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<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>UNITED STATES</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>SECURITIES AND EXCHANGE COMMISSION</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>WASHINGTON, D.C. 20549</B></P>

<HR SIZE="1" NOSHADE ALIGN="CENTER" STYLE="width: 20%; color: black">

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>FORM 8-K</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>CURRENT REPORT</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">Pursuant to Section 13 or 15(d) of the</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">Securities Exchange Act of 1934</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">Date of Report (Date of Earliest Reported
Event): October 31, 2012 (October 26, 2012)</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>CHINA HOUSING &amp; LAND DEVELOPMENT,
INC.</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">(Exact name of registrant as specified in
its charter)</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

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    <TD STYLE="width: 32%; font-size: 10pt; font-weight: bold; text-align: center">Nevada</TD>
    <TD STYLE="width: 36%; font-size: 10pt; font-weight: bold; text-align: center">000-51429</TD>
    <TD STYLE="width: 32%; font-size: 10pt; font-weight: bold; text-align: center">20-1334845</TD></TR>
<TR STYLE="vertical-align: top">
    <TD>
        <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">(State or Other Jurisdiction of</P>
        <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">Incorporation)</P></TD>
    <TD STYLE="font-size: 10pt; text-align: center">(Commission File Number)</TD>
    <TD STYLE="font-size: 10pt; text-align: center">(IRS Employer Identification No.)</TD></TR>
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<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>6 Youyi Dong Lu, Han Yuan 4 Lou</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>Xi'An, Shaanxi Province, China</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>710054</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">(Zip Code)</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>86-029-82582632</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>(</B>Registrant&rsquo;s telephone number,
including area code)</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>N/A</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">(Former Name or Former Address if Changed
Since Last Report)</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):</P>

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    <TD STYLE="width: 3%">&nbsp;</TD>
    <TD STYLE="width: 3%; font-family: Wingdings">&uml;</TD>
    <TD STYLE="width: 94%">Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)</TD></TR>
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    <TD STYLE="width: 3%; font-family: Wingdings">&uml;</TD>
    <TD STYLE="width: 94%">Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)</TD></TR>
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    <TD STYLE="width: 3%">&nbsp;</TD>
    <TD STYLE="width: 3%; font-family: Wingdings">&uml;</TD>
    <TD STYLE="width: 94%">Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17&nbsp;CFR 240.14d-2(b))</TD></TR>
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<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

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    <TD STYLE="width: 3%">&nbsp;</TD>
    <TD STYLE="width: 3%; font-family: Wingdings">&uml;</TD>
    <TD STYLE="width: 94%">Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17&nbsp;CFR 240.13e-4(c))</TD></TR>
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<p>&nbsp;</p>

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<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><B>Item&nbsp;5.02 Departure of Directors
or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">On October 26, 2012, China Housing &amp;
Land Development, Inc.&rsquo;s (the &ldquo;Company&rdquo;) 2012 Annual Meeting of Stockholders (the &ldquo;Meeting&rdquo;) was
held at 6 Youyi Dong Lu, Han Yuan 4 Lou, Xi&rsquo;An, Shaanxi Province 710054, P.R.C.&nbsp;The following seven (7) directors were
elected to serve on the board of directors (the &ldquo;Board&rdquo;) until the next annual meeting of stockholders of the Company
or until such person(s) shall resign, be removed or otherwise leave office:</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><U>Mr. Pingji Lu, Chairman of the Board
of Directors</U></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Mr. Pingji Lu, 61, has served as the Chairman
of the Board since joining the Company in September 1999. In addition, Mr. Lu was the founder of Lanbo Financial Investment Company
Group Limited, where he was the Chairman of the Board and Chief Executive Officer from its formation in September 2003 until its
merger with Lanbo Financial Group, Inc., after which Mr. Lu served as the Chairman of the Board and Chief Executive Officer of
Lanbo Financial Group, Inc. until December 2005. Prior to that Mr. Lu was the Chairman of the Board and Chief Executive Officer
of Xi&rsquo;an Newstar Real Estate Development Co., Ltd. from 1998 and where he previously served as General Manager from 1992
to 2003. From February 1968 to December 1999, Mr. Lu held various positions in the Chinese military, including soldier, Director
of Barrack Administration, Supervisor, and Senior Colonel. Mr. Lu is a member of the Enterprise Credit Association of Shaanxi Province.
