UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q/A





(Mark
One)





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





For the
Quarterly Period Ended September 30, 2008





OR





£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 000-32249





SKYPEOPLE
FRUIT JUICE, INC.


(Exact
name of registrant as specified in its charter)








Florida
            
            98-0222013(State
      or other jurisdiction of incorporation or organization)
            
            (I.R.S.
      Employer Identification Number)16F, National
      Development Bank Tower
              No.
      2,  Gaoxin 1st Road
              Hi-Tech
      Industrial Zone, Xi’an,Shaanxi
      Province, PRC
            
            710075(Address
      of principle executive offices)
            
            (Zip
      Code)




Registrant's
Telephone Number, Including Area
Code:  011-86-29-88386415




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
R 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.





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




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: the number of shares of Common Stock
of the Company outstanding as of November 13, 2008 was 22,271,684.


EXPLANATORY
NOTE


SkyPeople
Fruit Juice, Inc. (the “Company”) filed a Quarterly Report on Form 10-Q with the
Securities and Exchange Commission on November 14, 2008 (the “Original
Filing”). This Amendment to the Original Filing on Form 10-Q/A is being filed
solely to amend and restate Item 4 and Item 6 – Exhibits 31.1, 31.2 and
32.1





ITEM
4.  CONTROLS AND PROCEDURES




As
required by Rule 13a-15 under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), our management, including our Chief Executive Officer and
Chief Financial Officer, evaluated the effectiveness of the design and operation
of our disclosure controls and procedures as of September 30, 2008.





Disclosure
controls and procedures refer to controls and other procedures designed to
ensure that information required to be disclosed in the reports we file or
submit under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in the rules and forms of the SEC and that
such information is accumulated and communicated to our management, including
our Chief Executive Officer and Chief Financial Officer, as appropriate, to
allow timely decisions regarding required disclosure.





In
designing and evaluating our disclosure controls and procedures, management
recognizes that any controls and procedures, no matter how well designed and
operated, can provide only reasonable assurance of achieving the desired control
objectives, and management is required to apply its judgment in evaluating and
implementing possible controls and procedures. Management conducted its
evaluation of disclosure controls and procedures under the supervision of our
Chief Executive Officer and our Chief Financial Officer.  Based on
that evaluation, management concluded that our disclosure controls and
procedures were effective.  Our disclosure controls and procedures are
designed to provide reasonable assurance of achieving their objectives and our
Chief Executive Officer and Chief Financial Officer have concluded that our
disclosure controls and procedures are effective at that reasonable assurance
level.





During
the quarter ended June 30, 2008, Pacific erroneously paid monies to its former
shareholders as the result of a dividend declaration in February
2008.  The monies were then returned to the
Company.  Because the recipients of the money were no longer
shareholders of Pacific, the transaction has been treated for accounting
purposes as an interest free loan.   The Sarbanes-Oxley Act 2002
makes it unlawful for any public company, directly or indirectly, to extend
credit, maintain credit or arrange for the extension of credit in the form of a
personal loan to or for the benefit of any director or executive officer.
Therefore, the failure of the Company to prevent the loan may be considered a
material weakness in the efficiency and effectiveness of the Company’s
procedures with respect to the conduct of its operations and the Company’s
compliance with laws and regulations and therefore a material weakness in the
Company’s internal control over financial reporting.





The
Company’s Chief Executive Officer and Chief Financial Officer concluded,
however, that the material weakness in the Company’s operational and compliance
controls referred to in the immediately preceding paragraph did not constitute a
failure in the Company’s “disclosure controls and procedures” as such term is
defined in Rule 13a-15 because the failure to prevent the loan to or for the
benefit of any executive officer or director does not constitute a failure or
weakness in the Company’s procedures to ensure that information is recorded,
processed, summarized and reported within the time periods specified in the
rules and forms of the SEC or that information is accumulated and communicated
to our management.  Therefore, as stated above, despite the material
weakness in internal control over financial reporting which existed during the
quarter ended September 30, 2008, the Company’s Chief Executive Officer and
Chief Financial Officer were still able to conclude that the Company’s
disclosure controls and procedures were effective as of the end of such quarter. -1-





