6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934

For the month of November 2009

Commission File Number: 001-33853

CTRIP.COM INTERNATIONAL, LTD.

99 Fu Quan Road
Shanghai 200335, People’s Republic of China
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F þ     Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CTRIP.COM INTERNATIONAL, LTD.
By:	/s/ Jane Jie Sun
Name:	Jane Jie Sun
Title:	Chief Financial Officer

Date: November 12, 2009

2

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release regarding Ctrip’s third quarter 2009 financial results

3

EX-99.1

Exhibit 99.1

Ctrip Reports Third Quarter 2009 Financial Results

Shanghai, China, November 11, 2009 — Ctrip.com International, Ltd. (Nasdaq: CTRP), a leading travel service provider for hotel accommodations, airline tickets and packaged tours in China, today announced its unaudited financial results for the quarter ended September 30, 2009.

Highlights for the Third Quarter of 2009

• Net revenues were RMB545 million (US$80 million) for the third quarter of 2009, up 47% year-on-year. Excluding net revenues attributable to ezTravel, Ctrip’s net revenues were RMB518 million (US$76 million) for the third quarter of 2009, up 40% year-on-year.

• Gross margin was 77% for the third quarter of 2009, remaining consistent with that in the same period in 2008.

• Income from operations was RMB199 million (US$29 million) for the third quarter of 2009, up 87% year-on-year. Excluding share-based compensation charges (non-GAAP), income from operations was RMB226 million (US$33 million), up 64% year-on-year.

• Operating margin was 37% in the third quarter of 2009, compared to 29% in the third quarter of 2008. Excluding share-based compensation charges (non-GAAP), operating margin was 41%, compared to 37% with the same period in 2008.

• Net income attributable to Ctrip’s shareholders was RMB189 million (US$28 million) in the third quarter of 2009, up 80% year-on-year. Excluding share-based compensation charges (non-GAAP), net income attributable to Ctrip’s shareholders was RMB215 million (US$32 million), up 59% year-on-year.

• Diluted earnings per ADS were RMB2.65 (US$0.39). Excluding share-based compensation charges (non-GAAP), diluted earnings per ADS were RMB3.03 (US$0.44).

• Share-based compensation charges were RMB27 million (US$4 million), accounting for 5% of the net revenues, or RMB0.38 (US$0.06) per ADS, for the third quarter of 2009.

“We are pleased that our team delivered solid results in the third quarter of 2009.” said Min Fan, Chief Executive Officer of Ctrip, “As we celebrate Ctrip’s 10^th anniversary of establishment, we want to take this opportunity to thank our customers, our partners and our employees for their supports through the years. In order to extend our leadership in the future, we will continuously focus on strengthening our core competitiveness in customer service, technology innovation, and sales and marketing. We believe we are well prepared for the new era to come.”

Third Quarter 2009 Financial Results

For the third quarter of 2009, Ctrip reported total revenues of RMB583 million (US$85 million), representing a 47% increase from the same period in 2008 and a 15% increase from the previous quarter.

Hotel reservation revenues amounted to RMB262 million (US$38 million) for the third quarter of 2009, representing a 41% increase year-on-year, and a 16% increase quarter-on-quarter. Excluding revenues attributable to ezTravel, Ctrip’s hotel reservation revenues were RMB257 million (US$38 million), representing a 38% increase year-on-year, primarily driven by a 47% increase in hotel reservation volume, which was partially offset by a decrease in commission per room. Excluding revenues attributable to ezTravel, Ctrip’s hotel reservation revenues increased by 15% quarter-on-quarter, primarily driven by an increase in hotel room reservation volume.

Air-ticketing revenues for the third quarter of 2009 were RMB241 million (US$35 million), representing a 45% increase year-on-year, and an 8% increase quarter-on-quarter. Excluding revenues attributable to ezTravel, Ctrip’s air-ticketing revenues were RMB234 million (US$34 million) for the third quarter of 2009, representing a 40% increase year-on-year, and 9% quarter-on-quarter, primarily driven by an increase in air-ticketing sales volume.

Packaged-tour revenues for the third quarter of 2009 were RMB55 million (US$8 million), representing a 93% increase year-on-year, and a 53% increase quarter-on-quarter. Excluding revenues attributable to ezTravel, Ctrip’s packaged-tour revenues for the third quarter of 2009 increased by 53% year-on-year, and 61% quarter-on-quarter, due to the increase in the leisure travel volume.