Mr. Lu graduated from Xi&rsquo;an Army College with a major in architectural engineering. On January 12, 2009, Mr. Lu resigned
as Chief Executive Officer but has remained as Chairman of the Company. We believe Mr. Pingji Lu, the founder of the Company, has
the most extensive knowledge and experience in the real estate industry within the Company and that such knowledge and experience
qualify him for the Chairman position.</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><U>Mr. Xiaohong Feng, Chief Executive Officer
&amp; Director</U></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Mr. Xiaohong Feng, 47, has served as the
Chief Operating Officer and a Director of the Company since joining the Company in January 2003. In addition, Mr. Xiaohong Feng
was a Director of Lanbo Financial Group, Inc. from November 2004 until December 2005. Previously, from 2003 to 2004, Mr. Feng served
as President and a Director of Xi&rsquo;an Newstar Real Estate Development Co., Ltd. From June 1996 to December 2002, Mr. Feng
was General Manager and President of Xi&rsquo;an Honghua Industry, Inc. He is a member of the China Architecture Association, Vice
President of the Shaanxi Province Real Estate Association, and Vice Director of the Xi&rsquo;an Decoration Association. Mr. Feng
received an M.S. in architecture science from Xi&rsquo;an Architecture &amp; Technology University in 1990. On January 12, 2009,
Mr. Feng was appointed as Chief Executive Officer of the Company. We believe Mr. Xiaohong Feng has extensive real estate knowledge
and experience, as well as a strong architecture background. In addition, his role as Chief Executive Officer provides him with
intimate knowledge of our operations and the markets in which we conduct our business. It is for these qualities that he was selected
to serve as a Director of the Company.</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><U>Mr. Cangsang Huang, Chief Financial
Officer &amp; Director</U></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Mr. Cangsang Huang, 33, has served as a
Director since October 2009 and, beginning in October 2008, served first as Assistant Chief Financial Officer and then Chief Financial
Officer of the Company. Mr. Huang worked at Cantor Fitzgerald from 2006 until 2007 and played an active role in several public
financings for companies in the transportation/shipping sectors as well as several U.S. listed publicly-traded Chinese companies.
In 2007, Mr. Huang worked for Merriman Curhan &amp; Ford Inc.(&ldquo;Merriman&rdquo;) followed by Collins Stewart LLC (&ldquo;Collins
Stewart&rdquo;). He helped set up Merriman and Collins Stewart&rsquo;s China banking practice and participated in several China
related financing transactions, including General Steel (NYSE: GSI) and FUQI International (Nasdaq: FUQI). From 2001 to 2004, Mr.
Huang worked in Guangzhou, China with China Communication Construction Company Limited (1800.HK) as a project manager where he
provided financial advisory services to both private and state-owned companies and participated in multiple multi-billion RMB infrastructure
projects. Mr. Huang graduated from Shanghai Maritime University with a degree in transportation economics and has a master&rsquo;s
degree in statistics from Columbia University. Mr. Huang is a CFA Level III candidate and has his NASD Series 7 &amp; 63 licenses.
We believe Mr. Cangsang Huang is qualified for the position of Director because he has extensive investment banking experience
and extensive knowledge of U.S. capital markets.</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><U>Mr. Heung Sang Fong, Independent Director</U></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Mr. Fong, 53, has served as an independent
Director of the Company since September of 2010. He also serves as Chief Financial Officer, Corporate Secretary, and Director of
China Electric Motor Inc. (&ldquo;China Electric&rdquo;). Mr. Fong has served as China Electric&rsquo;s Chief Financial Officer
and Corporate Secretary since June 2010 and as a Director of China Electric since January 2010. From February 2009 to March 2010,
Mr. Fong served as the Chief Financial Officer and as a Director of Apollo Solar Energy, Inc. (OTCBB: ASOE). From December 2006
to January 2009, Mr. Fong served as the Executive Vice President of Corporate Development of Fuqi International, Inc. (NASDAQ:
FUQI). From January 2004 to November 2006, Mr. Fong served as the Managing Partner of Iceberg Financial Consultants, a financial
advisory firm based in China that advises Chinese clients in capital raising activities in the United States. From December 2001
to December 2003, Mr. Fong was the Chief Executive Officer of Holley Communications, a Chinese company that engaged in CDMA chip
and cell phone design. From March 2002 to March 2004, he served as Chief Financial Officer of Pacific Systems Control Technology,
