This statement is filed in connection with (check the appropriate box):

Check the following box if the filing is a final amendment reporting the results of the transaction: þ

* For purposes of calculating the filing fee only, this amount assumes the aggregate cash payment of $2,373.2 by the Issuer in lieu of fractional shares immediately following a 1-for-500 Reverse Split to holders of fewer than 500 shares of the Issuer’s common stock prior to the Reverse Split. The aggregate cash payment is equal to the product of a price of $0.068 per pre-split share and approximately 34,900 pre-split shares, the estimated aggregate number of shares held by such holders.

** Determined pursuant to Rule 0-11(b)(1) as the product of $2,373.2 and .00007130.

þ Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) of the Securities Exchange Act of 1934 and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid: $0.16
Form or Registration No.: 0001306046
Filing Party: Asia Electrical Power International Group Inc.
Date Filed: August 13, 2010

     This Final Amended Rule 13e-3 Transaction Statement on Schedule 13E-3 (the “Final Schedule 13E-3”) is being filed by Asia Electrical Power International Group Inc., a Nevada corporation (“AEPW”, the “Company”, “we”, or “our”), in connection with a “going private” transaction. This transaction has been approved by a Special Committee (“Special Committee”) established by our Board of Directors for the purpose of evaluating, reviewing and, if appropriate, approving the terms of, this transaction. The Special Committee consists of the sole independent member of the Board. The Special Committee has approved a one-for-500 share combination (the “Reverse Split”). On October 18, 2010, the Company filed a Certificate of Amendment to the Articles of Incorporation of the Company (the “Amendment”), pursuant to which the Reverse Split was consummated. As a result of the Reverse Split, the fractional shares of stockholders owning less than one whole share of our common stock following the Reverse Split have been cancelled and converted into the right to receive the cash consideration described herein. The entire going-private transaction, including the Reverse Split and the purchase of fractional shares of those stockholders holding less than one whole share of common stock of the Company after the Reverse Split, is referred to below as the “Transaction.” The Transaction has been approved by the written consent of three stockholders of the Company who in the aggregate hold shares representing 70.8% of the votes entitled to be cast at a meeting of the Company’s stockholders. No further stockholder approval is required under the Nevada Revised Statutes (“NRS”) and, accordingly, no proxies are being solicited in connection with the Transaction.

     As a result of the Transaction, those stockholders who owned of record or beneficially fewer than 500 pre-split shares of our common stock will receive cash at a price of $0.068 for each share held by them prior to the effective date of the Reverse Split. Stockholders who own 500 or more pre-split shares of our common stock are not entitled to receive any cash for any whole or fractional shares that may result from the Reverse Split.

     As a result of the Transaction, the public registration of our common stock under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) has been terminated upon the filing of a Form 15 to the Securities and Exchange Commission (the “SEC”). We are no longer required to file periodic reports with, or be subject to the other reporting obligations of, the SEC. The Company’s common stock will no longer be listed on any quotation system or exchange, including quotation on the Over-The-Counter Bulletin Board (“OTCBB”).

     Based upon a review of a list of our stockholders of record furnished to us by Quicksilver Stock Transfer, LLC, our transfer agent (“Quicksilver”), the Reverse Split has resulted in the cancelation of less than 1% of the outstanding shares of our pre-split common stock.

     This Final Schedule 13E-3 is being filed with the SEC subsequent to the filing of the Company’s disclosure document, the Definitive Information Statement on Schedule 14C (the “Information Statement”). The Transaction is being conducted upon the terms and subject to the conditions set forth in the Information Statement. The information contained in the Information Statement, including all exhibits thereto, is hereby expressly incorporated herein by reference. Capitalized terms used but not defined herein shall have the meanings given to them in the Information Statement.

     This Final Schedule 13E-3 is being filed pursuant to Rule 13e-3(d)(3) to report the results of the Transaction that is subject to this Transaction Statement.

(a) Definitive Information Statement of Asia Electrical Power International Group Inc. filed on August 13, 2010 is incorporated herein by reference.

(b) Not applicable.

(c)(i) Annual Savings Chart is hereby incorporated by reference to Appendix E of the Definitive Information Statement of Asia Electrical Power International Group Inc. filed on August 13, 2010

(c)(ii) Draft Valuation Report dated October 29, 2009 prepared by Loveman-Curtiss, Inc. is hereby incorporated by reference to Appendix F of the Definitive Information Statement of Asia Electrical Power International Group Inc. filed on August 13, 2010

(c)(iii) Valuation Report, dated November 11, 2009, of Loveman-Curtiss, Inc. is hereby incorporated by reference to Appendix G of the Definitive Information Statement of Asia Electrical Power International Group Inc. filed on August 13, 2010

(c)(iv) Fairness Opinion, dated November 11, 2009, of Loveman-Curtiss, Inc. is hereby incorporated herein by reference to Appendix H of the Definitive Information Statement of Asia Electrical Power International Group Inc. filed on August 13, 2010.

(d) Not applicable.

(f) “Special Factors — Dissenters’ Rights” is hereby incorporated herein by reference to the Definitive Information Statement of Asia Electrical Power International Group Inc. filed on August 13, 2010

(g) Not applicable.

     After due inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.