UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No 1) Biostar Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 090678103 (CUSIP Number) Rebecca Baum 730 FIFTH AVENUE, 25TH FLOOR NEW YORK, NY 10019 212-359-0204 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 18, 2009 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d1(e), 240.13d-1(f) or 240.13d- 1(g), check the following box. [ ] Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP 090678103 13D/A 1 Name of Reporting Person Andrew Barron Worden I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds PF 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization United States Number of 7 Sole Voting Power Shares Owned 156,000 shares By Each 8 Shared Voting Power Reporting 309,316 shares Person With 9 Sole Dispositive Power 156,000 shares 10 Shared Dispositive Power 2,300,849 shares* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 2,300,849 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 9.9%* 14 Type of Reporting Person IN *Represents the maximum amount the Reporting Persons could collectively own upon conversion or exercise of the Series B Preferred Stock and Warrants. Reporting Person Andrew Barron Worden solely owns warrants to purchase 42,755 of the Issuer's common stock shares for an exercise price of $3.00 per share and 330,000 of the Issuer's Series B Convertible Preferred Stock Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by Andrew Barron Worden, an individual (the "Reporting Person"), whose residence address is 50 Central Park South, Unit 34/35 New York, NY 10019. Andrew Barron Worden is the Managing Partner of Barron Capital Advisors LLC, a Delaware Limited Liability Company which is the General Partner to Barron Partners LP, a Delaware Limited Partnership, whose principal business is investing. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using personal funds. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person Barron Partners LP I.R.S. Identification No. of Above Person 43-1981699 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 306,316 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 306,316 shares 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 306,316 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 1.3%* 14 Type of Reporting Person PN *The Reporting Person also owns warrants to purchase 118,765 of the Issuer's common stock shares for an exercise price of $3.00 per share and 700,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by Barron Partners LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 730 Fifth Avenue, 25th Floor, New York, NY 10019. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Barron Capital Advisors LLC, a Delaware Limited Liability Company, (the "General Partner"). Andrew B. Worden is the managing member of the General Partner. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person Golden1177 LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 504,650 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 504,650 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 504,650 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 2.2%* 14 Type of Reporting Person PN *The Reporting Person also owns Warrants to purchase 170,071 of the Issuer's Common Stock shares for an exercise price of $3.00 per share and 916,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by Golden1177 LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is #500-1177 West Hastings Street, Vancouver BC V6E 2K3 Canada. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Golden Properties, Ltd (the "General Partner"). Alex Lau is the Director of the General Partner. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person XWRT2 LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 39,500 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 39,500 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 39,500 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 0.2%* 14 Type of Reporting Person PN *The Reporting Person also owns warrants to purchase 8,076 of the Issuer's common stock shares for an exercise price of $3.00 per share and 74,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by XWRT2 LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 131 Laurel Grove Avenue Kentfield, CA 94904. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Joseph Abrams(the "General Partner"), an individual. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person SBMT2 LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 24,400 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 24,400 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 24,400 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 0.1%* 14 Type of Reporting Person PN *The Reporting Person also owns warrants to purchase 7,126 of the Issuer's common stock shares for an exercise price of $3.00 per share and 60,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by SBMT2 LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 104 S. Pecos Street Midland, TX 79701. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Carlton Beal Family Trust FBO Spencer Beal(the "General Partner"). Spencer Beal, an individual is the Trustee to the General Partner. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person Godfrey2468 LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 29,400 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 29,400 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 29,400 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 0.1%* 14 Type of Reporting Person PN *The Reporting Person also owns warrants to purchase 9,501 of the Issuer's common stock shares for an exercise price of $3.00 per share and 80,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China.. Item 2. Identity and Background. This Statement is filed by Godfrey2468 LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 128 Beachside Avenue Westport, CT 06880. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Peter Godfrey, (the "General Partner"), an individual. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person LeeMadison9189 LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 40,350 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 40,350 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 40,350 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 0.2%* 14 Type of Reporting Person PN *The Reporting Person also owns warrants to purchase 8,076 of the Issuer's common stock shares for an exercise price of $3.00 per share and 74,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by LeeMadison9189 LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 5871 East Carefree Mountain Drive Carefree, AZ 85377. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is The Robert M. Mayes and Laura L. Mayes Living Trust, (the "General Partner"). Robert M. Mayes, an individual, is the Trustee for the General Partner. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person RossPlan LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 170,200 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 170,200 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 170,200 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 0.7%* 14 Type of Reporting Person PN *The Reporting Person also owns warrants to purchase 57,007 of the Issuer's common stock shares for an exercise price of $3.00 per share and 340,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by RossPlan LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 130 E. 65th Street New York, NY 10065. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Santee River LLC, (the "General Partner"). Ross Pirastah is the managing member of the General Partner. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person Tibero2 LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 31,850 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 31,850 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 31,850 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 0.1%* 14 Type of Reporting Person PN *The Reporting Person also owns warrants to purchase 11,876 of the Issuer's common stock shares for an exercise price of $3.00 per share and 80,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by Tibero2 LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 29 Evergreen Way Wokingham, Berkshire RG41 4BX United Kingdom. