Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  Wang Xin
2. Date of Event Requiring Statement (Month/Day/Year)
02/05/2007
3. Issuer Name and Ticker or Trading Symbol
SOHU COM INC [SOHU]
(Last)
(First)
(Middle)
15/F, VISION INTERNATIONAL CENTER, NO. 1, UNIT, ZHONGGUANCUN EAST ROAD, HAIDIAN
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Marketing Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BEIJING, F4 100084
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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 control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) 01/31/2003(1) 01/31/2012 Common stock 2,813 $ 1.07 D  
Stock Option (right to buy) 07/01/2003(2) 07/01/2012 Common stock 7,235 $ 1.37 D  
Stock Option (right to buy) 07/27/2005(3) 07/27/2014 Common stock 10,000 $ 16.84 D  
Stock Option (right to buy) 03/30/2006(4) 03/30/2015 Common stock 30,000 $ 17.65 D  
Restricted Stock Units (right to acquire common stock) 07/09/2007(5) 07/09/2016 Common stock 5,000 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wang Xin
15/F, VISION INTERNATIONAL CENTER, NO. 1
UNIT, ZHONGGUANCUN EAST ROAD, HAIDIAN
BEIJING, F4 100084
      Chief Marketing Officer  

Signatures

/s/ Wang Xin 02/14/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) The stock options shall vest over a four-year period from the date of grant, with 25% of the stock options vesting on the first anniversary date of the grant and the remaining stock options vesting ratably on a quarterly basis over the remaining term of the stock options, beginning one calendar quarter after such first anniversary.
(2) The stock options shall vest over a four-year period from the date of grant, with 25% of the stock options vesting on the first anniversary date of the grant and the remaining stock options vesting ratably on a quarterly basis over the remaining term of the stock options, beginning one calendar quarter after such first anniversary.
(3) The stock options shall vest over a four-year period from the date of grant, with 25% of the stock options vesting on the first anniversary date of the grant and the remaining stock options vesting ratably on a quarterly basis over the remaining term of the stock options, beginning one calendar quarter after such first anniversary.
(4) The stock options shall vest over a four-year period from the date of grant, with 25% of the stock options vesting on the first anniversary date of the grant and the remaining stock options vesting ratably on a quarterly basis over the remaining term of the stock options, beginning one calendar quarter after such first anniversary.
(5) 5,000 restricted stock units were granted on July 9, 2006 and 25% of the restricted stock units vest each year, beginning on the first anniversary of the grant date. Upon vesting of each restricted stock unit, at the Company's election, the Company shall issue either one share of common stock for each restriected stock unit vesting at such time or an amount of cash equal to the fair market value of one share of common stock of the Company for each restricted stock unit vesting at such time.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.