SecProbe.io

Mail Stop 4561
May 3 0, 2017

Xiaofan Wang
Chief Financial Officer and Executive Vice President
Ctrip.com International, Ltd.
968 Jin Zhong Road
Shanghai 200335
People’s Republic of China

Re: Ctrip.com International, Ltd.
 Form 20-F for the Fiscal Year Ended December 31, 2016
Filed April 13, 2017
File No. 001 -33853

Dear Ms. Wang :

We have limi ted our review of your filing  to the financial statements and related
disclosures and have the following comments.  In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.

Please respond to these comments within ten business  days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.

After reviewing your response to these c omments, we may have additional comments.

Operating and Financial Review and Prospects

Results of Operations

2016 Compared to 2015, page 52

1. Tell us how you considered disclosing the actual revenue, cost of revenue, and operating
expense am ounts by category contributed by Qunar to 2016 results in order to more
clearly explain 2015 -to-2016 variances.  Refer to Section III. D. of SEC Release No. 33 -
6835 by way of Instruction 1 to Item 5 of Form 20 -F.

Xiaofan Wang
Ctrip.com International, Ltd.
May 3 0, 2017
Page 2

 Quantitative and Qualitative Disclosures About Market Risk

Foreign Exchange Risk, page 81

2. Provide us a further explanation of the reason for the RMB558 million net foreign
exchange losses recorded in 2016 given its significance in relation to 2016 net results and
variance from the RMB13 million  net foreign exchange gains recorded in 2015.  Refer to
ASC 830 -20-50-3 and the requirements under Item 5.A.3. of Form 20 -F.

Index to Consolidated Financial Statements

Notes to Consolidated Financial Statements

Note 2. Principal Accounting Policies

Major Variable Interest Entities and their Subsidiaries

Share Pledge Agreements, page F -13

3. Your disclosure here and on page 70 suggests that Hui Cao’s and Hui Wang’s equity
pledges to Qunar Software of their respective equity interests in Qunar Beijing a re still
not registered with the relevant local State Administra tion for Industry and Commerce .
In addition, your risk factor disclosure on page 18 states that as of April 29, 2016, the
effectiveness of equity pledges would be denied if not registe red with  the Administration
for Industry and Commerce.  Provide the reason for the continued delay in registering
these equity pledges and how this impacts your consideration of Qunar Beijing as a
consolidated VIE.

Accrued  Liability for Customer Rewar d Program , page F-23
4. We note from your website that your rewards offered as Ctrip Points can be redeemed for
C-Money+ and promotion codes, which can be used for bookings paid on Ctrip.  For
these and other reward program offerings please tell us why any su ch rewards are not
accounted for as a reduction of the selling prices of your services and characterized as a
reduction of revenue when recognized in your Consolidated Statements of Income(Loss)
and Comprehensive Income (Loss).   Please tell us how your acc ounting complies with
ASC 605 -50-45-1 to 3.

Dividends, page F -29
5. When considering the requirements to provide disclosures under Regulation S -X Rule 4 -
08(e)(3) and separately a Schedule I under Rule 5 -04(c), tell us how you considered other
restrictions b eyond statutory reserves that could be imposed by third parties, such as

Xiaofan Wang
Ctrip.com International, Ltd.
May 3 0, 2017
Page 3

 foreign governments, on your subsidiaries’ and VIEs’ ability to loan, advance to, or
dividend funds to the parent company.  In this regard we refer you to your “Restrictions
on curren cy exchange…” risk factor on page 23 in conjunction with the definition of
restricted net assets in Rule 4 -08(e)(3) and further guidance in SAB Topic 6K.2.

Recent Accounting Pronouncements, page F -30

6. You indicate that you are working towards the implemen tation of Topic 606 and
finalizing your determination of the impact that the adoption will have on your
consolidated financial statements.   Tell us the potential impact that this standard will have
on your financial statements when adopted.  In this regard , include a description of the
effects of the accounting policies that you expect to apply, if determined, and a
comparison to your current revenue recognition policies.  Describe the status of your
process to implement the new standard and the significant  implementation matters yet to
be addressed.  In addition, to the extent that you determine the quantitative impact that
adoption of Topic 606 is expected to have on your financial statements, please also
provide such amounts.    As part of your response, p lease include a draft of your related
prospective disclosures.   Refer to ASC 250 -10-S99-6 and SAB Topic 11.M.

Note 8. Investments

Equity Method Investments, page F -36
7. The RMB 566 million loss share recorded relative to your equity investment in E -dragon
obtained in May 2016, as a result of the exchange of your eLong equity investment shares
for E -dragon shares, appears greater than 20% of 2016 operating results and ther efore a
significant acquisition.  Tell us how you considered Regulation S -X Rules 3 -05, 3 -09,
and 11 relating to the provision of E -dragon financial statements and pro forma financial
information as required.

Note 21. Commitment s and Contingencies

Guara ntee, page F -53
8. Please tell us the nature, terms , conditions  and financial statement classification  of the
deposits required by the Civil Aviation Administration of China, International Air
Transport Association and local airline companies.  In addition, e xplain why you  do not
believe that it is probable that you will be required to pay any  amount und er these
guarantee arrangements.  Explain why these deposits are characterized as “Off -balance -
sheet -arrangements” on page 57.

Xiaofan Wang
Ctrip.com International, Ltd.
May 3 0, 2017
Page 4

 We remind you that the compan y and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.

You may contact Frank Knapp, Staff Accountant at (202) 551 -3805  if you have question s
regarding comments on the financial statements and related matters.  Please contact me at (202)
551-3226  with any other questions.

Sincerely,

 /s/ Craig D. Wilson

Craig D. Wilson
Sr. Asst. Chief Accountant
Office of Information Technologies
and Services