UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q/A
                                (Amendment No.1)

|X|  QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     Of 1934 For the Quarterly

                         Period Ended September 30, 2008

|_|  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     Of 1934

              For the Transition Period from _________ to _________

                        Commission file number: 000-29523

                           China Pharma Holdings, Inc.
             (Exact name of registrant as specified on its charter)


                 Delaware                                        73-1564807
(State or other jurisdiction of incorporation                  (IRS Employer
               or organization)                             Identification No.)

 2nd Floor, No. 17, Jinpan Road, Haikou, Hainan Province, China        570216
      (Address of principle executive offices)                       (Zip Code)

                            0086-898-66811730 (China)
              (Registrant's telephone number, including area code)

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 past 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 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|

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act. Yes |_| No |X|

As of September  30, 2008,  42,278,938  shares of China  Pharma  Holdings,  Inc.
common stock, par value $0.001 per share, were outstanding.


<PAGE>

EXPLANATORY NOTE

      The  registrant  filed a Form 10-Q on November 6, 2008.  The registrant is
filing this  Amendment  No. 1 to Form 10-Q with the SEC to amend the  following:
Item 4.  Controls  and  Procedures  as it relates  to  disclosure  controls  and
internal control procedures of the report.

      In addition,  we are also including a  currently-dated  Sarbanes Oxley Act
Section 302 and Section 906  certifications  of the Chief Executive  Officer and
Chief  Financial  Officer that are attached to this  Amendment as Exhibits 31.1,
31.2, 32.1and 32.2.

      Except as set forth  below,  this Form 10-Q/A  does not  modify,  amend or
update in any way any other  items or  disclosure  in the Form  10-Q.  This Form
10-Q/A  continues  to speak as of the date of the  original  Form 10-Q and other
than as  specifically  reflected  in the Form  10-Q/A  does not  reflect  events
occurring after the filing of the original Form 10-Q.


                          PART I FINANCIAL INFORMATION


Item 4 - Controls and Procedures

Disclosure  controls  and  procedures  are  designed  to ensure  that  financial
information  is  accumulated  and  communicated  to  management,  including  the
Company's  CEO and CFO in a timely  manner and then  processed,  summarized  and
reported  within the time  periods  specified  in the  Securities  and  Exchange
Commission's rules and forms.

As required by Rule 13a-15 under the Securities Exchange Act of 1934, within the
90 days prior to the filing  date of this  report,  the  Company  carried out an
evaluation  of the  effectiveness  of the design and  operation of the Company's
internal controls over disclosure and reporting procedures.  This evaluation was
carried out under the  supervision and with the  participation  of the Company's
management,  including  the  Company's  President,  CEO and CFO. The Company has
taken steps to improve our internal  controls over recording and reporting which
were  disclosed as a material  weakness in Item 8A "Controls and  Procedures" of
our Annual  Report on Form  10-KSB for the fiscal year ended  December  31, 2007
(the "2007 Form 10-KSB").

As part of this correction process, we recruited three independent directors and
formed an Audit Committee in February 2008 to supervise the implementation of an
Internal Audit Department and to oversee the financial  reporting of the Company
including  direct  communication  with  our  independent  auditors.  The code of
business  conduct  and ethics was adopted by the board of  directors  on July 8,
2008.  The code was attached to Form S-1 filed on July 11, 2008 as exhibit 14.1.
We trained our accounting personnel in the application of U.S. GAAP commensurate
with our financial reporting requirements.

The Audit Committee and our internal audit function are  functioning.  As of the
date of this  evaluation  and based upon the  evaluation of our chief  executive
officer and chief  financial  officer,  the  management  has concluded  that our
internal  controls  over  recording  and reporting  financial  information  were
effective.


<PAGE>

                           PART II. OTHER INFORMATION


Item 6 - Exhibits

The following exhibits are filed herewith:

31.1 - Certification  pursuant to Rule 13a-14 and Rule 15d-14(a) of the Exchange
Act, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.

31.2 - Certification  pursuant to Rule 13a-14 and Rule 15d-14(a) of the Exchange
Act, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.

32.1 - Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.

32.2 - Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.


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<PAGE>


                                   SIGNATURES


In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.



China Pharma Holdings, Inc.

Dated: March 11, 2009                            By:  /s/ Zhilin Li
                                                 Zhilin Li
                                                 Chief Executive Officer,
                                                 President and Director


Dated: March 11, 2009                            By:  /s/ Xinhua Wu
                                                 Xinhua Wu
                                                 Chief Financial Officer,
                                                 and Director



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