For the third quarter of 2009, net revenues were RMB545 million (US$80 million), a 47% increase from the same period in 2008 and a 15% increase from the previous quarter. Excluding net revenues attributable to ezTravel, net revenues were RMB518 million (US$76 million), a 40% increase from the same period in 2008 and a 14% increase from the previous quarter.

Gross margin was 77% in the third quarter of 2009, remaining consistent with that in the same period in 2008 and in the previous quarter.

Product development expenses for the third quarter of 2009 increased by 32% to RMB81 million (US$12 million) from the same period in 2008, and by 6% from the previous quarter, primarily due to the increase in the number of product development personnel. Excluding share-based compensation charges (non-GAAP), product development expenses accounted for 14% of the net revenues, remaining consistent with that in the same period of last year and in the previous quarter.

Sales and marketing expenses for the third quarter of 2009 increased by 32% to RMB94 million (US$14 million) from the same period in 2008 and by 13% from the previous quarter primarily due to the increase in sales and marketing activities and the number of personnel. Excluding share-based compensation charges (non-GAAP), sales and marketing expenses accounted for 17% of the net revenues, compared to 18% in the same period last year and remained consistent with that in the previous quarter.

General and administrative expenses for the third quarter of 2009 increased by 5% to RMB47 million (US$7 million) from the same period in 2008 and 4% from the previous quarter primarily due to the increase in the number of personnel. Excluding share-based compensation charges (non-GAAP), general and administrative expenses accounted for 6% of the net revenues, compared to 7% in the same period last year and remained consistent with that in the previous quarter.

Income from operations for the third quarter of 2009 was RMB199 million (US$29 million), representing an 87% increase from the same period in 2008 and a 22% increase from the previous quarter. Excluding share-based compensation charges (non-GAAP), income from operations was RMB226 million (US$33 million), representing a 64% increase from the third quarter in 2008 and a 19% increase from the previous quarter.

Operating margin was 37% in the third quarter of 2009, compared to 29% in the third quarter of 2008 and 34% in the previous quarter. Excluding share-based compensation charges (non-GAAP), operating margin was 41% in the third quarter of 2009, compared to 37% in the third quarter of 2008, and 40% in the previous quarter.

Net income attributable to Ctrip’s shareholders for the third quarter of 2009 was RMB189 million (US$28 million), representing an 80% increase from the same period in 2008, and a 19% increase from the previous quarter. Net income attributable to Ctrip’s shareholders for the current quarter includes equity income of RMB12 million (US$2 million) from our investment in Home Inns. Excluding share-based compensation charges (non-GAAP), net income attributable to Ctrip’s shareholders was RMB215 million (US$32 million), representing a 59% increase from the same period in 2008, and a 16% increase from the previous quarter.

The effective tax rate for the third quarter of 2009 decreased to 13% from the same period of 2008 and the previous quarter primarily due to the preferential tax treatment to certain of Ctrip’s PRC subsidiaries.

Diluted earnings per ADS were RMB2.65 (US$0.39) for the third quarter of 2009. Excluding share-based compensation charges (non-GAAP), diluted earnings per ADS were RMB3.03 (US$0.44).

As of September 30, 2009, the balance of cash and short-term investment was RMB1.4 billion (US$207 million).

Business Outlook

For the fourth quarter of 2009, Ctrip expects a year-on-year net revenue growth rate of approximately 25-30%. This forecast reflects Ctrip’s current and preliminary view, which is subject to change.

Conference Call

Ctrip’s management team will host a conference call at 8:00PM US Eastern Time on November 11, 2009 (or 9:00AM on November 12, 2009 in the Shanghai/HK time zone) following the announcement.

The conference call will be available on Webcast live and replay at: http://ir.ctrip.com. The call will be archived for one month at this website.