Inc. From May 2001 to November 2001, Mr. Fong was the Director of Finance of PacificNet, Inc., a customer relationship management,
mobile internet, e-commerce and gaming technology company based in China. Mr. Fong graduated from the Hong Kong Baptist College
with a diploma in History in 1982. He also received an MBA from the University of Nevada at Reno in 1989 and a master&rsquo;s degree
in accounting from the University of Illinois at Urbana Champaign in 1993. Mr. Fong&rsquo;s long and varied business career, including
service as a CFO and Director of a publicly-traded company, as well as his financial and accounting experience as a U.S. CPA and
knowledge of the capital markets qualify him to serve on the Company&rsquo;s Board.</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"></P>

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<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><U>Mr. Yusheng Lin, Independent Director</U></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Mr. Yusheng Lin, 46, has served as independent
Director of our Company since October of 2011. Mr. Lin is currently the Executive Director of Kingworld Medicines Group Ltd. (01110.HK)
(&ldquo;KMG&rdquo;). He has been the deputy general manager of SZK since June 2006. He is primarily responsible for the capital
management and the operations of KMG, a company that he joined in August of 2009. He has more than 10 years of experience in the
pharmaceutical industry. From 1999 to 2004, he worked at Xi&rsquo;an Lijun Pharmaceutical Company Limited (&ldquo;XLPC&rdquo;),
which is principally engaged in the manufacture and sale of pharmaceutical products in the PRC. XLPC is a wholly owned subsidiary
of Lijun International Pharmaceutical (Holding) Company Limited (2005.HK) (&ldquo;XLPC Parent&rdquo;), a company listed on the
Hong Kong Stock Exchange which, together with its subsidiaries, is engaged in the research, development, manufacture and sale of
finished medicines and bulk pharmaceutical products to hospitals and distributors. Mr. Lin held the position of vice president
of XLPC Parent from 2004 to 2006. From 2005 to 2006, he also held the position of chairman of XLPC. In 1989, he obtained a bachelor&rsquo;s
degree in philosophy from Yanan University. He received a master&rsquo;s degree in business administration from Hong Kong Polytechnic
University in 2006. We believe Mr. Lin&rsquo;s wealth of business experience enable him to effectively contribute as a Director
of the Board.</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><U>Mr. Suiyin Gao, Independent Director</U></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Mr. Suiyin Gao, 58, has served as independent
Director of our Company since October 2007. He has over 30 years of experience in human resources and management consulting. Mr.
Gao is currently the head of the Shaanxi Senior Talent Office, which is affiliated with the Shaanxi Provincial government and is
focused on corporation management, consultation and human resources services. Mr. Gao is the founder and chairman of Shanxi Management
Member Club, one of the largest manager clubs in Shanxi province. Mr. Gao is currently an independent director of six enterprises,
and also has acted as a senior consultant to more than twenty enterprises. Previously, beginning in 1973, Mr. Gao worked in government
service. In 1998, Mr. Gao received his MBA from Northwest University in China. We believe Mr. Gao&rsquo;s qualifications to serve
on the Board include his extensive knowledge and experience in human resources and management consulting as well as his knowledge
of our industry.</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><U>Mr. Albert McLelland, Independent Director</U></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Mr. Albert McLelland, 53, has served as
an independent Director since February 2009. He also serves as the Chairman of the Board&rsquo;s Audit Committee. Since September
2008, Mr. McLelland has served as an independent Director and Chairman of the Audit Committee of the Board of Directors for China
Fire &amp; Security Group, Inc. On March 9, 2009, Mr. McLelland became an independent Director and Chairman of the Audit Committee
of the Board of Directors for Yanglin Soybean, Inc. Mr. McLelland has been the Senior Managing Director of AmPac Strategic Capital
LLC since 2003. He is also a founder and Managing Director of AmPac-TDJ LLC. Prior to founding AmPac Strategic Capital, Mr. McLelland
was responsible for the day to day cross-border transactions practice of PricewaterhouseCoopers&rsquo; financial advisory services.
Mr. McLelland has extensive investment and merchant banking experience, has built two Asian-based financial service firms, and
has led the corporate finance department at CEF Taiwan Limited. He began his investment banking career in public finance at Shearson
Lehman. He holds an MBA from the University of Chicago and a master&rsquo;s of international affairs from Columbia University.
