[VIA EDGAR August 7, 2012 Larry Spirgel, Assistant Director Kate Beukenkamp, Attorney-Advisor Terry French, Account Branch Chief Claire DeLabar, Staff Accountant Division of Corporation Finance Re: Xueda Education Group Form 20-F for Fiscal Year Ended December 31, 2011 Filed April 27, 2012 File No. 001-34914 Dear Mr. Spirgel , Ms. Murphy, Ms. Beukenkamp, Mr. French and Ms. DeLabar: If you]
[VIA EDGAR August 7, 2012 Larry Spirgel, Assistant Director Kate Beukenkamp, Attorney-Advisor Terry French, Account Branch Chief Claire DeLabar, Staff Accountant Division of Corporation Finance Re: Xueda Education Group Form 20-F for Fiscal Year Ended December 31, 2011 Filed April 27, 2012 File No. 001-34914 Dear Mr. Spirgel , Ms. Murphy, Ms. Beukenkamp, Mr. French and Ms. DeLabar: If you]
[Xueda Education Group Announces First Quarter 2012 Financial Results Net Revenue Increased by 32.2% Year-Over-Year Total Cash Collections Increased by 50.1% Year-Over-Year Total Number of Learning Centers Increased by 124 Year-Over-Year to 342 Average Hourly Course Fee Increased by 11.7% Year-Over-Year BEIJING, May 23, 2012 Xueda Education Group (NYSE: XUE) (Xueda or the Company), a leading national provider of] [TABLE OF CONTENTS 2 XUEDA EDUCATION GROUP]
[Xueda Education Group Announces First Quarter 2012 Financial Results Net Revenue Increased by 32.2% Year-Over-Year Total Cash Collections Increased by 50.1% Year-Over-Year Total Number of Learning Centers Increased by 124 Year-Over-Year to 342 Average Hourly Course Fee Increased by 11.7% Year-Over-Year BEIJING, May 23, 2012 Xueda Education Group (NYSE: XUE) (Xueda or the Company), a leading national provider of] [TABLE OF CONTENTS 2 XUEDA EDUCATION GROUP]
[None Indicate the number of outstanding shares of each of the issuers classes of capital or common stock as of the close of the period covered by the annual report: 133,505,836 Ordinary Shares o Yes x No o Yes x No x Yes o No o Yes o No Large accelerated filer o Accelerated filer x Non-accelerated filer o U.S.] [Beijing Weland International Education and Technology Corp. Share Transfer Framework Agreement Among Zhang Tian Xu Heng Beijing Xueda Information Technology Co., Ltd. Chen Li and Song Junbo March 30, 2012 1 TABLE OF CONTENT SECTION 1 DEFINITION 4 SECTION 2 FUNDAMENTAL TRANSACTION ARRANGEMENT 5 SECTION 3 SHARE TRANSFER AND PAYMENT ARRANGEMENT RELATED TO SHARE TRANSFER 5 SECTION 4 HANDOVER 7] [List of Subsidiaries Name Jurisdiction of Incorporation Wholly-Owned Subsidiaries China Xueda Corporation Limited Hong Kong Xuecheng Century (Beijing) Information Technology Co., Ltd. China Beijing Xueda Education & Training Consulting Co., Ltd. China Consolidated Affiliated Entities Beijing Xueda Information Technology Co., Ltd. China EX-8.1 3 a12-6680_1ex8d1.htm EX-8.1] [Certification by the Chief Executive Officer I, Xin Jin, certify that: 1. I have reviewed this annual report on Form 20-F of Xueda Education Group; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the] [Certification by the Chief Financial Officer I, Junfeng Gao, certify that: 1. I have reviewed this annual report on Form 20-F of Xueda Education Group; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the] [Certification by the Chief Executive Officer (b) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.1 6 a12-6680_1ex13d1.htm EX-13.1] [Certification by the Chief Financial Officer (b) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.2 7 a12-6680_1ex13d2.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-171434 on Form S-8 of our reports dated April 27, 2012, relating to the consolidated financial statements of Xueda Education Group, its subsidiaries, its variable interest entity (the VIE) and its VIEs subsidiaries (collectively, the Group), and the effectiveness of the]
[None Indicate the number of outstanding shares of each of the issuers classes of capital or common stock as of the close of the period covered by the annual report: 133,505,836 Ordinary Shares o Yes x No o Yes x No x Yes o No o Yes o No Large accelerated filer o Accelerated filer x Non-accelerated filer o U.S.] [Beijing Weland International Education and Technology Corp. Share Transfer Framework Agreement Among Zhang Tian Xu Heng Beijing Xueda Information Technology Co., Ltd. Chen Li and Song Junbo March 30, 2012 1 TABLE OF CONTENT SECTION 1 DEFINITION 4 SECTION 2 FUNDAMENTAL TRANSACTION ARRANGEMENT 5 SECTION 3 SHARE TRANSFER AND PAYMENT ARRANGEMENT RELATED TO SHARE TRANSFER 5 SECTION 4 HANDOVER 7] [List of Subsidiaries Name Jurisdiction of Incorporation Wholly-Owned Subsidiaries China Xueda Corporation Limited Hong Kong Xuecheng Century (Beijing) Information Technology Co., Ltd. China Beijing Xueda Education & Training Consulting Co., Ltd. China Consolidated Affiliated Entities Beijing Xueda Information Technology Co., Ltd. China EX-8.1 3 a12-6680_1ex8d1.htm EX-8.1] [Certification by the Chief Executive Officer I, Xin Jin, certify that: 1. I have reviewed this annual report on Form 20-F of Xueda Education Group; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the] [Certification by the Chief Financial Officer I, Junfeng Gao, certify that: 1. I have reviewed this annual report on Form 20-F of Xueda Education Group; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the] [Certification by the Chief Executive Officer (b) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.1 6 a12-6680_1ex13d1.htm EX-13.1] [Certification by the Chief Financial Officer (b) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. EX-13.2 7 a12-6680_1ex13d2.htm EX-13.2] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-171434 on Form S-8 of our reports dated April 27, 2012, relating to the consolidated financial statements of Xueda Education Group, its subsidiaries, its variable interest entity (the VIE) and its VIEs subsidiaries (collectively, the Group), and the effectiveness of the]
[Xueda Education Group Announces Fourth Quarter and Full Year 2011 Financial Results Fourth Quarter 2011 Net Revenue Increased by 28.2% Year-Over-Year Full Year 2011 Net Revenue Increased by 43.9% Year-Over-Year Total Number of Learning Centers Increased by 88 Year-Over-Year to 295 Average Hourly Course Fee Increased by 16.3% Year-Over-Year BEIJING, February 27, 2012 Xueda Education Group (NYSE: XUE) (Xueda] [TABLE OF CONTENTS 2 XUEDA EDUCATION GROUP]
[Xueda Education Group Announces Fourth Quarter and Full Year 2011 Financial Results Fourth Quarter 2011 Net Revenue Increased by 28.2% Year-Over-Year Full Year 2011 Net Revenue Increased by 43.9% Year-Over-Year Total Number of Learning Centers Increased by 88 Year-Over-Year to 295 Average Hourly Course Fee Increased by 16.3% Year-Over-Year BEIJING, February 27, 2012 Xueda Education Group (NYSE: XUE) (Xueda] [TABLE OF CONTENTS 2 XUEDA EDUCATION GROUP]
