UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549





Amendment No. 1 to





FORM 20-F / A













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





OR





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





For the fiscal year ended June 30, 2016





OR





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





OR





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





Commission file number 001-29190








(Exact name of Registrant as specified in its charter)








CRESUD INC.


(Translation of issuer’s name into English)





Republic of Argentina


(Jurisdiction of incorporation or organization)








Moreno 877, 23rd
Floor, (C1091AAQ) Buenos Aires, Argentina





(Address of principal executive offices)





Matias Gaivironsky


Chief Financial and Administrative Officer


Tel. +(5411) 4323-7449 finanzas@cresud.com.ar


Moreno 877, 24th Floor


(C1091AAQ)


Buenos Aires, Argentina


(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 registeredAmerican
Depositary Shares, each representing tenshares of Common Stock, par
value Ps.1.00 per share
Nasdaq
National Market of the Nasdaq Stock MarketCommon
Stock, par value one Peso per share
Nasdaq
National Market of the Nasdaq Stock Market*













*
 Not for trading but
only in connection with the registration of American Depositary
Shares, pursuant to the requirements of the Securities and Exchange
Commission.








Securities
registered or to be registered pursuant to Section 12(g) of
the Act: None





Securities
for which there is a reporting obligation pursuant to
Section 15(d) of the Act: None





Indicate
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.





The
number of outstanding shares of the issuer’s common stock as
of June 30, 2016:
501,642,804





Indicate by check
mark if the registrant is a well-known seasoned issuer, as defined
in Rule 405 of the Securities
Act.   Yes ☐    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.   Yes ☒     No 
☐





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 ☒     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).   Yes ☐     No ☒  
(Note: None required for registrant)





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 ☐             Accelerated filer ☒             Non-accelerated
filer ☐              Smaller reporting company ☐





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 as issued by the International
Accounting Standards Board ☒
Other ☐





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.   Item 17 ☐     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).   Yes ☐    No 
☒


























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EXPLANATORY NOTE








The
Company is filing this Amendment No. 1 to its annual report on Form
20-F for the fiscal year ended June 30, 2016, as filed with the
U.S. Securities and Exchange Commission (the “SEC”) on
November 1, 2016 (the “2016 Form 20-F”), to amend Item
18. Financial statements and Item 19. Exhibits of the 2016 Form
20-F/A to provide (i) separate audited consolidated financial
statements of IDBD Development Corporation Ltd. as of and for the
fiscal year ended December 31, 2014 including the report of
independent auditor relating thereto, as required under Rule 3-09
of Regulation S-X and (ii) separate unaudited consolidated
financial statements of IDBD Development Corporation Ltd. as of and
for the fiscal year ended December 31, 2015. (iii) separate
unaudited consolidated financials statements of New Lipstick LLC as
of and for the fiscal year ended June 30, 2016. The remainder of
the consolidated financial statements contained in the Original
Filing are unchanged.








Other
than as expressly set forth above, this Form 20-F/A does not, and
does not purport to, amend, update or restate the information in
any part of the 2016 Form 20-F or reflect any events that have
occurred after the 2016 Form 20-F was filed on November 1, 2016.
The filing of this Form 20-F/A, and the inclusion of newly executed
certifications and exhibits, should not be understood to mean that
any other statements contained in the 2016 Form 20-F are true and
complete as of any date subsequent to November 1, 2016. This
Amendment does not otherwise update the disclosures, including
forward-looking information, set forth in the 2016 Form 20-F, as
originally filed, and does not otherwise reflect events occurring
after the original filing of the 2016 Form 20-F on November 1,
2016. Such events include, among others, events described in our
reports under the Securities Exchange Act of 1934, as amended,
filed with the SEC since November 1, 2016.








PART
III
116ITEM  18—FINANCIAL
STATEMENTS
116ITEM  19—EXHIBITS
117























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PART III





ITEM 18. — FINANCIAL STATEMENTS





Consolidated financial statements of Cresud
S.A.C.I.F. y A. as of and for the year ended June 30, 2016,
including the report of independent registered public accounting
firm with respect to such consolidated financial statements, are
hereby incorporated by reference to Item 18 —
Financial Statementsof the 2016
Form 20-F.





Separate
consolidated financial statements of IDBD Development Corporation
Ltd. as of and for the year ended December 31, 2014, including the
report of independent auditor with respect to such consolidated
financial statements, are hereby incorporated by reference to
Exhibit 15.1 hereto.





Separate unaudited
consolidated financial statements of IDBD Development Corporation
Ltd. as of and for the year ended December 31, 2015 are hereby
incorporated by reference to Exhibit 15.2 hereto.











Separate
unaudited financial statements of New Lipstick LLC as of and for
the fiscal year ended June 30, 2016 are hereby incorporated by
reference to Exhibit 15.3 hereto.





See
“Item 18—Financial Statements.”








ITEM   19—EXHIBITS





Item 19. Exhibits





INDEX OF EXHIBITS





12.1    Certification pursuant to Section 302 of the
Sarbanes-Oxley Act 2002.





12.2    Certification pursuant to Section 302 of the
Sarbanes-Oxley Act 2002.





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





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





15.1   
Consolidated financial statements of IDBD Development Corporation
Ltd. as of and for the year ended December 31, 2014 (audited in
accordance with U.S. GAAS).





15.2
Unaudited Consolidated financial statements of IDBD Development
Corporation Ltd. as of and for the year ended December 31,
2015.





15.3
Separate unaudited financial statements of New Lipstick LLC as of
and for the fiscal year ended June 30, 2016











SIGNATURES





The
registrant hereby certifies that it meets all the requirements for
filing on Form 20-F and that it has duly caused and authorized
the undersigned to sign this Amendment No. 1 to the 2016 Form 20-F
on its behalf.





CreCRESUD SOCIEDAD ANÓNIMA COMERCIAL INMOBILIARIA FINANCIERA Y
AGROPECUARIADate:
March 23, 2017By: /s/
Matias GaivironskyName:
Matías I. GaivironskyTitle:
Chief Financial and Administrative
Officer














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