[JOINT FILING AGREEMENT Dated: November 12, 2010 WP X INVESTMENTS IV LTD. Dated: November 12, 2010 WARBURG PINCUS PRIVATE EQUITY X, L.P.] [EXECUTION VERSION SHARES PURCHASE AGREEMENT Agreement THIS SHARES PURCHASE AGREEMENT (this " (1) Investor WP X Investments IV Ltd. (the " (2) Selling Shareholder Selling Shareholders Each of the selling shareholders listed on Schedule I hereto (each a " Parties Party The parties listed above are collectively referred to herein collectively as the " RECITALS (A) Company Public Offering ADS] [EXECUTION VERSION Xueda Education Group Amended Lock-Up Agreement November 1, 2010 Goldman Sachs (Asia) L.L.C. 68th Floor, Cheung Kong Center 2 Queen's Road Central Hong Kong As Representative of the several Underwriters named in Schedule I attached to the Underwriting Agreement Re: Xueda Education Group Ladies and Gentlemen: provided then permitted by the Company, bona fide provided provide and provided] [SCHEDULE 13D Xueda Education Group (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) 98418W992 (CUSIP Number) Scott A. Arenare, Esq. Managing Director and General Counsel Warburg Pincus LLC 450 Lexington Avenue New York, New York 10017 (212) 878−0600 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Copy to:]