SecProbe.io

December 21, 2011
 Via E-mail

Mr. David She Chief Financial Officer  American Lorain Corporation Beihuan Zhong Road Junan County Shandong, China  276600
Re: American Lorain Corporation
  Form 10-K for Fiscal Year Ended December 31, 2010
Filed March 31, 2011 File No. 1-34449

 Dear Mr. She:
We have reviewed your filing and have the following comments.  In some of our
comments, we may ask you to provide us with  information so we may better understand your
disclosure.
Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response.  If you do not believe our comments apply to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these comments, we ma y have additional comments.
 Form 10-K for Fiscal Year Ended December 31, 2010

 Controls and Procedures, page 31

 1. We note that you conduct substantially all of your operations outside of the United States.
In order to enhance our unders tanding of how you prepare y our financial statements, we
ask that you provide us with information that  will help us answer the following questions :

How do you evaluate and a ssess internal control o ver financial reporting?

In connection with your process to dete rmine whether your in ternal control over
financial reporting was effective, please  describe whether and how you considered

Mr. David She
American Lorain Corporation December 21, 2011 Page 2

 controls to address financia l reporting risks that are rele vant to all locations where
you have operations.   If you have an internal audit function, please describe it and e xplain how, if at all, that
function impacted your evalua tion of your internal contro l over financial reporting.

How do you maintain your books and records and prepare your fi nancial statements?

If
 you maintain your books and records in accordance with U.S. GAAP, describe the
controls you maintain to ensure that the activities you conduct and the transactions you
consummate are recorded in accordance with U.S. GAAP.

If you do not maintain your books and records in accordance with U.S. GAAP, tell us what basis of accounting you use and describe the process you go through to convert your
books and records to U.S. GAAP for SEC reporting. Describe the controls you maintain
to ensure that you have made all necessary and appropriate adjustments in your
conversions and disclosures.

What is the background of the people invo lved in your finan cial reporting?

We would like to understand more about the background of the people who are
primarily responsible for preparing and supe rvising the preparati on of your financial
statements and evaluating the effectiveness of your internal control over financial
reporting and their knowledge of U.S. GAAP and SEC rules and regulations.  Do not
identify people by name, but for each person, please tell us:

 what role he or she takes in preparing your financial statements and evaluating the
effectiveness of your internal control;
 what relevant education and ongoing traini ng he or she has had relating to U.S.
GAAP;
 the nature of his or her contract ual or other relationship to you;
 whether he or she holds and maintains any professional designations such as
Certified Public Accountant  (U.S.) or Certified Ma nagement Accountant; and
 about his or her professional experience, including experience in preparing and/or
auditing financial statements prepared  in accordance with U.S. GAAP and
evaluating effectiveness of internal control over financial reporting.

If you retain an accounting firm or othe r similar organization to prepare your
financial statements or evaluate your intern al control over financ ial reporting, please
tell us:
 the name and address of the acc ounting firm or organization;

Mr. David She
American Lorain Corporation December 21, 2011 Page 3

  the qualifications of their employees who perform the services for your company;
 how and why they are qualified to prepar e your financial statements or evaluate
your internal control over financial reporting;
 how many hours they spent last year pe rforming these services for you; and
 the total amount of fees you paid to each accounting firm or organization in
connection with the preparation of your financial statements and in connection
with the evaluation of internal control ove r financial reporting for the most recent
fiscal year end.

If you retain individuals who are not your employees and are not employed by an
accounting firm or other similar organization to prepare your financial statements or
evaluate your internal contro l over financial reporting, do not provide us with their
names, but please tell us:
 why you believe they are qualified to pr epare your financial statements or
evaluate your internal control over financial reporting;
 how many hours they spent last year pe rforming these services for you; and
 the total amount of fees you paid to each individual in connection with the
preparation of your financial statements and in connection with the evaluation of
internal control over financial reporting fo r the most recent fiscal year end.

Do you have an audit committee financial expert?
 We note you have identified your audit comm ittee financial expert in your filing as
Mr. Dekai Yin.  Please describe his qualif ications, including the extent of his
knowledge of U.S. GAAP and internal  control over financial reporting.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
 In responding to our comments, please provi de a written statement from the company
acknowledging that:
 the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

Mr. David She
American Lorain Corporation December 21, 2011 Page 4

  the company may not assert staff comments as  a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

You may contact Lily Dang at (202) 551-3867 if  you have questions regarding comments
on the financial statements and related matters . Please contact me at (202) 551-3489 with any
other questions.

        S i n c e r e l y ,
Brad Skinner Senior Assistant Chief Accountant