The dial-in details for the live conference call: U.S. Toll Free Number +1.888.679.8034, International dial-in number +1.617.213.4847, Passcode 99296235. For pre-registration, please click
https://www.theconferencingservice.com/prereg/key.process?key=PNYGYFRGX

A telephone replay of the call will be available after the conclusion of the conference call through November 19, 2009. The dial-in details for the replay: U.S. Toll Free Number +1.888.286.8010, International dial-in number +1.617.801.6888, Passcode 41222577.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expect,” “anticipate,” “future,” “intend,” “plan,” “believe,” “estimate,” and “confident” and similar statements. Among other things, quotations from management and the Business Outlook section in this press release, as well as Ctrip’s strategic and operational plans, contain forward-looking statements. Ctrip may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission on Forms 20-F and 6-K, etc., in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Ctrip’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to, a reoccurrence of slow-down of economic growth in China and the worldwide recession, declines or disruptions in the travel industry, volatility in the trading price of Ctrip’s ADSs, Ctrip’s reliance on the relationships with travel suppliers and strategic alliances, failure to further increase Ctrip’s brand recognition to obtain new business partners and consumers, failure to compete against new and existing competitors, damage to or failure of Ctrip’s infrastructure and technology, loss of services of Ctrip’s key executives, risks associated with any strategic investments or acquisitions, risks related to health epidemics, such as outbreaks of H1N1 flu (swine flu), SARs or avian flu, that may materially disrupt the travel industry, risks and uncertainties associated with PRC laws and regulations governing internet content providers and affecting Ctrip’s business in China, Ctrip’s failure to prevent others from using its intellectual property, Ctrip’s failure to successfully manage current growth and potential future growth, and other risks outlined in Ctrip’s filings with the U.S. Securities and Exchange Commission, including its annual report on Form 20-F and other filings. All information provided in this press release and in the attachments is as of November 11, 2009, and Ctrip does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

About Non-GAAP Financial Measures

To supplement Ctrip’s unaudited consolidated financial statements presented in accordance with the United States Generally Accepted Accounting Principles (“GAAP”), Ctrip uses non-GAAP financial information related to product development expenses, sales and marketing expenses, general and administrative expenses, income from operations, operating margin, net income, and diluted earnings per ordinary share and per ADS, each of which is adjusted from the most comparable GAAP result to exclude the share-based compensation charges recorded under Statement of Financial Accounting Standard 123R, “Share-Based Payment” for 2009 and 2008. Ctrip’s management believes the

non-GAAP financial measures facilitate better understanding of operating results from quarter to quarter and provides the management better capability to plan and forecast future periods.

The non-GAAP information is not prepared in accordance with GAAP and may be different from non-GAAP methods of accounting and reporting used by other companies. The presentation of this additional information should not be considered a substitute for the GAAP results. A limitation of using these non-GAAP financial measures is that these non-GAAP measures exclude share-based compensation charges that have been and will continue to be significant recurring expenses in our business for the foreseeable future.

Reconciliations of Ctrip’s non-GAAP financial data to the most comparable GAAP data included in the consolidated statement of operations are included at the end of this press release.

About Ctrip.com International, Ltd.

Ctrip.com International, Ltd. is a leading travel service provider of hotel accommodations, airline tickets and packaged-tours in China. Ctrip aggregates information on hotels and flights and enables customers to make informed and cost-effective hotel and flight bookings. Ctrip targets primarily business and leisure travelers in China. Since its inception in 1999, Ctrip has experienced substantial growth and become one of the best-known travel brands in China.

For further information:

Lin Zhang
Ctrip.com International, Ltd.
Tel: (+86) 21 3406 4880 X 12920
Email: z_lin@ctrip.com

June Zhu
Ctrip.com International, Ltd.
Tel: (+86) 21 3406 4880 X 12258
Email: jun_zhu@ctrip.com

