UNITED STATES SECURITIES AND EXCHANGE
COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F/A

(Amendment No.1)

(Mark One)



| | o | REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
| | - | ----------------------------------------------------------------------------------------------

OR



| | þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | - | ------------------------------------------------------------------------------------

For the fiscal year ended December 31,
2011

OR



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

OR



| | o | SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | - | -------------------------------------------------------------------------------------------



Date of event requiring this shell company
report _____________

For the transition period from _________
to



Commission file number 1-14660



Z:\TQData\VINEYARD\Live Jobs\2012\12 Dec\20 Dec\Shift I\CHINA SOUTHERN AIRLINES COMPANY LIMITED\Draft\03-Production



(Exact name of Registrant as specified in
its charter)



CHINA SOUTHERN AIRLINES COMPANY LIMITED



(Translation of Registrant’s name
into English)



THE PEOPLE’S REPUBLIC OF CHINA



(Jurisdiction of incorporation or organization)



278 JI CHANG ROAD

GUANGZHOU, 510405

PEOPLE’S REPUBLIC OF CHINA



(Address of principal executive offices)



Mr. Xie Bing

Telephone: +86 20 86124462

E-mail: ir@csair.com

Fax: +86 20 86659040

Address: 278 JI CHANG ROAD

GUANGZHOU

PEOPLE’S REPUBLIC OF CHINA,
510405



(Name, Telephone, E-mail and/or Facsimile
number and Address of Company Contact Person)



Securities registered or to be registered
pursuant to Section 12(b) of the Act.



|Title of each class            |  | Name of each exchange on which registered
|------------------------------ |  | -----------------------------------------
|                               |  |                                          
|Ordinary H Shares of par value |  | New York Stock Exchange                  
|RMB1.00 per share              |  |                                          
|represented by American        |  |                                          
|Depositary Receipts            |  |                                          

Securities registered or to be registered
pursuant to Section 12(g) of the Act.

None

(Title of Class)

(Title of Class)



|SEC 1852 (05-06) |  | Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
|---------------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------



Securities for which there is a reporting
obligation pursuant to Section 15(d) of the Act.



None

(Title of Class)

Indicate the number of outstanding shares
of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report. 7,022,650,000
ordinary A Shares of par value RMB1.00 per share and 2,794,917,000 ordinary H Shares of par value RMB1.00 per share were issued
and outstanding as of December 31, 2011.



Indicate by check mark if the registrant is
a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.



o
Yes þ No



If this report is an annual or transition
report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.



o
Yes þ No



Note — Checking the box above will not
relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their
obligations under those Sections.



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.



þ
Yes oNo



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



Large accelerated filer þ
Accelerated filer o Non-accelerated filer o



Indicate by check mark which basis of accounting
the registrant has used to prepare the financial statements included in this filing:



|U.S. GAAP  ̈ | International Financial Reporting Standards þ | Other  ̈
|----------- | --------------------------------------------- | -------
|            | as issued by the International Accounting     |        
|            | Standards Board                               |        



If "Other" has been checked in response
to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.



o
Item 17 o Item 18



If this is an annual report, indicate by check
mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).



oYes
þ No











EXPLANATORY NOTE



This Amendment No. 1 (the “Amendment
No. 1”) to the annual report of China Southern Airlines Company Limited (the "Registrant") on Form 20-F for the
fiscal year ended December 31, 2011, filed on April 27, 2012 (the “Form 20-F”), is being filed solely to re-file Exhibit
4.3, Exhibit 4.4, Exhibit 4.5, and Exhibit 4.6 originally attached to the Form 20-F.



Each of Exhibit 4.3, Exhibit 4.4, Exhibit
4.5, and Exhibit 4.6 to this Amendment No. 1 supersedes and replaces the corresponding exhibit filed with the Form 20-F.



Save as described above, this Amendment No.
1 does not, and does not purport to, amend, update or restate the information contained in the Form 20-F or reflect any event that
has occurred after the filing of the Form 20-F. In addition, save as described above, all the information contained in the Form
20-F remains unchanged and reflects the disclosures made by the Registrant as of the time when the Form 20-F was filed with the
SEC.











SIGNATURES



The registrant hereby certifies that it meets
all of the requirements for filing on the Form 20-F/A and that it has duly caused and authorized the undersigned to sign this Amendment
No. 1 on its behalf.



| |     | CHINA SOUTHERN AIRLINES COMPANY LIMITED  
| | --- | -----------------------------------------
| |     |                                          
| | By: | /s/ Si Xian Min                          
| |     | Name: Si Xian Min                        
| |     |                                          
| |     | Title: Chairman of the Board of Directors



Date: December 21, 2012











PART III



ITEM 19. EXHIBITS.

Index to Exhibits



|Exhibit No. |  | Description of Exhibit                                                                                                                             
|----------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------
|1.1Õ        |  | Restated and Amended Articles of Association of China Southern
    Airlines Company Limited                                                        
|            |  |                                                                                                                                                    
|4.1         |  | Form of Director’s Service Agreement (1)                                                                                                           
|            |  |                                                                                                                                                    
|4.2         |  | Form of Non-Executive Director’s Service Agreement (2)                                                                                             
|            |  |                                                                                                                                                    
|4.3         |  | Aircraft Acquisition Agreement entered into by and between Xiamen Airlines and Boeing on May 9, 2011*†                                             
|            |  |                                                                                                                                                    
|4.4         |  | Aircraft Acquisition Agreement entered into by and between the Company and Boeing on May 31, 2011*†                                                
|            |  |                                                                                                                                                    
|4.5         |  | Aircraft Acquisition Agreement entered into by and between the Company and Boeing on February 28, 2012*†                                           
|            |  |                                                                                                                                                    
|4.6         |  | Supplemental Agreement No.1 to Purchase Agreement Number PA-03600 entered into by and between the Company and Boeing Company on February 28, 2012*†
|            |  |                                                                                                                                                    
|8.1Õ        |  | Subsidiaries of China Southern Airlines Company Limited                                                                                            
|            |  |                                                                                                                                                    
|11.1Õ       |  | Code of Ethics (included in Exhibit 4.1)                                                                                                           
|            |  |                                                                                                                                                    
|12.1        |  | Section 302 Certification of President†                                                                                                            
|            |  |                                                                                                                                                    
|12.2        |  | Section 302 Certification of Chief Financial Officer†                                                                                              
|            |  |                                                                                                                                                    
|13.1        |  | Section 906 Certification of President†                                                                                                            
|            |  |                                                                                                                                                    
|13.2        |  | Section 906 Certification of Chief Financial Officer†                                                                                              



*
Portions of this document have been omitted pursuant to a confidential treatment request, and the full, unredacted document has
been separately submitted to the Securities and Exchange Commission with a confidential treatment request.



† Filed herewith.



Õ Filed
with the Registrant's Form 20-F (File No. 001-14660) for the year ended December 31, 2011, filed with the Securities and
Exchange Commission on April 27, 2012.



(1) Incorporated by reference to the Exhibit
4.1 to the Registrant's Form 20-F (File No. 001-14660) for the year ended December 31, 2005 filed with the Securities and Exchange
Commission on June 30, 2006.



(2) Incorporated by reference to the Exhibit
4.2 to the Registrant's Form 20-F (File No. 001-14660) for the year ended December 31, 2005 filed with the Securities and Exchange
Commission on June 30, 2006.