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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

Form 10-K/A

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31,
2010

[ ] 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: 000-49746

VISCOUNT SYSTEMS, INC.(Name of
registrant as specified in its charter)

|NEVADA                                                        | 88-0498181                          
|------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of                               | (I.R.S. Employer Identification No.)
|incorporation or organization)                                |                                     
|                                                              |                                     
|                                                              |                                     
|4585 Tillicum Street, Burnaby, British Columbia,
      Canada | V5J 5K9                             
|(Address of principal executive offices)                      | (Zip Code)                          

Issuers telephone number: (604) 327-9446

Securities registered pursuant to Section 12(b) of the Act:
None

Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 per share(Title of class)

Check whether the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. Yes [ ]     No [X]

Check whether the registrant is not required to file reports
pursuant to Section 13 or 15(d) of the Exchange Act. Yes [ ]     No [X]

Check whether the registrant (1) filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act 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 [ ]

Check 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 during the
preceding 12 months (or for such shorter period that the registrant was required
to submit and post such files). Yes [X]     No [ ]

Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-K contained in this form, and no disclosure will be
contained, to the best of the registrants knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. [X]

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Check 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]

Check whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ]     No [X]

State issuers revenues for its most recent fiscal year:
$3,916,924 ($3,895,773 in Canadian dollars converted at an exchange rate of
US$1.0054/CDN$ 1.000) .

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at which
the common equity was sold, or the average bid and asked price of such common
equity, as of the last business day of the registrants most recently completed
second fiscal quarter: $2,140,950 as at June 30, 2010.

State the number of shares outstanding of each of the issuers
classes of common equity, as of the latest practicable date: 21,841,250 shares
of common stock as at March 15, 2011.

EXPLANATORY NOTE

This Amendment to the Annual Report on Form 10-K for the fiscal
year ended December 31, 2010, which was filed with the Securities and Exchange
Commission on March 21, 2011, is being filed to include a consent of the
Companys auditors, Dale Matheson Carr-Hilton LaBonte LLP, Chartered
Accountants, as Exhibit 23.1 of Part IV Item 15.

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PART IV

Item 15. Exhibits

|Exhibit No. | Description of Exhibit                                                        | Manner of Filing
|----------- | ----------------------------------------------------------------------------- | ----------------
|            |                                                                               |                 
|23.1        | Consent of Dale Matheson
      Carr-Hilton LaBonte LLP, Chartered Accountants | Filed herewith  

Signatures

In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized, on April 29, 2011.

| | VISCOUNT SYSTEMS, INC.                   
| | -----------------------------------------
| |                                          
| |                                          
| | By:
      /s/ Stephen Pineau             
| | Stephen Pineau                           
| | President and Principal Executive Officer

In accordance with the requirements of the Exchange Act, this
report has been signed by the following persons on behalf of the registrant and
in the capacities indicated on the dates indicated.

|    | Signature                |  | Title                                  | Date          
|--- | ------------------------ |  | -------------------------------------- | --------------
|    |                          |  |                                        |               
|By: | /s/
      Stephen Pineau |  | President, Secretary,                  | April 29, 2011
|    | Stephen Pineau           |  | Principal Executive Officer, Principal |               
|    |                          |  | Financial Officer and Director         |               
|    |                          |  |                                        |               
|    |                          |  |                                        |               
|By: | /s/
      Greg Shen      |  | Chairman of the Board and              | April 29, 2011
|    | Greg Shen                |  | Director                               |               

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