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Filing Details

Accession Number:: 0001144204-10-063046
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-11-23 07:23:46
Reporting Period:: 2007-09-22

Filing Date:: 2010-11-23
Accepted Time:: 2010-11-23 07:23:46
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1120830	China Natural Gas Inc.	CHNG	Natural Gas Transmisison & Distribution (4923)	980231607

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1347584	Qinan Ji	19Th Floor, Building B, Van Metropolis, No. 35 Tang Yan Road, Hi-Tech Zone Xi'An, Shaanxi Province, F4 710065	Chief Executive Officer	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2010-05-20	36,500	$4.90	1,564,616	No	4	M	Direct
Common Stock	Disposition	2010-08-10	36,500	$7.03	1,528,116	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Call Options (obligation to sell)	Disposition	2007-09-22	50,000	$0.00	50,000	$16.00
Common Stock	Employee Stock Option (right to buy)	Acquisiton	2009-04-01	146,000	$0.00	146,000	$4.90
Common Stock	Employee Stock Option (right to buy)	Disposition	2010-05-20	36,500	$0.00	36,500	$4.90

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
50,000		2012-06-01	No	4	S	Direct
146,000		2015-04-01	No	4	A	Direct
109,500	2010-04-01	2015-04-01	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	1,437,682	Indirect	See Footnote

Footnotes

China Natural Gas, Inc. effected a 1 for 2 reverse stock split on April 28, 2009. Figures listed herein reflect the April 28, 2009 reverse stock split.
On December 9, 2005, China Natural Gas, Inc. declared a stock dividend, payable to holders of record of common stock on December 15, 2005, of three shares of common stock for one share of common stock outstanding. As a result, Qinan Ji received 1,146,087 shares of common stock on December 19, 2005. Xi'an Sunway Technology & Industry Co., Ltd. ("Xi'an Sunway"), a company formed under the laws of the People's Republic of China, and in which Mr. Ji owns 42.1% of the outstanding equity, received 1,078,262 shares of common stock on December 19, 2005.
Qinan Ji shares voting and investment power over 1,437,682 shares of common stock that are directly owned of record by Xi'an Sunway, due to Mr. Ji's ownership of 42.1% of the outstanding equity of Xi'an Sunway. Mr. Ji disclaims any beneficial ownership in the 1,437,682 shares of common stock that are directly owned of record by Xi'an Sunway Technology & Industry Co., Ltd., except to the extent of his pecuniary interest therein.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.00 to $7.08, inclusive. Qinan Ji undertakes to provide to China Natural Gas, Inc., any security holder of China Natural Gas, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (4) to this Form 4.
On September 22, 2007, Qinan Ji wrote covered calls on 50,000 of his personally-owned shares of common stock of China Natural Gas, Inc. As of the date of this Form 4, none of these covered calls have been exercised.
30% of the options vested on September 22, 2008, 30% vested on September 22, 2009 and the remaining 40% vested on September 22, 2010.
The options vest in four equal installments. The first installment vested on April 1, 2010, and the remaining installments will vest annually thereafter.