China Yida Holdings (CNYD)

[Brookwinn]

7,000,000 Shares of CYID being sold at $1.05. See latest filing:

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
––––––––––––––––
Amendment No. 3 to
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
.......

PROSPECTUS

7,000,000 shares of Common Stock

CHINA YIDA HOLDING, CO.

This prospectus relates to the sale or other disposition by the selling stockholders identified in this prospectus, or their transferees, of up to 7,000,000 shares of our common stock, which includes, 52.5% of the 13,333,334 shares of common stock and warrants to Pope Investments II LLC and the other investors (collectively, the “Investors”).

We will receive no proceeds from the sale or other disposition of the shares, or interests therein, by the selling stockholders. However, we will receive proceeds in the amount of $8,333,333.75 assuming the cash exercise of all of the warrants held by the selling stockholders, subject to certain of the warrants being exercised under a “cashless exercise” right.

Our common stock is traded on the over-the-counter electronic bulletin board. Our trading symbol is CYID. On April 17, 2008, the last bid price as reported was $1.30 per share.

The selling stockholders, and any participating broker-dealers may be deemed to be “underwriters” within the meaning of the Securities Act of 1933, and any commissions or discounts given to any such broker-dealer may be regarded as underwriting commissions or discounts under the Securities Act. The selling stockholders have informed us that they do not have any agreement or understanding, directly or indirectly, with any person to distribute their common stock.