SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
ZHANG STEVE
(Last) (First) (Middle)
4/F ZHONGDIAN INFORMATION TOWER
6 ZHONGGUANCUN S. ST., HAIDIAN DIST.
(Street)
BEIJING F4 100086
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ASIAINFO HOLDINGS INC [ ASIA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO & President
3. Date of Earliest Transaction (Month/Day/Year)
07/10/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/10/2008 M 67,500 A $0 143,151 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (right to acquire common stock) $7.6 10/18/2000(1) 10/18/2009 Common Stock 72,000 72,000 D
Stock Options (right to acquire common stock) $24 02/17/2001(2) 02/17/2010 Common Stock 60,000 60,000 D
Stock Options (right to acquire common stock) $12.44 11/01/2001(3) 11/01/2010 Common Stock 120,000 120,000 D
Stock Options (right to acquire common stock) $9.25 01/16/2002(4) 01/16/2011 Common Stock 40,000 40,000 D
Stock Options (right to acquire common stock) $9.625 04/04/2002(5) 04/04/2011 Common Stock 40,000 40,000 D
Stock Options (right to acquire common stock) $4.03 08/15/2003(6) 08/15/2012 Common Stock 54,401 54,401 D
Stock Options (right to acquire common stock) $7.07 09/29/2004(7) 09/29/2013 Common Stock 102,000 102,000 D
Stock Options (right to acquire common stock) $4.99 06/14/2005(8) 06/14/2014 Common Stock 60,000 60,000 D
Stock Options (right to acquire common stock) $5.7 11/26/2005(9) 11/26/2014 Common Stock 60,000 60,000 D
Stock Options (right to acquire common stock) $4.57 01/10/2006(10) 01/10/2015 Common Stock 40,000 40,000 D
Restricted Stock Unit (right to acquire common stock)(11) $0 09/19/2006(11) 09/19/2009 Common Stock 40,000 40,000 D
Restricted Stock Unit (right to acquire common stock) $0 07/10/2008 M 67,500 (12) 06/30/2010 Common Stock 225,000 $0 157,500 D
Explanation of Responses:
1. 120,000 stock options with an exercise price of $7.60 were granted on October 18, 1999, and vest on an annual schedule of 20%, 20%, 30% and 30%, beginning on the first anniversary of the grant date.
2. 60,000 stock options with an exercise price of $24.00 were granted on February 17, 2000, and vest on an annual schedule of 20%, 20%, 30% and 30%, beginning on the first anniversary of the grant date.
3. 120,000 stock options with an exercise price of $12.44 were granted on November 1, 2000. These options vest in two installments of 25% each on the first and second anniversary of the grant date, and in eight subsequent quarterly installments of 6.25% each, commencing on February 2, 2003 and ending on November 1, 2004.
4. 40,000 stock options with an exercise price of $9.25 were granted on January 16, 2001. These options vest in two installments of 25% each on the first and second anniversary of the grant date, and in eight subsequent quarterly installments of 6.25% each, commencing on April 17, 2003 and ending on January 16, 2005.
5. 40,000 stock options with an exercise price of $9.625 were granted on April 4, 2001. These options vest in two installments of 25% each on the first and second anniversary of the grant date, and in eight subsequent quarterly installments of 6.25% each, commencing on July 5, 2003 and ending on April 4, 2005
6. 150,000 stock options with an exercise price of $4.03 were granted on August 15, 2002. These options vest in two installments of 25% each on the first and second anniversary of the grant date, and in eight subsequent quarterly installments of 6.25% each, commencing on November 15, 2004 and ending on August 15, 2006.
7. 102,000 stock options with an exercise price of $7.07 were granted on September 29, 2003. These options vest in two installments of 25% each on the first and second anniversary of the grant date, and in eight subsequent quarterly installments of 6.25% each, commencing on December 29, 2005 and ending on September 29, 2007.
8. 60,000 stock options with an exercise price of $4.99 were granted on June 14, 2004. These options vest in two installments of 25% each on the first and second anniversary of the grant date, and in eight subsequent quarterly installments of 6.25% each, commencing on September 14, 2006 and ending on June 14, 2008.
9. 60,000 stock options with an exercise price of $5.70 were granted on November 26, 2004. These options vest in two installments of 25% each on the first and second anniversary of the grant date, and in eight subsequent quarterly installments of 6.25% each, commencing on February 26, 2007 and ending on November 26, 2008.
10. 40,000 stock options with an exercise price of $4.57 were granted on January 10, 2005. These options vest in two installments of 25% each on the first and second anniversary of the grant date, and in eight subsequent quarterly installments of 6.25% each, commencing on April 10, 2007 and ending on January 10, 2009.
11. 80,000 restricted stock unit were granted on September 19, 2005 pursuant to AsiaInfo Holdings, Inc.'s 2005 Stock Incentive Plan and vest on an annual schedule of 25% each, beginning on the first anniversary of the grant date. Upon each vesting, one share of common stock shall be issuable for each restricted stock unit on such vesting date.
12. 300,000 restricted stock units were granted on November 20, 2006. These stock units are performance based and will be allocated among five different performance goals of the Company over a four-year period.
Steve Zhang 07/11/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.