The
Company and its Audit Committee have taken steps to remedy the material weakness
in the Company’s operational and compliance controls discussed above. On
September 30, 2008 the Board of Directors of the Company approved a Statement of
Policies and Procedures with Respect to Related Party Transactions (the “Policy
Statement”) under which the Audit Committee shall review the material facts of
all Interested Transactions that require the Committee’s approval and either
approve or disapprove of the entry of the Company into the Interested
Transaction, subject to certain exceptions. If advance approval by the Audit
Committee of an Interested Transaction is not feasible, then the Interested
Transaction shall be considered and, if the Audit Committee determines it to be
appropriate, ratified at the Committee’s next regularly scheduled meeting. In
determining whether to approve or ratify an Interested Transaction, the Audit
Committee will take into account, among other factors it deems appropriate,
whether the Interested Transaction is on terms no less favorable than terms
generally available to an unaffiliated third-party under the same or similar
circumstances and the extent of the Related Person’s interest in the
transaction.





No
director shall participate in any discussion or approval of an Interested
Transaction for which he or she is a Related Party, except that the director
shall provide all material information concerning the Interested Transaction to
the Committee.




If
an Interested Transaction will be ongoing, the Audit Committee may establish
guidelines for the Company’s management to follow in its ongoing dealings with
the Related Party. Thereafter, the Audit Committee, on at least an annual basis,
shall review and assess ongoing relationships with the Related Party to see
that they are in compliance with the Audit Committee’s guidelines and that the
Interested Transaction remains appropriate.





For
purposes of the Policy Statement, an “Interested Transaction” is any
transaction, arrangement or relationship or series of similar transactions,
arrangements or relationships (including any indebtedness or guarantee of
indebtedness) in which (1) the aggregate amount involved will or may be
expected to exceed $50,000 in any calendar year, (2) the Company is a
participant, and (3) any Related Party has or will have a direct or
indirect interest (other than solely as a result of being a director or a less
than 10 percent beneficial owner of another entity).





A
“Related Party” is any (a) person who is or was (since the beginning of the
last fiscal year for which the Company has filed a Form 10-K and proxy
statement, even if he or she does not presently serve in that role) an executive
officer, director or nominee for election as a director, (b) greater than
5 percent beneficial owner of the Company’s common stock, or
(c) immediate family member of any of the foregoing. Immediate family
member includes a person’s spouse, parents, stepparents, children, stepchildren,
siblings, mothers- and fathers-in-law, sons- and daughters-in-law, and brothers-
and sisters-in-law and anyone residing in such person’s home (other than a
tenant or employee).





The
material weakness in operational and compliance controls discussed in the fourth
paragraph of this Item 4 above was a change in our internal control over
financial reporting during the quarter ended September 30, 2008, that materially
affected our internal control over financial reporting. The Company believes
that this material weakness has been remedied by the approval by the Company’s
Board of Directors of the Policy Statement on September 30, 2008. Our internal
control system is designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with accounting principles generally
accepted in the United States.





There is
no assurance that our disclosure controls or our internal controls over
financial reporting can prevent all errors.  An internal control
system, no matter how well designed and operated, has inherent limitations,
including the possibility of human error.  Because of the inherent
limitations in a cost-effective control system, misstatements due to error may
occur and not be detected.  We monitor our disclosure controls and
internal controls and make modifications as necessary.  Our intent in
this regard is that our disclosure controls and our internal controls will
improve as systems change and conditions warrant.


-2-







PART
II - OTHER INFORMATION








Item
6.     Exhibits





EXHIBIT
      NUMBER
              DESCRIPTION31.1
              Certification
      pursuant to Exchange Act Rules 13a-15(e) and 15d-15(e), as adopted
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2
              Certification
      pursuant to Exchange Act Rules 13a-15(e) and 15d-15(e), as adopted
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1
              Certification
      pursuant to 18 U.S.C. 1350.




-3-


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.








SKYPEOPLE
      FRUIT JUICE, INC.By:
              /s/ Spring LiuSPRING
      LIUChief
      Financial Officer(Principal
      Financial Officer)Dated:
      January 30, 2009