[INTRODUCTION 1 PART I 2 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 2 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 2 ITEM 3. KEY INFORMATION 2 ITEM 4. INFORMATION ON THE COMPANY 24 ITEM 4A. UNRESOLVED STAFF COMMENTS 42 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 42 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 59 ITEM 7.] [List of Subsidiaries Subsidiaries: Jurisdiction of Incorporation Beijing Decision Education & Consulting Company Limited PRC Beijing Judgment Education & Consulting Company Limited PRC Beijing Hewstone Technology Company PRC Beijing Pioneer Technology Company Limited PRC Beijing Boost Caring Education & Consulting Company Limited PRC Beijing New Oriental Stars Education & Consulting Company Limited PRC Elite Concept Holdings Limited Hong Kong Winner] [I, Michael Minhong Yu, certify that: 1. I have reviewed this annual report on Form 20-F of New Oriental Education & Technology Group Inc.; 2. Based on my knowledge, this 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 circumstances under] [Certification by the Principal Financial Officer I, Louis T. Hsieh, certify that: 1. I have reviewed this annual report on Form 20-F of New Oriental Education & Technology Group Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,] [(1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Michael Minhong Yu Chairman and Chief Executive Officer] [Certification by the Principal Financial Officer (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Louis T. Hsieh President and Chief Financial Officer] [TIAN YUAN LAW FIRM 11F/Tower C, Corporate Square, 35 Financial St. Beijing. 100032, P. R. China Tel: (8610) 8809-2188; Fax: (8610)8809-2150. New Oriental Education & Technology Group Inc. No.6 Hai Dian Zhong Street 9th Floor Haidian District, Beijing 100080 People’s Republic of China Ladies and Gentlemen: Sincerely yours, EX-15.1 7 dex151.htm CONSENT OF TIAN YUAN LAW FIRM] [Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement No. 333-140083 on Form S-8 of our reports dated October 14, 2010, relating to the consolidated financial statements and financial statement schedule of New Oriental Education & Technology Group Inc., its subsidiaries and its variable interest entity (collectively, the “Company”) (which expresses]

[INTRODUCTION 1 PARTI 2 ITEM1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT ANDVISERS 2 ITEM2. OFFER STATISTICS AND EXPECTED TIMETABLE 2 ITEM3. KEY INFORMATION 2 ITEM4. INFORMATION ON THEMPANY 24 ITEM4A. UNRESOLVED STAFFMMENTS 42 ITEM5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 42 ITEM6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 59 ITEM7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS] [List of Subsidiaries Subsidiaries: JurisdictionofIncorporation Beijing Decision Education&nsultingmpany Limited Beijing Judgment Education&nsultingmpany Limited Beijing Hewstone Technologympany Beijing Pioneer Technologympany Limited Beijing Boostring Education&nsultingmpany Limited Beijing New Oriental Stars Education&nsultingmpany Limited Elitencepts Limited] [I, Michael Minhong Yu, certify that: 1. I have reviewed this annual report on Form 20-F of New Oriental Education& Technology; 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances] [Certification by the Principal Financial Officer I, Louis T. Hsieh, certify that: 1. I have reviewed this annual report on Form 20-F of New Oriental Education& Technology; 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make the statements] [(1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Michael Minhong Yu Chairman and Chief Executive Officer dex131.htm 5 EX-13.1] [Certification by the Principal Financial Officer (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Louis T. Hsieh President and Chief Financial Officer dex132.htm 6 EX-13.2] [TIAN YUAN LAW FIRM 11F/Tower C,rporate Square, 35 Financial St. Beijing. 100032, P. R. China Tel: (8610)8809-2188; Fax: (8610)8809-2150. New Oriental Education& Technology No.6 Hai Dian Zhong Street 9th Floor Haidian District, Beijing 100080 Peoples Republic of China Ladies and Gentlemen: Sincerely yours,NSENT OF TIAN YUAN LAW FIRM] [Consent of Independent Registered Public Accounting Firm Wensent to theorporation by reference in the Registration Statement No.333-140083 on Form S-8 of our reportsted October14, 2010, relating to thensolidated financial statements and financial statementhedule of New Oriental Education& Technology its subsidiaries and its variable interest entity (collectively, thempany) (which expresses an unqualified opinion andludes an explanatory]