Ctrip.com International, Ltd.
Consolidated Balance Sheet Information

	December 31, 2008			September 30, 2009			September 30, 2009
	RMB			RMB			USD
	(unaudited)			(unaudited)			(unaudited)
ASSETS
Current assets:
Cash		1,069,827,364			1,191,983,450			174,618,888
Restricted cash		6,600,000			51,638,252			7,564,714
Short-term investment		176,585,908			167,123,775			24,482,695
Accounts receivable, net		274,302,454			419,659,326			61,477,737
Prepayments and other current assets		95,150,506			169,721,056			24,863,182
Deferred tax assets		8,840,772			12,313,554			1,803,867
Total current assets		1,631,307,004			2,012,439,413			294,811,083
Long-term deposits		145,500,002			142,600,299			20,890,143
Land use rights		111,510,231			109,569,071			16,051,254
Property, equipment and software		346,117,083			473,135,623			69,311,714
Investment		237,943,497			643,505,531			94,269,950
Goodwill		63,689,736			322,936,838			47,308,435
Other long-term assets		24,498,763			68,481,339			10,032,132
Total assets		2,560,566,316			3,772,668,114			552,674,711
LIABILITIES
Current liabilities:
Accounts payable		138,657,593			198,784,840			29,120,864
Salary and welfare payable		65,590,151			115,923,855			16,982,194
Taxes payable		54,745,686			86,672,317			12,697,008
Advances from customers		187,576,416			261,977,257			38,378,198
Accrued liability for customer reward program		58,046,062			81,804,478			11,983,897
Deferred tax liabilities		—			17,299,500			2,534,280
Other payables and accruals		121,421,617			188,353,794			27,592,774
Total current liabilities		626,037,525			950,816,041			139,289,215
Other long-term payables		812,500			—			—
Total liabilities		626,850,025			950,816,041			139,289,215
SHAREHOLDERS’ EQUITY
Share capital		2,761,259			2,791,606			408,955
Additional paid-in capital		967,687,772			1,140,878,292			167,132,268
Statutory reserves		75,948,298			60,579,898			8,874,615
Accumulated other comprehensive loss		(175,929,389	)		(77,755,001	)		(11,390,671	)
Retained Earnings		1,060,620,258			1,529,388,067			224,046,771
Total Ctrip’s shareholders’ equity		1,931,088,198			2,655,882,862			389,071,938
Noncontrolling interests *		2,628,093			165,969,211			24,313,558
Total shareholders’ equity		1,933,716,291			2,821,852,073			413,385,496
Total liabilities and shareholders’ equity		2,560,566,316			3,772,668,114			552,674,711

* It reflects implementation of SFAS No.160, “Noncontrolling Interests in Consolidated Financial Statements-an amendment of ARB No.51.”

Ctrip.com International, Ltd.
Consolidated Statement of Operations Information

	Quarter Ended			Quarter Ended			Quarter Ended			Quarter Ended
	September 30, 2008			June 30, 2009			September 30, 2009			September 30, 2009
	RMB			RMB			RMB			USD
	(unaudited)			(unaudited)			(unaudited)			(unaudited)
Revenues:
Hotel reservation		186,005,621			226,835,080			262,280,259			38,422,586
Air-ticketing		166,420,800			222,283,380			241,144,278			35,326,284
Packaged tour		28,371,045			35,874,457			54,733,097			8,018,092
Others		16,248,986			22,665,693			25,242,271			3,697,851
Total revenues		397,046,452			507,658,610			583,399,905			85,464,813
Less: business tax and related surcharges		(26,909,297	)		(31,371,685	)		(37,970,770	)		(5,562,505	)
Net revenues		370,137,155			476,286,925			545,429,135			79,902,308
Cost of revenues		(86,404,046	)		(108,061,461	)		(124,352,706	)		(18,216,974	)
Gross profit		283,733,109			368,225,464			421,076,429			61,685,334
Operating expenses:
Product development *		(61,254,023	)		(76,285,782	)		(80,758,571	)		(11,830,678	)
Sales and marketing *		(71,028,049	)		(82,817,192	)		(93,931,484	)		(13,760,435	)
General and administrative *		(44,819,506	)		(45,444,456	)		(47,188,825	)		(6,912,898	)
Total operating expenses		(177,101,578	)		(204,547,430	)		(221,878,880	)		(32,504,011	)
Income from operations		106,631,531			163,678,034			199,197,549			29,181,323
Interest income		8,012,955			5,000,977			4,340,502			635,859
Other income		11,442,154			18,276,381			2,625,101			384,563
Income before income tax expense and equity income		126,086,640			186,955,392			206,163,152			30,201,745
Income tax expense		(21,604,489	)		(33,393,036	)		(26,809,547	)		(3,927,448	)
Equity income in affiliates		—			6,581,137			11,573,606			1,695,468
Net income		104,482,151			160,143,493			190,927,211			27,969,765
Less: Net income attributable to noncontrolling interests**		13,291			(1,284,685	)		(2,410,490	)		(353,123	)
Net income attributable to Ctrip’s shareholders		104,495,442			158,858,808			188,516,721			27,616,642
Earnings per ordinary share
— Basic		3.13			4.73			5.59			0.82
— Diluted		3.03			4.54			5.30			0.78
Earnings per ADS
— Basic		1.56			2.37			2.80			0.41
— Diluted		1.52			2.27			2.65			0.39
Weighted average ordinary shares outstanding
— Basic		33,400,258			33,574,513			33,703,516			33,703,516
— Diluted		34,447,448			34,973,103			35,602,373			35,602,373
*     Share-based compensation charges       included are as follows:
Product development		8,131,437			7,279,340			7,021,263			1,028,576
Sales and marketing		4,496,630			4,040,372			3,902,164			571,645
General and administrative		18,657,104			15,661,986			16,043,286			2,350,251

