UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


WASHINGTON, D.C. 20549





FORM 10-Q/A


(Amendment No. 1)





(Mark One)


x
QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.





For the quarterly period ended March 31, 2010





o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.





For the transition period from ____________ to ____________





Commission File Number 000-51336





BEFUT INTERNATIONAL CO., LTD.


(Exact name of registrant as specified in its charter)





Nevada

20-2777600(State or other jurisdiction of

(IRS Employerincorporation or organization)

Identification No.)





27th Floor, Liangjiu International Tower,


No.5, Heyi Street, Xigang District, Dalian City, China     116011


(Address of principal executive offices)      (Zip Code)





(011) 86-411-8367-8755


(Issuer's telephone number, including area code)





N/A


(Former name, former address and former fiscal year, if changed since last report)





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x   No  ̈





Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes  ̈   No  ̈





Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check One):





Large accelerated filer  ̈
Accelerated filer  ̈Non-accelerated filer  ̈
Smaller reporting company x(Do not check if a smaller reporting company)





Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).


Yes  ̈   No x





APPLICABLE ONLY TO CORPORATE ISSUERS:





Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 29,512,784 shares of Common Stock, $.001 par value, were outstanding as of May 12, 2010.








EXPLANATORY NOTE





This Amendment No. 1 to the Quarterly Report on Form 10-Q (the “Amended 10-Q”) of BEFUT International Co., Ltd. (the “Company”) amends the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2010, filed with the Securities and Exchange Commission (the “SEC”) on May 14, 2010 (the “Original 10-Q”).  The Amended 10-Q is being filed to amend the Original 10-Q, pursuant to the SEC comment letter dated February 10, 2011, by filing revised certifications. The revised certifications are attached to the Amended 10-Q as Exhibits 31.1 and 31.2 and executed as of the date of the Amended 10-Q by the Company’s chief executive officer and chief financial officer, as required by Sections 302 of the Sarbanes Oxley Act of 2002.





Except as set forth above, the Amended 10-Q is identical to the Original 10-Q.  The Amended 10-Q does not reflect events occurring after the filing of the Original 10-Q and no attempt has been made in the Amended 10-Q to modify or update other disclosures as presented in the Original 10-Q.  Accordingly, this Amended 10-Q should be read in conjunction with the Company’s filings with the SEC subsequent to the filing of the Original Form 10-Q.








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 thereunto duly authorized.





BEFUT INTERNATIONAL CO., LTD.Date: September 8, 2011
By:
/s/ Hongbo CaoName: Hongbo CaoTitle: President and Chief Executive Officer(principal executive officer)





Date: September 8, 2011
By:
/s/ Mei YuName: Mei YuTitle: Chief Financial Officer(principal financial officer and principal

accounting officer)








EXHIBIT INDEX





No.

Description31.1

– Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes- Oxley Act of 2002.31.2

– Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes- Oxley Act of 2002.