o
|
Rule
13d-1(b)
|
o
|
Rule
13d-1(c)
|
x
|
Rule
13d-1(d)
|
*
|
Not
for trading, but only in connection with the registration of American
Depositary Shares each representing 1 ordinary
share.
|
**
|
This
CUSIP applies to the American Depositary
Shares.
|
CUSIP
No. 374511103
|
SCHEDULE
13G
|
Page
2 of 9 Pages
|
1
|
NAMES
OF REPORTING PERSONS/
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Yuzhu
Shi
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b
)x
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
People’s Republic
of China
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
131,228,540¹
|
|
6
|
SHARED
VOTING POWER
0
|
||
7
|
SOLE
DISPOSITIVE POWER
131,228,540
|
||
8
|
SHARED
DISPOSITIVE POWER
0
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
131,228,540
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
57.55%²
|
||
12
|
TYPE
OF REPORTING PERSON*
IN
|
1
|
Includes
(i) 102,000,000 ordinary shares held by Union Sky Holding Group Limited, a
company owned by Mr. Yuzhu Shi; and (ii) 24,690,687 ordinary shares and
4,537,853 American Depository Shares (“ADSs”) held by Vogel Holding Group
Limited, a company owned by Yuzhu Shi’s daughter, Ms. Jing Shi, for which
Mr. Shi exercises sole voting and dispositive
power.
|
2
|
Percentage
ownership reported based on 228,019,412 shares represented by the Issuer
as outstanding as of December 31, 2010, and does not include 34,002,085
ADSs repurchased by the Issuer and 1,089,129 unissued shares under the
Issuer’s 2007 performance incentive
plan.
|
CUSIP
No. 374511103
|
SCHEDULE
13G
|
Page
3 of 9 Pages
|
1
|
NAMES
OF REPORTING PERSONS/
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Union
Sky Holding Group Limited
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b
)x
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
British
Virgin Islands
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
102,000,000
|
|
6
|
SHARED
VOTING POWER
0
|
||
7
|
SOLE
DISPOSITIVE POWER
102,000,000
|
||
8
|
SHARED
DISPOSITIVE POWER
0
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
102,000,000
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
44.73%¹
|
||
12
|
TYPE
OF REPORTING PERSON*
CO
|
1
|
Percentage
ownership reported based on 228,019,412 shares represented by the Issuer
as outstanding as of December 31, 2010, and does not include 34,002,085
ADSs repurchased by the Issuer and 1,089,129 unissued shares under the
Issuer’s 2007 performance incentive
plan.
|
CUSIP
No. 374511103
|
SCHEDULE
13G
|
Page
4 of 9 Pages
|
1
|
NAMES
OF REPORTING PERSONS/
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Vogel
Holding Group Limited
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b
)x
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
British
Virgin Islands
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
29,228,540
|
|
6
|
SHARED
VOTING POWER
0
|
||
7
|
SOLE
DISPOSITIVE POWER
29,228,540
|
||
8
|
SHARED
DISPOSITIVE POWER
0
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,228,540
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.82%¹
|
||
12
|
TYPE
OF REPORTING PERSON*
CO
|
1
|
Percentage
ownership reported based on 228,019,412 shares represented by the Issuer
as outstanding as of December 31, 2010, and does not include 34,002,085
ADSs repurchased by the Issuer and 1,089,129 unissued shares under the
Issuer’s 2007 performance incentive
plan.
|
CUSIP
No. 374511103
|
SCHEDULE
13G
|
Page
5 of 9 Pages
|
Item
1
|
(a)
|
Name
of Issuer:
|
Giant
Interactive Group Inc. (“Issuer”)
|
||
Item
1
|
(b)
|
Address of
Issuer’s Principal Executive Offices:
|
2/F
No. 29 Building, 396 Guilin Road, Shanghai, 200233, People’s Republic of
China
|
||
Item
2
|
(a)
|
Name of
Person Filing:
|
Yuzhu
Shi
|
||
Union
Sky Holding Group Limited
|
||
Vogel
Holding Group Limited
|
||
Item
2
|
(b)
|
Address of Principal Business Office or, If None,
Residence;
Citizenship
|
Yuzhu
Shi
|
||
c/o
Giant Interactive Group Inc.
|
||
2/F
No. 29 Building
|
||
396
Guilin Road
|
||
Shanghai,
200233
|
||
People’s
Republic of China
|
||
Union
Sky Holding Group Limited
|
||
P.O.
Box 957
|
||
Offshore
Incorporations Centre
|
||
Road
Town, Tortola
|
||
British
Virgin Islands
|
||
Vogel
Holding Group Limited
|
||
P.O.