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Tim Robinson, (the "General Partner"), an individual. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person 2DanesRunnin LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 7,000 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 7,000 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 7,000* shares 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 0.0%* 14 Type of Reporting Person PN *The Reporting Person also owns 30,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by 2DanesRunnin LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 5016 Silver Lake Drive Plano, TX 75093. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Higher Ground Investments, LP (the "General Partner"). The Canyons Climbing, LLC is the General Partner of Higher Ground Investments, LP. Robert A. Kaiser is the Managing Member of The Canyons Climbing, LLC. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person JBWA2 LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 64,500 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 0 shares 10 Shared Dispositive Power 64,500 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 64,500 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 0.3%* 14 Type of Reporting Person PN *The Reporting Person also owns warrants to purchase 14,252 of the Issuer's common stock shares for an exercise price of $3.00 per share and 110,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by JBWA2 LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 650 Bellevue Way NE Suite 3704 Bellevue, WA 98004. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Jim Jensen (the "General Partner"), an individual. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person Kaufman2 LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 0 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 0 shares 10 Shared Dispositive Power 0 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 0.0%* 14 Type of Reporting Person PN *The Reporting Person also owns warrants to purchase 23,753 of the Issuer's common stock shares for an exercise price of $3.00 per share and 140,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by Kaufman2 LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 127 W. 69th Street New York, Ny 10023. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Daniel Kaufman (the "General Partner"), an individual. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person Fernando Liu I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds PF 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization People's Republic of China Number of 7 Sole Voting Power Shares Owned 1,600 shares By Each 8 Shared Voting Power Reporting Person With 9 Sole Dispositive Power 10 Shared Dispositive Power 1,600 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,600 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [x ] 13 Percent of Class Represented by Amount in Row (11) 0.0%* 14 Type of Reporting Person IN *The Reporting Person also owns warrants to purchase 2,375 of the Issuer's common stock shares for an exercise price of $3.00 per share and 10,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by Fernando Liu whose residence address is Room 302, Unit 18, 299 HuXin Road, MinHang District Shanghai 201101 China. The Reporting Person is principally employed as a Regional Manager by Barron Partners Asia whose business address is Suite 1201, Tower 1, Hyundai Plaza,369 XianXia Road, ChangNing District, Shanghai, PRC 200336. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using personal funds. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person SAS148 LP I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of 7 Sole Voting Power Shares Owned 3,000 shares By Each 8 Shared Voting Power Reporting 0 Person With 9 Sole Dispositive Power 3,000 shares 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 3,000 shares 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row (11) 0.0% 14 Type of Reporting Person PN Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by SAS148 LP, a Delaware Limited Partnership (the "Reporting Person"), whose business address is 450 Sansome Street, 14th Floor, San Francisco, CA 94111. The Reporting Person is principally engaged in making investments. The General Partner of the Reporting Person is Andrew Barron Worden (the "General Partner"), an individual. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using working capital. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. 1 Name of Reporting Person Olga Filippova I.R.S. Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds PF 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization People's Republic of China Number of 7 Sole Voting Power Shares Owned 0 shares By Each 8 Shared Voting Power Reporting Person With 9 Sole Dispositive Power 10 Shared Dispositive Power 0 shares 11 Aggregate Amount Beneficially Owned by Each Reporting Person 0 shares* 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ x ] 13 Percent of Class Represented by Amount in Row (11) 0.0%* 14 Type of Reporting Person IN *The Reporting Person also owns warrants to purchase 1,425 of the Issuer's common stock shares for an exercise price of $3.00 per share and 6,000 of the Issuer's Series B Convertible Preferred Stock, therefore beneficial ownership could increase to an amount equal to 9.9% minus the percentage ownership of all other Reporting Persons at the time of exercise or conversion. Item 1. Security and Issuer. This statement relates to shares of common stock, par value $0.001 per share, (the "Common Stock") of Biostar Pharmaceuticals, Inc. a Maryland corporation (the "Company") having its principal executive offices at No. 588 Shiji Avenue, Xiangyang City, Shaanxi Province, The People's Republic of China. Item 2. Identity and Background. This Statement is filed by Olga Filippova whose residence address is 3 Havelock Terrace Dublin 4, Ireland. The Reporting Person is principally employed as a Principal by Barron Partners, LP whose business address is 730 Fifth Avenue, 25th floor New York, NY 10019. The Reporting Person has granted trading authorization of the shares of Common Stock to Andrew Barron Worden and shares dispositive power of the shares of Common Stock with Andrew Barron Worden. During the last five years, to the best knowledge of the Reporting Person, neither the Reporting Person nor any controlling person of the Reporting Person has (i) been convicted in a criminal proceeding, or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. All purchases of the Common Stock of the Company were made using personal funds. Item 4. Purpose of Transaction. All Issuer's securities owned by the Reporting Person have been acquired by the Reporting Person for investment purposes only. Item 5. Interest in Securities of the Issuer.- There is no change to report for Item 5 except for the addition of the following: (c) On November 18, 2009, the Reporting Persons, Barron Partners LP, Andrew Barron Worden, Golden1177 LP, Ross Plan LP, JBWA2 LP, LeeMadison9189 LP, and XWRT2 LP purchased an aggregate number of 285,000 Common Stock shares of the Issuer at a price of $2.45 per share in a private transaction. Also, on November 18, 2009, the Reporting Persons, excluding Fernando Oscar Liu, Olga Filippova and SAS148 LP, purchased an aggregate number of 950,000 shares of the Issuer's Series B Preferred Stock convertible into 950,000 shares of the Issuer's Common Stock in a private offering by the Issuer at a price of $2.12 per share. In addition since the last filing, the Reporting Persons sold an aggregate of 92,034 shares of the Common Stock in open market transactions at prices ranging from $2.89 to $3.03 per share. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. The Reporting Persons are filing jointly because each has severally granted trading authorization of the Issuer's shares of Common Stock to Andrew Barron Worden and therefore shares dispositive power with Andrew Barron Worden. Item 7. Material to be Filed as Exhibits. Not applicable. SIGNATURE1 After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: November 30, 2009 /s/ ANDREW BARRON WORDEN -------------------- Signature Andrew Worden