He completed his undergraduate studies at the University of South Florida and studied Mandarin at the National Normal University
in Taiwan. He has also earned a Certificate of Director Education from the National Association of Corporate Directors. We believe
Mr. Albert McLelland&rsquo;s qualifications to serve on our Board include his extensive knowledge and experience in auditing, and
his extensive knowledge of the Company and the industry.</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"></P>

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<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<TABLE CELLSPACING="0" CELLPADDING="0" STYLE="font: 10pt Times New Roman, Times, Serif; width: 100%">
<TR STYLE="vertical-align: top">
    <TD STYLE="width: 8%; padding-bottom: 6pt; font-weight: bold">Item&nbsp;5.07</TD>
    <TD STYLE="width: 92%; padding-bottom: 6pt; font-weight: bold">Submission of Matters to a Vote of Security Holders</TD></TR>
</TABLE>
<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">The following proposals were submitted to the stockholders
at the Meeting:</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<TABLE CELLSPACING="0" CELLPADDING="0" STYLE="font: 10pt Times New Roman, Times, Serif; width: 100%">
<TR STYLE="vertical-align: top">
    <TD STYLE="width: 7%; padding-bottom: 6pt; padding-left: 28.35pt; font-family: Symbol; text-align: justify">&middot;</TD>
    <TD STYLE="width: 93%; padding-bottom: 6pt; padding-left: 28.35pt; text-align: justify">The election of seven (7) directors to serve on the Board until the next annual meeting of stockholders of the Company or until such person(s) shall resign, be removed or otherwise leave office.</TD></TR>
</TABLE>
<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<TABLE CELLSPACING="0" CELLPADDING="0" STYLE="font: 10pt Times New Roman, Times, Serif; width: 100%">
<TR STYLE="vertical-align: top">
    <TD STYLE="width: 7%; padding-bottom: 6pt; padding-left: 28.35pt; font-family: Symbol; text-align: justify">&middot;</TD>
    <TD STYLE="width: 93%; padding-bottom: 0pt; padding-left: 28.35pt; text-align: justify">The ratification of MSCM LLP (&ldquo;MSCM&rdquo;) as our independent registered public accounting firm for the fiscal year ending December 31, 2012.</TD></TR>
</TABLE>
<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">For more information about the foregoing
proposals, see our proxy statement dated October 4, 2012, the relevant portions of which are incorporated herein by reference.
The number of votes cast for and against and the number of abstentions and non-votes with respect to each matter voted upon are
set forth below:</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The votes regarding the election of the
persons named above as directors were as follows:</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<TABLE CELLSPACING="0" CELLPADDING="0" STYLE="font: 10pt Times New Roman, Times, Serif; width: 70%">
<TR STYLE="vertical-align: top">
    <TD STYLE="width: 25%; text-decoration: underline">&nbsp;</TD>
    <TD STYLE="width: 5%; text-decoration: underline">&nbsp;</TD>
    <TD STYLE="width: 20%; border-bottom: black 1.5pt solid; font-weight: bold; text-decoration: underline">FOR</TD>
    <TD STYLE="width: 5%; text-decoration: underline">&nbsp;</TD>
    <TD STYLE="width: 20%; border-bottom: black 1.5pt solid; font-weight: bold; text-decoration: underline">AGAINST</TD>
    <TD STYLE="width: 5%; text-decoration: underline">&nbsp;</TD>
    <TD STYLE="width: 20%; border-bottom: black 1.5pt solid; font-weight: bold; text-decoration: underline">ABSTENTIONS</TD></TR>
<TR STYLE="vertical-align: top; background-color: #CCFFCC">
    <TD>Pingji Lu</TD>
    <TD>&nbsp;</TD>
    <TD>29,647,144</TD>
    <TD>&nbsp;</TD>
    <TD>231,192</TD>
    <TD>&nbsp;</TD>
    <TD>21,000</TD></TR>
<TR STYLE="vertical-align: top">
    <TD>Xiaohong Feng</TD>
    <TD>&nbsp;</TD>
    <TD>29,647,144</TD>
    <TD>&nbsp;</TD>
    <TD>231,192</TD>
    <TD>&nbsp;</TD>
    <TD>21,000</TD></TR>
<TR STYLE="vertical-align: top; background-color: #CCFFCC">
    <TD>Cangsang Huang</TD>
    <TD>&nbsp;</TD>
    <TD>29,872,544</TD>
    <TD>&nbsp;</TD>
    <TD>5,792</TD>
    <TD>&nbsp;</TD>
    <TD>21,000</TD></TR>
<TR STYLE="vertical-align: top">
    <TD>Yusheng Lin</TD>
    <TD>&nbsp;</TD>
    <TD>29,076,673</TD>
    <TD>&nbsp;</TD>
    <TD>236,192</TD>
    <TD>&nbsp;</TD>
    <TD>586,471</TD></TR>
<TR STYLE="vertical-align: top; background-color: #CCFFCC">
    <TD>Heung Sang Fong</TD>
    <TD>&nbsp;</TD>
    <TD>29,481,673</TD>
    <TD>&nbsp;</TD>
    <TD>231,192</TD>
    <TD>&nbsp;</TD>
