest and subject to any required withholding of taxes, upon the terms and subject to the conditions set forth in the offer to purchase dated March 2, 2010 (the “Offer to Purchase”) and in the related Letter of Transmittal as each may be amended or supplemented from time to time. This Amendment No. 5 is being filed on behalf of Litex, Purchaser and Libco International, LLC, a Texas limited liability company and the general partner of Litex (the “General Partner”) to further amend and supplement the Offer, and to extend the Offer to May 6, 2010.

The information set forth in the Schedule TO, including all exhibits and amendments thereto, is hereby incorporated by reference in answer to Items 1 through 13 of this Amendment No. 5, except as set forth below. You should read this Amendment No. 5 together with the Schedule TO, Amendment No. 1, Amendment No. 2, Amendment No. 3 and Amendment No. 4. All capitalized terms used in this Amendment No 5 and not otherwise defined have the respective meanings ascribed to them in the Offer to Purchase.

Items 1 through 11.

(1)           On April 15 and 16, 2010, Litex purchased an aggregate of 43,001 Shares through trades on the OTCQX market (“Litex Purchases”).  The Litex Purchases were made outside of the Offer and were in contravention of Rule 14e-5 of the Exchange Act.   The purchase by Litex of these 43,001 Shares represents approximately fifty-five one-hundredths of a percent (0.55%) of the Company’s outstanding and issued stock of 7,754,500 shares (per Company’s Schedule 14D-9 filed March 12, 2010).  Litex currently beneficially owns 277,357 Shares which are held of record by Wells Fargo Advisors, LLC.  Detailed information regarding the Litex Purchases may be found under Item 8.

(2)           The Expiration Date of the Offer is extended to 5:00 P.M., New York City time, on Thursday, May 6, 2010.  As of 5:00 P.M. New York City time on April 29, 2010, approximately 628,010 shares had been tendered and not withdrawn.

(3)           The press release announcing the extension of the Offer is attached hereto as Exhibit (a)(5)(I) and is incorporated herein by reference.

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Item 8.  Interest in Securities of the Subject Company.

Regulation M-A Item 1008

(4)           Immediately following the fourth paragraph of “The Offer - Section 9 - Certain Information Concerning the Purchaser and Litex” the following paragraph is hereby added as follows:

Below is a list of the Litex Purchases:

Purchase Date	Quantity	PricePer Share
4/16/2010	500	$	5.49
4/16/2010	750	$	5.48
4/16/2010	300	$	5.48
4/16/2010	1,500	$	5.15
4/16/2010	2,273	$	5.25
4/16/2010	5,977	$	5.50
4/16/2010	9,700	$	5.50
4/16/2010	500	$	5.39
4/16/2010	8,501	$	5.50
4/15/2010	325	$	5.00
4/15/2010	4,170	$	5.15
4/15/2010	282	$	5.10
4/15/2010	2,500	$	5.15
4/15/2010	2,218	$	5.15
4/15/2010	505	$	5.12
4/15/2010	1,000	$	5.00
4/15/2010	2,000	$	5.00

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Item 12. Exhibits.
Regulation M-A Item 1016

Item 12 of the Tender Offer Statement is hereby amended and supplemented by adding the following:

Exhibit No.	Description
(a)(1)(A)	Offer to Purchase dated March 2, 2010.*
(a)(1)(B)	Form of Letter of Transmittal.*
(a)(1)(C)	Form of Notice of Guaranteed Delivery.*
(a)(1)(D)	Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
(a)(1)(E)	Form of Letter to Clients for Use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
(a)(1)(F)	Guidelines for Certification of Taxpayer Identification Number on Substitute W-9.*
(a)(1)(G)	Summary Advertisement as published on March 2, 2010.*
(a)(5)(A)	Press Release issued by Litex Industries, Limited dated March 2, 2010 regarding the commencement of the Offer.*
(a)(5)(B)	Press Release issued by Litex Acquisition #1, LLC dated March 24, 2010 regarding tender offer.**
(a)(5)(C)	Letter to Stockholders regarding tender offer dated March 24, 2010.**
(a)(5)(D)	Press Release issued by Litex Acquisition #1, LLC dated March 31, 2010 regarding silent treatment.**
(a)(5)(E)	Letter to Stockholders dated March 31, 2010.**
(a)(5)(F)	Complaint by Henry Partners, L.P. against James R. Ridings, William E. Bucek, A. Paul Knuckley, R. Don Morris and Lary C. Snodgrass, filed in the Court of Chancery of the State of Delaware on March 22, 2010.**
(a)(5)(G)	Press Release issued by Litex Acquisition #1, LLC dated April 8, 2010 regarding Offer extension.**
(a)(5)(H)	Press Release issued by Litex Acquisition #1, LLC dated April 28, 2010 regarding Offer extension.**
(a)(5)(I)	Press Release issued by Litex Acquisition #1, LLC dated April 30, 2010 regarding Offer extension.
(b)	Not applicable.
(d)	Not applicable.
(g)	Not applicable.
(h)	Not applicable.

