0001193805-12-000912 Sample Contracts

Contract
Deposit Agreement • May 15th, 2012 • JPMorgan Chase Bank, N.A. - ADR Depositary • Services-computer processing & data preparation • New York

AMENDMENT NO. 2, dated as of May , 2012 (the "Amendment"), to the Deposit Agreement dated as of September 22, 2010 (the "Deposit Agreement") among SouFun Holdings Limited, incorporated under the laws of the Cayman Islands (the "Company"), JPMorgan Chase Bank, N.A., as depositary (the "Depositary"), and all holders from time to time of American depositary receipts ("ADRs") issued thereunder.

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