    <TD>186,471</TD></TR>
<TR STYLE="vertical-align: top">
    <TD>Albert McLelland</TD>
    <TD>&nbsp;</TD>
    <TD>29,481,623</TD>
    <TD>&nbsp;</TD>
    <TD>231,192</TD>
    <TD>&nbsp;</TD>
    <TD>186,471</TD></TR>
<TR STYLE="vertical-align: top; background-color: #CCFFCC">
    <TD>Suiyin Gao</TD>
    <TD>&nbsp;</TD>
    <TD>29,081,673</TD>
    <TD>&nbsp;</TD>
    <TD>631,192</TD>
    <TD>&nbsp;</TD>
    <TD>186,471</TD></TR>
</TABLE>
<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">The directors were elected to serve on
the Board until the next annual meeting of stockholders of the Company or until such&nbsp;person(s)&nbsp;shall resign, be removed
or otherwise leave office.</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><B>Item&nbsp;8.01 Other Items.</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">At the Meeting, the proposal to ratify
the appointment of MSCM as the Company&rsquo;s independent registered public accounting firm to serve for the fiscal year ending
December 31, 2012 was duly approved and adopted. The votes regarding the proposal were as follows:</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">&nbsp;</P>

<TABLE CELLSPACING="0" CELLPADDING="0" STYLE="font: 10pt Times New Roman, Times, Serif; width: 70%">
<TR STYLE="vertical-align: top">
    <TD STYLE="width: 36%; border-bottom: black 1.5pt solid; font-weight: bold; text-decoration: underline">FOR</TD>
    <TD STYLE="width: 2%; text-decoration: underline">&nbsp;</TD>
    <TD STYLE="width: 30%; border-bottom: black 1.5pt solid; font-weight: bold; text-decoration: underline">AGAINST</TD>
    <TD STYLE="width: 2%; text-decoration: underline">&nbsp;</TD>
    <TD STYLE="width: 30%; border-bottom: black 1.5pt solid; font-weight: bold; text-decoration: underline">ABSTENTIONS</TD></TR>
<TR STYLE="vertical-align: top; background-color: #CCFFCC">
    <TD>29,806,214</TD>
    <TD>&nbsp;</TD>
    <TD>73,022</TD>
    <TD>&nbsp;</TD>
    <TD>20,100</TD></TR>
</TABLE>
<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;</P>

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<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>SIGNATURE</B></P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">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 hereunto duly authorized.</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<TABLE CELLSPACING="0" CELLPADDING="0" STYLE="font: 10pt Times New Roman, Times, Serif; width: 100%">
<TR STYLE="vertical-align: top">
    <TD>&nbsp;</TD>
    <TD COLSPAN="2" STYLE="font-weight: bold">CHINA HOUSING &amp; LAND DEVELOPMENT, INC.</TD>
    <TD>&nbsp;</TD></TR>
<TR STYLE="vertical-align: top">
    <TD>&nbsp;</TD>
    <TD COLSPAN="2">&nbsp;</TD>
    <TD>&nbsp;</TD></TR>
<TR STYLE="vertical-align: top">
    <TD STYLE="width: 49%">Dated: October 31, 2012</TD>
    <TD STYLE="width: 4%">&nbsp;</TD>
    <TD STYLE="width: 45%">&nbsp;</TD>
    <TD STYLE="width: 2%">&nbsp;</TD></TR>
<TR STYLE="vertical-align: top">
    <TD>&nbsp;</TD>
    <TD>&nbsp;</TD>
    <TD>&nbsp;</TD>
    <TD>&nbsp;</TD></TR>
<TR STYLE="vertical-align: top">
    <TD>&nbsp;</TD>
    <TD>By:&nbsp;&nbsp;</TD>
    <TD STYLE="border-bottom: black 1.5pt solid">&nbsp;/s/&nbsp;Xiaohong Feng</TD>
    <TD>&nbsp;</TD></TR>
<TR STYLE="vertical-align: top">
    <TD COLSPAN="2">&nbsp;</TD>
    <TD>
        <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">Name: Xiaohong Feng</P>
        <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">Title:&nbsp;&nbsp; Chief Executive Officer</P></TD>
    <TD>&nbsp;</TD></TR>
</TABLE>
<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>

<P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>



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[{"type": "8-K", "sequence": "1", "filename": "v326993_8k.htm", "description": "FORM 8-K", "secsgml_size_bytes": 33944}]
{"company-data": {"conformed-name": "China Housing & Land Development, Inc.", "cik": "0001303330", "assigned-sic": "1520", "irs-number": "201334845", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-34065", "film-number": "121169666"}, "business-address": {"street1": "6 YOUYI DONG LU, HAN YUAN 4 LOU", "city": "XI'AN, SHAANXI PROVINCE", "state": "F4", "zip": "710054", "phone": "86-029-82582632"}, "mail-address": {"street1": "6 YOUYI DONG LU, HAN YUAN 4 LOU", "city": "XI'AN, SHAANXI PROVINCE", "state": "F4", "zip": "710054"}, "former-company": {"former-conformed-name": "Pacific Northwest Productions Inc.", "date-changed": "20040915"}}
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Reported
Event): October 31, 2012 (October 26, 2012)
CHINA HOUSING & LAND DEVELOPMENT,
INC.
