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, 2012





[ ]
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from _____ to _____





Commission File No. 1-32674





AOXING PHARMACEUTICAL COMPANY, INC.


(Exact Name of Registrant as Specified in its Charter)





Florida
65-0636168(State or other jurisdiction
(I.R.S. Employer ID Number)of incorporation or organization)





444 Washington Blvd, Suite 3338, Jersey City, NJ 07310


(Address of Principal Executive Offices)




Issuer's Telephone Number: (646) 367-1747





Indicate  by check mark  whether the  Registrant  (1) has filed all reports required to be filed by Sections 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. YesX    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.)  YesX  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 filerAccelerated filer  Non-accelerated filer Smaller reporting companyX





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





APPLICABLE ONLY TO CORPORATE ISSUERS:  Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date:





As of November 14, 2012 the number of shares outstanding of the Registrant’s common stock was 49,694,822 with $.001 par value.








Amendment No. 1:  Explanatory Note





This amendment is being filed in order to file the interactive data files.





PART II   -   OTHER INFORMATION




Item 6.                 Exhibits




101.INS
XBRL Instance


101.SCH
XBRL Schema


101.CAL
XBRL Calculation


101.DEF
XBRL Definition


101.LAB
XBRL Label


101.PRE
XBRL Presentation











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.





AOXING PHARMACEUTICAL COMPANY, INC.





Date: November 30, 2012
By: /s/ Zhenjiang Yue


Zhenjiang Yue, Chief Executive Officer


(Principal Executive Officer)





Date: November 30, 2012
By: /s/ Guoan Zhang


Guoan Zhang, Acting Chief Financial Officer


(Principal Accounting and Financial Officer)