Box 957
|
||
Offshore
Incorporations Centre
|
||
Road
Town, Tortola
|
||
British
Virgin Islands
|
||
Item
2
|
(c)
|
Citizenship
|
Yuzhu
Shi - People’s Republic of China
|
||
Union
Sky Holding Group Limited - British Virgin Islands
|
||
Vogel
Holding Group Limited - British Virgin Islands
|
||
Item
2
|
(d)
|
Title of Class of Securities:
|
Ordinary
shares, par value US$0.0000002
|
||
Item
2
|
(e)
|
CUSIP Number:
|
374511103
|
CUSIP
No. 374511103
|
SCHEDULE
13G
|
Page 6
of 9 Pages
|
Item
2
|
Statement Filed Pursuant to
Rule 13d-1(b) or 13d-2(b) or
(c):
|
|
Not
applicable.
|
||
Item 4.
|
Ownership
|
|
(a)
Amount Beneficially Owned:
|
Shared
|
Sole
power to
|
||||||
Sole
power
|
power
to
|
dispose
or to
|
Shared
power
|
||||
Amount
|
to
vote or
|
vote
or
|
direct
the
|
to
dispose or to
|
|||
beneficially
|
Percent
|
direct
|
to
direct
|
disposition
|
direct
the
|
||
Reporting
Person
|
owned:
|
of
class:
|
the
vote:
|
the
vote:
|
of:
|
disposition
of:
|
|
Yuzhu
Shi
|
131,228,540
|
57.55%
|
131,228,540
|
0
|
131,228,540
|
0
|
|
ordinary
|
ordinary
|
ordinary
|
|||||
shares
|
shares
|
shares
|
|||||
Union
Sky Holding Group Limited
|
102,000,000
|
44.73%
|
102,000,000
|
0
|
102,000,000
|
0
|
|
ordinary
|
ordinary
|
ordinary
|
|||||
shares
|
shares
|
shares
|
|||||
Vogel
Holding Group Limited
|
29,228,540
|
12.82%
|
29,228,540
|
0
|
29,228,540
|
0
|
|
ordinary
|
ordinary
|
ordinary
|
|||||
shares
|
shares
|
shares
|
Percentage
ownership reported based on 228,019,412 shares represented by the Issuer
as outstanding as of December 31, 2010, and does not include 34,002,085
ADSs repurchased by the Issuer and 1,089,129 unissued shares under the
Issuer’s 2007 performance incentive plan.
|
||
Union
Sky Holding Group Limited is the record owner of 102,000,000 ordinary
shares of the Issuer. Yuzhu Shi is the sole shareholder of Union Sky
Holding Group Limited, and thereby may be deemed to beneficially own all
of the shares held by Union Sky Holding Group Limited.
|
||
Vogel
Holding Group Limited is the record owner of 29,228,540 ordinary shares of
the Issuer. Vogel Holding Group Limited is owned by Mr. Shi’s daughter,
Ms. Jing Shi. However, Mr. Shi exercises sole voting power and dispositive
power for the shares, and thereby may be deemed to beneficially own all of
the shares held by Vogel Holding Group Limited.
|
||
Item 5.
|
Ownership of Five Percent
or Less of a Class
|
|
Not
applicable.
|
||
Item 6.
|
Ownership of More Than Five
Percent on Behalf of Another Pers
on
|
|
Not
applicable.
|
||
Item 7.
|
Identification and Classification of
Subsidiary Which Acquired the
Security Being Reported on by the
Parent
Holding Company or Control Person
|
|
Not
applicable.
|
||
Item 8.
|
Identification and Classification of Members of the Group
|
|
Not
applicable.
|
||
Item 9.
|
Notice of Dissolution of Group
|
|
Not
applicable.
|
||
Item 10.
|
Certifications
|
|
Not
applicable.
|
CUSIP
No. 374511103
|
SCHEDULE
13G
|
Page 7
of 9 Pages
|
Yuzhu
Shi
/s/ Yuzhu Shi
|
|||
Union
Sky Holding Group Limited
|
|||
By:
|
/s/ Yuzhu Shi
|
||
Name:
|
Yuzhu
Shi
|
||
Title:
|
Director
|
||
Vogel
Holding Group Limited
|
|||
By:
|
/s/ Yuzhu Shi
|
||
Name:
|
Yuzhu
Shi
|
||
Title:
|
Authorized
Signatory
|
CUSIP
No. 374511103
|
SCHEDULE
13G
|
Page 8
of 9 Pages
|
Exhibit No.
|
Description
|
|
A
|
Joint
Filing Agreement
|
CUSIP
No. 374511103
|
SCHEDULE
13G
|
Page 9
of 9 Pages
|
Yuzhu
Shi
/s/ Yuzhu Shi
|
|||
Union
Sky Holding Group Limited
|
|||
By:
|
/s/ Yuzhu Shi
|
||
Name:
|
Yuzhu
Shi
|
||
Title:
|
Director
|
||
Vogel
Holding Group Limited
|
|||
By:
|
/s/ Yuzhu Shi
|
||
Name:
|
Yuzhu
Shi
|
||
Title:
|
Authorized
Signatory
|