(Exact name of registrant as specified in
its charter)
Nevada
000-51429
20-1334845
(State or Other Jurisdiction of
Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
6 Youyi Dong Lu, Han Yuan 4 Lou
Xi'An, Shaanxi Province, China
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
710054
(Zip Code)
86-029-82582632
(
Registrant's telephone number,
including area code)
N/A
(Former Name or Former Address if Changed
Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors
or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 26, 2012, China Housing &
Land Development, Inc.'s (the "Company") 2012 Annual Meeting of Stockholders (the "Meeting") was
held at 6 Youyi Dong Lu, Han Yuan 4 Lou, Xi'An, Shaanxi Province 710054, P.R.C. The following seven (7) directors were
elected to serve on the board of directors (the "Board") until the next annual meeting of stockholders of the Company
or until such person(s) shall resign, be removed or otherwise leave office:
Mr. Pingji Lu, Chairman of the Board
of Directors
Mr. Pingji Lu, 61, has served as the Chairman
of the Board since joining the Company in September 1999. In addition, Mr. Lu was the founder of Lanbo Financial Investment Company
Group Limited, where he was the Chairman of the Board and Chief Executive Officer from its formation in September 2003 until its
merger with Lanbo Financial Group, Inc., after which Mr. Lu served as the Chairman of the Board and Chief Executive Officer of
Lanbo Financial Group, Inc. until December 2005. Prior to that Mr. Lu was the Chairman of the Board and Chief Executive Officer
of Xi'an Newstar Real Estate Development Co., Ltd. from 1998 and where he previously served as General Manager from 1992
to 2003. From February 1968 to December 1999, Mr. Lu held various positions in the Chinese military, including soldier, Director
of Barrack Administration, Supervisor, and Senior Colonel. Mr. Lu is a member of the Enterprise Credit Association of Shaanxi Province.
Mr. Lu graduated from Xi'an Army College with a major in architectural engineering. On January 12, 2009, Mr. Lu resigned
as Chief Executive Officer but has remained as Chairman of the Company. We believe Mr. Pingji Lu, the founder of the Company, has
the most extensive knowledge and experience in the real estate industry within the Company and that such knowledge and experience
qualify him for the Chairman position.
Mr. Xiaohong Feng, Chief Executive Officer
& Director
Mr. Xiaohong Feng, 47, has served as the
Chief Operating Officer and a Director of the Company since joining the Company in January 2003. In addition, Mr. Xiaohong Feng
was a Director of Lanbo Financial Group, Inc. from November 2004 until December 2005. Previously, from 2003 to 2004, Mr. Feng served
as President and a Director of Xi'an Newstar Real Estate Development Co., Ltd. From June 1996 to December 2002, Mr. Feng
was General Manager and President of Xi'an Honghua Industry, Inc. He is a member of the China Architecture Association, Vice
President of the Shaanxi Province Real Estate Association, and Vice Director of the Xi'an Decoration Association. Mr. Feng
received an M.S. in architecture science from Xi'an Architecture & Technology University in 1990. On January 12, 2009,
Mr. Feng was appointed as Chief Executive Officer of the Company. We believe Mr. Xiaohong Feng has extensive real estate knowledge
and experience, as well as a strong architecture background. In addition, his role as Chief Executive Officer provides him with
intimate knowledge of our operations and the markets in which we conduct our business. It is for these qualities that he was selected
to serve as a Director of the Company.