** It reflects implementation of SFAS No.160, “Noncontrolling Interests in Consolidated Financial Statements-an amendment of ARB No.51.”

Ctrip.com International, Ltd.
Reconciliation of GAAP and Non-GAAP Results
(In RMB, except % and per share information)

	Quarter Ended September 30, 2009
				% of Net			Share-based		% of Net			Non-GAAP			% of Net
	GAAP Result			Revenue			Compensation		Revenue			Result			Revenue
Product development		(80,758,571	)		15	%		7,021,263		1	%		(73,737,308	)		14	%
Sales and marketing		(93,931,484	)		17	%		3,902,164		1	%		(90,029,320	)		17	%
General and administrative		(47,188,825	)		9	%		16,043,286		3	%		(31,145,539	)		6	%
Total operating expenses		(221,878,880	)		41	%		26,966,713		5	%		(194,912,167	)		36	%
Income from operations		199,197,549			37	%		26,966,713		5	%		226,164,262			41	%
Net income attributable to Ctrip’s shareholders		188,516,721			35	%		26,966,713		5	%		215,483,434			40	%
Diluted earnings per ordinary share (RMB)		5.30						0.76					6.05
Diluted earnings per ADS (RMB)		2.65						0.38					3.03
Diluted earnings per ADS (USD)		0.39						0.06					0.44

	Quarter Ended June 30, 2009
				% of Net			Share-based		% of Net			Non-GAAP			% of Net
	GAAP Result			Revenue			Compensation		Revenue			Result			Revenue
Product development		(76,285,782	)		16	%		7,279,340		2	%		(69,006,442	)		14	%
Sales and marketing		(82,817,192	)		17	%		4,040,372		1	%		(78,776,820	)		17	%
General and administrative		(45,444,456	)		10	%		15,661,986		3	%		(29,782,470	)		6	%
Total operating expenses		(204,547,430	)		43	%		26,981,698		6	%		(177,565,732	)		37	%
Income from operations		163,678,034			34	%		26,981,698		6	%		190,659,732			40	%
Net income attributable to Ctrip’s shareholders		158,858,808			33	%		26,981,698		6	%		185,840,506			39	%
Diluted earnings per ordinary share (RMB)		4.54						0.77					5.31
Diluted earnings per ADS (RMB)		2.27						0.39					2.66
Diluted earnings per ADS (USD)		0.33						0.06					0.39

	Quarter Ended September 30, 2008
				% of Net			Share-based		% of Net			Non-GAAP			% of Net
	GAAP Result			Revenue			Compensation		Revenue			Result			Revenue
Product development		(61,254,023	)		17	%		8,131,437		2	%		(53,122,586	)		14	%
Sales and marketing		(71,028,049	)		19	%		4,496,630		1	%		(66,531,419	)		18	%
General and administrative		(44,819,506	)		12	%		18,657,104		5	%		(26,162,402	)		7	%
Total operating expenses		(177,101,578	)		48	%		31,285,171		8	%		(145,816,407	)		39	%
Income from operations		106,631,531			29	%		31,285,171		8	%		137,916,702			37	%
Net income attributable to Ctrip’s shareholders		104,495,442			28	%		31,285,171		8	%		135,780,613			37	%
Diluted earnings per ordinary share (RMB)		3.03						0.91					3.94
Diluted earnings per ADS (RMB)		1.52						0.45					1.97
Diluted earnings per ADS (USD)		0.22						0.07					0.29

Notes for all the financial schedules presented:

Note 1: The conversion of Renminbi (RMB) into U.S. dollars (USD) is based on the noon buying rate of USD1.00=RMB6.8262 on September 30, 2009 in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York.