[QuickLinks -- Click here to rapidly navigate through this document Issuer Free Writing Prospectus Xueda Education Group http://www.sec.gov/Archives/edgar/data/1499619/000104746910009007/a2200533zf-1a.htm This free writing prospectus reflects the following amendments that were made in Amendment No. 2 to our company's registration statement on Form F-1, or Amendment No. 2, as filed via EDGAR with the SEC on October 20, 2010. All references to page]
[QuickLinks -- Click here to rapidly navigate through this document Issuer Free Writing Prospectus Xueda Education Group http://www.sec.gov/Archives/edgar/data/1499619/000104746910009007/a2200533zf-1a.htm This free writing prospectus reflects the following amendments that were made in Amendment No. 2 to our company's registration statement on Form F-1, or Amendment No. 2, as filed via EDGAR with the SEC on October 20, 2010. All references to page]
[AMENDMENT No. 1 FORM F-1 REGISTRATION STATEMENT Xueda Education Group Cayman Islands 8200 Not Applicable A-4 Xibahe Beili Law Debenture Corporate Services Inc. (Name, Address and Telephone Number, Including Area Code, of Agent for Service) Copies to: Leiming Chen Approximate date of commencement of proposed sale to the public: o o o o CALCULATION OF REGISTRATION FEE Title of Each] [NAME AND ADDRESS DISTINCATIVE NUMBERS OF SHAREHOLDER CERTIFICATE NUMBER FROM TO PAR VALUE PER SHARE] [SUBSCRIPTION AGREEMENT Agreement This Subscription Agreement (this (1) Company Xueda Education Group, an exempted company incorporated in the Cayman Islands (the (2) Purchaser Party Parties WP X Investments IV Ltd., an exempted company incorporated in the Cayman Islands (the W I T N E S S E T H WHEREAS Registration Statement SEC Offering ADS Ordinary Shares] [INVESTOR AND REGISTRATION RIGHTS AGREEMENT Agreement THIS INVESTOR REGISTRATION RIGHTS AGREEMENT (this (1) Company Xueda Education Group, a company incorporated in the Cayman Islands (the (2) Investor WP X Investments IV Ltd. (the Parties Party The parties listed above are referred to herein collectively as RECITALS A. Subscription Agreement The Company and the Investor have entered] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Amendment No. 1 to Registration Statement No. 333-169971 of our report dated July 29, 2010, except for notes 20 and 21, as to which the date is September 10, 2010, relating to the consolidated financial statements of Xueda Education Group as of and for the years] [October 19, 2010 Xueda Education Group A-4 Xibahe Beili Chaoyang District Beijing 1000028 Peoples Republic of China Ladies and Gentlemen: Sincerely, 2 EX-23.8 6 a2200533zex-23_8.htm EX-23.8]
[AMENDMENT No. 1 FORM F-1 REGISTRATION STATEMENT Xueda Education Group Cayman Islands 8200 Not Applicable A-4 Xibahe Beili Law Debenture Corporate Services Inc. (Name, Address and Telephone Number, Including Area Code, of Agent for Service) Copies to: Leiming Chen Approximate date of commencement of proposed sale to the public: o o o o CALCULATION OF REGISTRATION FEE Title of Each] [NAME AND ADDRESS DISTINCATIVE NUMBERS OF SHAREHOLDER CERTIFICATE NUMBER FROM TO PAR VALUE PER SHARE] [SUBSCRIPTION AGREEMENT Agreement This Subscription Agreement (this (1) Company Xueda Education Group, an exempted company incorporated in the Cayman Islands (the (2) Purchaser Party Parties WP X Investments IV Ltd., an exempted company incorporated in the Cayman Islands (the W I T N E S S E T H WHEREAS Registration Statement SEC Offering ADS Ordinary Shares] [INVESTOR AND REGISTRATION RIGHTS AGREEMENT Agreement THIS INVESTOR REGISTRATION RIGHTS AGREEMENT (this (1) Company Xueda Education Group, a company incorporated in the Cayman Islands (the (2) Investor WP X Investments IV Ltd. (the Parties Party The parties listed above are referred to herein collectively as RECITALS A. Subscription Agreement The Company and the Investor have entered] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Amendment No. 1 to Registration Statement No. 333-169971 of our report dated July 29, 2010, except for notes 20 and 21, as to which the date is September 10, 2010, relating to the consolidated financial statements of Xueda Education Group as of and for the years] [October 19, 2010 Xueda Education Group A-4 Xibahe Beili Chaoyang District Beijing 1000028 Peoples Republic of China Ladies and Gentlemen: Sincerely, 2 EX-23.8 6 a2200533zex-23_8.htm EX-23.8]
[* x o 333-169971 None.]
[* x o 333-169971 None.]
[FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS XUEDA EDUCATION GROUP (Exact name of issuer of deposited securities as specified in its charter) N/A The Cayman Islands ) (Jurisdiction of incorporation or organization of issuer CITIBANK, N.A. ) (Exact name of depositary as specified in its charter 399 Park] [DEPOSIT AGREEMENT by and among XUEDA EDUCATION GROUP AND CITIBANK, N.A., as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of ________, 2010 TABLE OF CONTENTS Page No. ARTICLE I DEFINITIONS 1 Section 1.1 “ADS Record Date” 1 Section 1.2 “Affiliate” 1 Section 1.3 “American Depositary Receipt(s)”, “ADR(s)” and “Receipt(s)” 2 Section 1.4] [October 15, 2010 Citibank, N.A. – ADR Department 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: Registration Statement SEC Securities Act ADSs Company Deposit Agreement ADR Shares We refer to the Registration Statement on Form F-6 (the “ IRS Assuming that, at the time of their issuance, the Registration Statement will have been declared effective by the]
[FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS XUEDA EDUCATION GROUP (Exact name of issuer of deposited securities as specified in its charter) N/A The Cayman Islands ) (Jurisdiction of incorporation or organization of issuer CITIBANK, N.A. ) (Exact name of depositary as specified in its charter 399 Park] [DEPOSIT AGREEMENT by and among XUEDA EDUCATION GROUP AND CITIBANK, N.A., as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of ________, 2010 TABLE OF CONTENTS Page No. ARTICLE I DEFINITIONS 1 Section 1.1 “ADS Record Date” 1 Section 1.2 “Affiliate” 1 Section 1.3 “American Depositary Receipt(s)”, “ADR(s)” and “Receipt(s)” 2 Section 1.4] [October 15, 2010 Citibank, N.A. – ADR Department 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: Registration Statement SEC Securities Act ADSs Company Deposit Agreement ADR Shares We refer to the Registration Statement on Form F-6 (the “ IRS Assuming that, at the time of their issuance, the Registration Statement will have been declared effective by the]