Mr. Cangsang Huang, Chief Financial
Officer & Director
Mr. Cangsang Huang, 33, has served as a
Director since October 2009 and, beginning in October 2008, served first as Assistant Chief Financial Officer and then Chief Financial
Officer of the Company. Mr. Huang worked at Cantor Fitzgerald from 2006 until 2007 and played an active role in several public
financings for companies in the transportation/shipping sectors as well as several U.S. listed publicly-traded Chinese companies.
In 2007, Mr. Huang worked for Merriman Curhan & Ford Inc.("Merriman") followed by Collins Stewart LLC ("Collins
Stewart"). He helped set up Merriman and Collins Stewart's China banking practice and participated in several China
related financing transactions, including General Steel (NYSE: GSI) and FUQI International (Nasdaq: FUQI). From 2001 to 2004, Mr.
Huang worked in Guangzhou, China with China Communication Construction Company Limited (1800.HK) as a project manager where he
provided financial advisory services to both private and state-owned companies and participated in multiple multi-billion RMB infrastructure
projects. Mr. Huang graduated from Shanghai Maritime University with a degree in transportation economics and has a master's
degree in statistics from Columbia University. Mr. Huang is a CFA Level III candidate and has his NASD Series 7 & 63 licenses.
We believe Mr. Cangsang Huang is qualified for the position of Director because he has extensive investment banking experience
and extensive knowledge of U.S. capital markets.
Mr. Heung Sang Fong, Independent Director
Mr. Fong, 53, has served as an independent
Director of the Company since September of 2010. He also serves as Chief Financial Officer, Corporate Secretary, and Director of
China Electric Motor Inc. ("China Electric"). Mr. Fong has served as China Electric's Chief Financial Officer
and Corporate Secretary since June 2010 and as a Director of China Electric since January 2010. From February 2009 to March 2010,
Mr. Fong served as the Chief Financial Officer and as a Director of Apollo Solar Energy, Inc. (OTCBB: ASOE). From December 2006
to January 2009, Mr. Fong served as the Executive Vice President of Corporate Development of Fuqi International, Inc. (NASDAQ:
FUQI). From January 2004 to November 2006, Mr. Fong served as the Managing Partner of Iceberg Financial Consultants, a financial
advisory firm based in China that advises Chinese clients in capital raising activities in the United States. From December 2001
to December 2003, Mr. Fong was the Chief Executive Officer of Holley Communications, a Chinese company that engaged in CDMA chip
and cell phone design. From March 2002 to March 2004, he served as Chief Financial Officer of Pacific Systems Control Technology,
Inc. From May 2001 to November 2001, Mr. Fong was the Director of Finance of PacificNet, Inc., a customer relationship management,
mobile internet, e-commerce and gaming technology company based in China. Mr. Fong graduated from the Hong Kong Baptist College
with a diploma in History in 1982. He also received an MBA from the University of Nevada at Reno in 1989 and a master's degree
in accounting from the University of Illinois at Urbana Champaign in 1993. Mr. Fong's long and varied business career, including
service as a CFO and Director of a publicly-traded company, as well as his financial and accounting experience as a U.S. CPA and
knowledge of the capital markets qualify him to serve on the Company's Board.
2
Mr. Yusheng Lin, Independent Director
Mr. Yusheng Lin, 46, has served as independent
Director of our Company since October of 2011. Mr. Lin is currently the Executive Director of Kingworld Medicines Group Ltd. (01110.HK)
("KMG"). He has been the deputy general manager of SZK since June 2006. He is primarily responsible for the capital
management and the operations of KMG, a company that he joined in August of 2009. He has more than 10 years of experience in the
pharmaceutical industry. From 1999 to 2004, he worked at Xi'an Lijun Pharmaceutical Company Limited ("XLPC"),
which is principally engaged in the manufacture and sale of pharmaceutical products in the PRC. XLPC is a wholly owned subsidiary
of Lijun International Pharmaceutical (Holding) Company Limited (2005.HK) ("XLPC Parent"), a company listed on the
Hong Kong Stock Exchange which, together with its subsidiaries, is engaged in the research, development, manufacture and sale of
finished medicines and bulk pharmaceutical products to hospitals and distributors. Mr. Lin held the position of vice president
of XLPC Parent from 2004 to 2006. From 2005 to 2006, he also held the position of chairman of XLPC. In 1989, he obtained a bachelor's
degree in philosophy from Yanan University. He received a master's degree in business administration from Hong Kong Polytechnic
University in 2006. We believe Mr. Lin's wealth of business experience enable him to effectively contribute as a Director
of the Board.