*Previously filed with Schedule TO.

**Previously filed with Schedule TO Amendment Nos. 1, 2, 3 and 4.

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SIGNATURES

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

Dated April 30, 2010
LITEX INDUSTRIES, LIMITED
By Libco International, LLC,
its General Partner
By:	/s/ John Mares
Name:	John Mares
Title:	Chief Financial Officer and Manager
LITEX ACQUISITION #1, LLC
By:	/s/ John Mares
Name:	John Mares
Title:	Manager, Secretary and Treasurer
LIBCO INTERNATIONAL, LLC
By:	/s/ John Mares
Name:	John Mares
Title:	Chief Financial Officer and Manager

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EXHIBIT INDEX

Exhibit No.	Description
(a)(1)(A)	Offer to Purchase dated March 2, 2010.*
(a)(1)(B)	Form of Letter of Transmittal.*
(a)(1)(C)	Form of Notice of Guaranteed Delivery.*
(a)(1)(D)	Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
(a)(1)(E)	Form of Letter to Clients for Use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
(a)(1)(F)	Guidelines for Certification of Taxpayer Identification Number on Substitute W-9.*
(a)(1)(G)	Summary Advertisement as published on March 2, 2010.*
(a)(5)(A)	Press Release issued by Litex Industries, Limited dated March 2, 2010 regarding the commencement of the Offer.*
(a)(5)(B)	Press Release issued by Litex Acquisition #1, LLC dated March 24, 2010 regarding tender offer.**
(a)(5)(C)	Letter to Stockholders regarding tender offer dated March 24, 2010.**
(a)(5)(D)	Press Release issued by Litex Acquisition #1, LLC dated March 31, 2010 regarding silent treatment.**
(a)(5)(E)	Letter to Stockholders dated March 31, 2010.**
(a)(5)(F)	Complaint by Henry Partners, L.P. against James R. Ridings, William E. Bucek, A. Paul Knuckley, R. Don Morris and Lary C. Snodgrass, filed in the Court of Chancery of the State of Delaware on March 22, 2010.**
(a)(5)(G)	Press Release issued by Litex Acquisition #1, LLC dated April 8, 2010 regarding Offer extension.**
(a)(5)(H)	Press Release issued by Litex Acquisition #1, LLC dated April 28, 2010 regarding Offer extension.**
(a)(5)(I)	Press Release issued by Litex Acquisition #1, LLC dated April 30, 2010 regarding Offer extension.
(b)	Not applicable.
(d)	Not applicable.
(g)	Not applicable.
(h)	Not applicable.

*Previously filed with Schedule TO.

**Previously filed with Schedule TO Amendment Nos. 1, 2, 3 and 4.

EX-99.(A)(5)(I)

Exhibit (a)(5)(1)

News Release

For Immediate Release

April 30, 2010

Media Contact:
Litex Industries, Limited
Attn: CFO
3401 West Trinity Blvd.
Grand Prairie, TX 75050 Investor Contact:
Morrow & Co., LLC
470 West Avenue
Stamford, CT 06902
Banks and Brokers Call: (203) 658-9400
All Others Please Call Toll-Free: (800) 662-5200

LITEX INDUSTRIES, LIMITED

Litex Extends All Cash Tender Offer for Craftmade International

Litex Industries, Limited today announced that it is extending its previously announced cash tender offer, through its subsidiary Litex Acquisition #1, LLC (“Litex”), for all of the outstanding shares of Craftmade International, Inc. (“Craftmade;” OTCQX: CRFT.PK).

Litex’s tender offer was previously set to expire at 5:00 P.M., New York City time, on May 5, 2010.  The tender offer for US $5.25 per share was made on March 2, 2010.

The tender offer will now expire at 5:00 P.M., New York City time, on Thursday, May 6, 2010, unless extended.  As of 5:00 P.M., New York City time on April 29, 2010, approximately 628,010 shares of Craftmade common stock had been tendered to Litex.

Stockholders who have not yet tendered their shares are urged to tender their shares.

