March 15, 2010

VIA EDGAR

Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Mail Stop 3010
Washington, D.C. 20549

Attention:		Jennifer Gowetski, Senior Counsel Kevin Woody, Accounting Branch Chief Erin Martin, Attorney-Advisor Howard Efron, Staff Accountant

Re:		China Lodging Group, Limited Registration Statement on Form F-1

Dear Ms. Gowetski:

     On behalf of our client, China Lodging Group, Limited, a corporation organized under the laws of the Cayman Islands (the “Company”), enclosed herewith please find 10 copies of (i) Amendment No. 2 to the Registration Statement on Form F-1 (the “Amendment No. 2”) marked to show changes to Amendment No. 1 to the Registration Statement on Form F-1 filed with the Commission on March 12, 2010, (ii) Amendment No. 2 marked to show changes to the Registration Statement on Form F-1 filed with the Commission on March 5, 2010, and (iii) an issuer free writing prospectus publicly filed on March 15, 2010. On behalf of the Company, we wish to thank you and other members of the staff of the Commission (the “Staff”) for your prompt response to the Company’s request for comments.

 2 

     Set forth below are the Company’s responses to the comments contained in the letter dated March 12, 2010 from the Staff. The Company has responded to all of the Staff’s comments by revising the Registration Statement to comply with the comments. The Staff’s comments are repeated below, followed by the Company’s response to the comments as well as a summary of the responsive actions taken. We have included page numbers to refer to the location in the Registration Statement where the language addressing a particular comment appears. The Company respectfully advises the Staff that responses to the Staff’s comments have been addressed in Amendment No. 1 to the Registration Statement on Form F-1 filed on March 12, 2010. The Amendment No. 2 is being filed to revise the artwork in response to the Staff’s comment.

     Per a request from Ms. Erin Martin in an e-mail message to my colleague Li He dated March 12, 2010, the Company would also like to confirm with the Staff the following: On March 10, 2010, the Asian Wall Street Journal published an advertisement regarding the IPO of Company. Nasdaq and the Company were in the process of preparing the advertisement with a view to publishing it after the Company’s IPO. Nasdaq confirms that it did not notify the Company, its management or employees of an intention to publish the advertisement on March 10, 2010 prior to its actual publication in the Asian Wall Street Journal. Nasdaq confirms that it inadvertently published the advertisement, although neither the Company nor any of its management or employees authorized the release on or before March 10, 2010 of the advertisement that appeared in the Asian Wall Street Journal on that date.

General

1.		We note your disclosure on page ii that you commissioned the October 2009 Inntie Report. We further note your response in your letter dated December 8, 2009 that the report was commissioned for a fee that was more than nominal. Please revise your disclosure to include this information and file a consent from Shanghai Inntie Hotel Management Consultant Co. Ltd.
		In response to the Staff’s comment, the Company has revised the Registration Statement on page ii to disclose that the report was commissioned for a fee that was more than nominal. Furthermore, the Company respectfully advises the Staff that it has previously filed as Exhibit 23.5 to the Registration Statement a consent from Shanghai Inntie Hotel Management Consultant Co., Ltd. (“Shanghai Inntie”) regarding research data and information prepared by Shanghai Inntie. Please see Annex A for the revised page in the Amendment No. 2 marked against the Registration Statement on Form F-1 publicly filed with the Commission on March 5, 2010.

Proposed Artwork

2.

We note your statement “No. 2 Revenue.” To put this statement in perspective, please also briefly describe your net income (loss) and earnings (loss) per share. In

		this regard, we note you had net losses attributable to your company in 2007 and 2008. In addition, please include similar disclosure in the first paragraph of the summary and briefly describe how you calculate net revenue.
		In response to the Staff’s comment, the Company has revised the artwork to take out the reference to the statement “No. 2 Revenue” and the related footnote. The Company has also revised the Registration Statement on pages 1, 44 and 78 to take out the similar disclosure. Please see Annex B for the revised pages in the Amendment No. 2 marked against the Registration Statement on Form F-1 publicly filed with the Commission on March 5, 2010.

Exhibit Index, page 11-8

3.		Please file final, executed legality and tax opinions.
		In response to the Staff’s comment, the Company has filed on March 12, 2010 the final, executed legality and tax opinions from Conyers Dill & Pearman, the Company’s Cayman Islands counsel, as Exhibit 5.1 and Exhibit 8.1 to the Registration Statement, respectively.

*     *     *     *

     If it would facilitate the Staff’s review of the Registration Statement, we would be pleased to provide an electronic version in PDF format.

     Should any questions arise, please do not hesitate to contact me at +86-10-8567-5002 or my colleague, Li He, at +86-10-8567-5005.

     Please acknowledge receipt of the submission by stamping the enclosed copy of this letter and returning it to our messenger who has been instructed to wait.

     Thank you for your time and attention.

Yours sincerely,

/s/ Howard Zhang

Howard Zhang

Enclosures

cc:		Tuo (Matthew) Zhang, Chief Executive Officer Min (Jenny) Zhang, Chief Financial Officer      China Lodging Group, Limited John Wilde, Partner Bonnie Zhang, Partner      Deloitte Touche Tohmatsu CPA Ltd. Chris Lin, Partner      Simpson Thacher & Bartlett LLP

Annex A

Annex B