Mr. Suiyin Gao, Independent Director
Mr. Suiyin Gao, 58, has served as independent
Director of our Company since October 2007. He has over 30 years of experience in human resources and management consulting. Mr.
Gao is currently the head of the Shaanxi Senior Talent Office, which is affiliated with the Shaanxi Provincial government and is
focused on corporation management, consultation and human resources services. Mr. Gao is the founder and chairman of Shanxi Management
Member Club, one of the largest manager clubs in Shanxi province. Mr. Gao is currently an independent director of six enterprises,
and also has acted as a senior consultant to more than twenty enterprises. Previously, beginning in 1973, Mr. Gao worked in government
service. In 1998, Mr. Gao received his MBA from Northwest University in China. We believe Mr. Gao's qualifications to serve
on the Board include his extensive knowledge and experience in human resources and management consulting as well as his knowledge
of our industry.
Mr. Albert McLelland, Independent Director
Mr. Albert McLelland, 53, has served as
an independent Director since February 2009. He also serves as the Chairman of the Board's Audit Committee. Since September
2008, Mr. McLelland has served as an independent Director and Chairman of the Audit Committee of the Board of Directors for China
Fire & Security Group, Inc. On March 9, 2009, Mr. McLelland became an independent Director and Chairman of the Audit Committee
of the Board of Directors for Yanglin Soybean, Inc. Mr. McLelland has been the Senior Managing Director of AmPac Strategic Capital
LLC since 2003. He is also a founder and Managing Director of AmPac-TDJ LLC. Prior to founding AmPac Strategic Capital, Mr. McLelland
was responsible for the day to day cross-border transactions practice of PricewaterhouseCoopers' financial advisory services.
Mr. McLelland has extensive investment and merchant banking experience, has built two Asian-based financial service firms, and
has led the corporate finance department at CEF Taiwan Limited. He began his investment banking career in public finance at Shearson
Lehman. He holds an MBA from the University of Chicago and a master's of international affairs from Columbia University.
He completed his undergraduate studies at the University of South Florida and studied Mandarin at the National Normal University
in Taiwan. He has also earned a Certificate of Director Education from the National Association of Corporate Directors. We believe
Mr. Albert McLelland's qualifications to serve on our Board include his extensive knowledge and experience in auditing, and
his extensive knowledge of the Company and the industry.
3
Item 5.07
Submission of Matters to a Vote of Security Holders
The following proposals were submitted to the stockholders
at the Meeting:
·
The election of seven (7) directors to serve on the Board until the next annual meeting of stockholders of the Company or until such person(s) shall resign, be removed or otherwise leave office.
·
The ratification of MSCM LLP ("MSCM") as our independent registered public accounting firm for the fiscal year ending December 31, 2012.
For more information about the foregoing
proposals, see our proxy statement dated October 4, 2012, the relevant portions of which are incorporated herein by reference.
The number of votes cast for and against and the number of abstentions and non-votes with respect to each matter voted upon are
set forth below:
The votes regarding the election of the
persons named above as directors were as follows:
FOR
AGAINST
ABSTENTIONS
Pingji Lu
29,647,144
231,192
21,000
Xiaohong Feng
29,647,144
231,192
21,000
Cangsang Huang
29,872,544
5,792
21,000
Yusheng Lin
29,076,673
236,192
586,471
Heung Sang Fong
29,481,673
231,192
186,471
Albert McLelland
29,481,623
231,192
186,471
Suiyin Gao
29,081,673
631,192
186,471
The directors were elected to serve on
the Board until the next annual meeting of stockholders of the Company or until such person(s) shall resign, be removed
or otherwise leave office.
Item 8.01 Other Items.
At the Meeting, the proposal to ratify
the appointment of MSCM as the Company's independent registered public accounting firm to serve for the fiscal year ending
December 31, 2012 was duly approved and adopted. The votes regarding the proposal were as follows:
FOR
AGAINST
ABSTENTIONS
29,806,214
73,022
20,100
4
SIGNATURE
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 hereunto duly authorized.
CHINA HOUSING & LAND DEVELOPMENT, INC.
Dated: October 31, 2012
By:
/s/ Xiaohong Feng
Name: Xiaohong Feng
Title:   Chief Executive Officer
5