Litex will promptly file with the United States Securities and Exchange Commission amendments to its tender offer documents regarding the extension.  Stockholders should read the tender offer documents, as amended, which are on file with the Securities and Exchange Commission, as they contain important information about the tender offer.  Stockholders can obtain such tender offer documents and other filed documents free of charge at the Securities and Exchange Commission’s website at www.sec.gov.

Litex Acquisition #1, LLC, a wholly owned subsidiary of Litex Industries, Limited, has offered to purchase for cash all of the outstanding shares of Common Stock (including the associated Series A Preferred Stock Purchase Rights) of Craftmade International, Inc. at a purchase price of 5.25 per share.  Unless extended, the tender offer is scheduled to expire at 5:00 P.M., New York City time, on May 6, 2010.

The complete Offer to Purchase, Letter of Transmittal and other offering documents are filed with the U.S. Securities and Exchange Commission. Craftmade International, Inc.’s stockholders may obtain copies of all of the offering documents, including the Offer to Purchase, free of charge at the SEC’s website (www.sec.gov) or by directing a request to Morrow & Co., LLC, the Information Agent for the offer, Banks and Brokers Call: (203) 658-9400. All Others Please Call Toll-Free: (800) 662-5200. Additional information about the transaction, including the offering documents, will also be available at www.litexfans.com.

Stifel, Nicolaus & Company, Incorporated is acting as dealer manager, Greenberg Traurig, LLP as legal counsel, and Morrow & Co., LLC as information agent in connection with the tender offer.

About Litex

Litex, founded in 1980, is an importer of ceiling fans and lighting fixtures ranging from classical to imaginative.  Litex’s state-of-the-art manufacturing and distribution facilities, located in Grand Prairie, Texas, combined with its exceptional quality control standards plants Litex on the cutting edge of the industry.

Additional Information

This announcement is for informational purposes only and does not constitute an offer to purchase or a solicitation of an offer to sell Craftmade International, Inc. common stock. The tender offer is being made pursuant to a tender offer statement on Schedule TO (including the Offer to Purchase, Letter of Transmittal and other related tender offer materials) filed by Litex Acquisition #1, LLC with the Securities and Exchange Commission (“SEC”). These materials, as they may be amended from time to time, contain important information, including the terms and conditions of the offer, that should be read carefully before any decision is made with respect to the tender offer. Investors and security holders may obtain a free copy of these materials and other documents filed by Litex Acquisition #1, LLC with the SEC at the website maintained by the SEC at www.sec.gov. The Offer to Purchase, Letter of Transmittal and other related tender offer materials may also be obtained for free by contacting the information agent for the tender offer, at Morrow & Co., LLC, Banks and Brokers Call: (203) 658-9400; All Others Please Call Toll-Free: (800) 662-5200.

Litex Acquisition #1, LLC is not currently engaged in a solicitation of proxies or consents from the stockholders of Craftmade International, Inc. However, in connection with Litex Acquisition #1, LLC’s proposal to acquire Craftmade International, Inc., certain directors and officers of Litex Acquisition #1, LLC may participate in meetings or discussions with Craftmade International, Inc. stockholders. Litex Acquisition #1, LLC does not believe that any of these persons is a “participant” as defined in Schedule 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), in the solicitation of proxies or consents, or that Schedule 14A requires the disclosure of certain information concerning any of them. If in the future Litex Acquisition #1, LLC does engage in a solicitation of proxies or consents from the stockholders of Craftmade International, Inc. in connection with its proposal to acquire Craftmade International, Inc., Litex Acquisition #1, LLC will amend the information provided above to disclose the information concerning participants in that solicitation required by Rule 14a-12 under the Exchange Act.

No assurance can be given that the proposed transaction described herein will be consummated by Litex Acquisition #1, LLC, or completed on the terms proposed or any particular schedule, that the proposed transaction will not incur delays in obtaining the regulatory, board or stockholder approvals required for such transaction, or that Litex Acquisition #1, LLC will realize the anticipated benefits of the proposed transaction.

Any information regarding Craftmade International, Inc. contained herein has been taken from, or is based upon, publicly available information. Although Litex Acquisition #1, LLC does not have any information that would indicate that any information contained herein is inaccurate or incomplete, Litex Acquisition #1, LLC does not undertake any responsibility for the accuracy or completeness of such information.

Litex Acquisition #1, LLC does not undertake, and specifically disclaims, any obligation or responsibility to update or amend any of the information above except as otherwise required by law.