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| x                                                                    |  QUARTERLY      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES      EXCHANGE  |
|----------------------------------------------------------------------|----------------------------------------------------------------------------------------------|
|                                                                 |  ACT      OF 1934                                                                       |
| For      the quarterly period ended:                                 |
| March      31, 2010                                                  |
|                                                                 |                                                                                         |
|                                                                 |                                                                                         |
|        o                                                        |  TRANSITION      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES      EXCHANGE |
|                                                                 |  ACT      OF 1934                                                                       |
| For      the transition period from: _____________ to  _____________ |

| Delaware                          | 001-15819         | 13-3883101               |
|-----------------------------------|-------------------|--------------------------|
| (State      or Other Jurisdiction | (Commission       | (I.R.S.      Employer    |
| of      Incorporation)            | File      Number) | Identification      No.) |

| Indicate      by check mark whether the registrant (1) has filed all reports required to      be filed by Section 13 or 15(d) of theSecurities      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.                                                                                                                                                         | x |  Yes |        o |  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.                                                                                                   |
|                                                                                                                                                                                                                                                                         |   |
| Large      accelerated filer                                                                                                                                                                                                                                                 |        o |   |   | Accelerated      filer |        o |   |
| Non-accelerated      filer                                                                                                                                                                                                                                                   |        o |   |   | Smaller      reporting company | x |   |
|                                                                                                                                                                                                                                                                         |   |
| Indicate      by check mark whether the registrant is a shell company (as defined in      Rule 12b-2 of the Act).                                                                                                                                                            | o  |  Yes | x |  No |
|                                                                                                                                                                                                                                                                         |   |
| Indicate      the number of shares outstanding of each of the issuer’s classes of common      stock, as of the latest practicable date.                                                                                                                           |
| As      of May 10, 2010 there were 83,532,777 shares of common stock outstanding,      par value $0.001.                                                                                                                                                                |
| APPLICABLE      ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY                                                                                                                                                                                                                   |
| PROCEEDINGS      DURING THE PRECEDING FIVE YEARS:                                                                                                                                                                                                                            |
|                                                                                                                                                                                                                                                                         |
| Indicate      by check mark whether the registrant has filed all documents and reports      required to be filed by Section 12, 13 or 15(d) of the Securities Exchange      Act of 1934 subsequent to the distribution of securities under a plan      confirmed by a court. |
|                                                                                                                                                                                                                                                                         | o  |  Yes | o  |  No |

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|           |            |
|--------------------------------------------------------|-----------------|
|                                              |            |  Kingold      Jewelry, Inc. |
|                                              |            |   |
|                                                   | By:   | /s/      Zhihong Jia |
|                                                   |            | Zhihong      Jia |
|                                                   |            | Chairman,      Chief Executive Officer and Principal Executive Officer |
|                                                   |            |   |
|                                                   | By:             | /s/      Bin Liu |
|                                                   |            | Bin      Liu |
|                                                   |            | Chief      Financial Officer and Principal Accounting  Officer |

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