Washington, D.C. 20549

Baidu, Inc.

(Name of Issuer)

Class A Ordinary Shares
Class B Ordinary Shares

(Title of Class of Securities)

G07034104

(CUSIP Number)

December 31, 2010

(Date of Event Which Requires Filing of this Statement)

 

 

CUSIP No.		G07034104

¹ Includes (i) 37,665 Class A Ordinary Shares directly held by Mr. Li; (ii) 35,249 Class A Ordinary Shares in the form of American depositary shares (“ADSs”) held in the brokerage account of the administrator of the issuer’s employee stock option program; (iii) 39,000 Class A Ordinary Shares issuable upon exercise of options within 60 days after the date of December 31, 2010; (iv) 765 Class A Ordinary Shares issuable upon vesting of restricted shares within 60 days after the date of December 31, 2010 and (v) 5,490,000 Class B Ordinary Shares held by Handsome Reward Limited, a British Virgin Islands company wholly owned by Mr. Li. Each Class B Ordinary Share is convertible at the option of the holder into one Class A Ordinary Share. The rights of the holders of Class A Ordinary Shares and Class B Ordinary Shares are identical, except with respect to conversion rights (noted above) and voting rights. Each Class B Ordinary Share is entitled to ten votes per share, whereas each Class A Ordinary Share is entitled to one vote per share.

² Assumes conversion of all Class B Ordinary Shares into the same number of Class A Ordinary Shares.

 

 

CUSIP No.		G07034104

³ Includes 5,490,000 Class B Ordinary Shares.

⁴ Assumes conversion of all Class B Ordinary Shares into the same number of Class A Ordinary Shares.

 

 

CUSIP No.		G07034104

Item 1(a).		Name of Issuer:
		Baidu, Inc.
Item 1(b).		Address of Issuer’s Principal Executive Offices:
		Baidu Campus No. 10 Shangdi 10th Street Haidian District, Beijing 100085 The People’s Republic of China
Item 2(a).		Name of Person Filing:
		Robin Yanhong Li Handsome Reward Limited
Item 2(b).		Address of Principal Business Office or, if None, Residence:
		Robin Yanhong Li Baidu Campus No. 10 Shangdi 10th Street Haidian District, Beijing 100085 The People’s Republic of China
		Handsome Reward Limited c/o Robin Yanhong Li Baidu Campus No. 10 Shangdi 10th Street Haidian District, Beijing 100085 The People’s Republic of China
Item 2(c)		Citizenship:
		Robin Yanhong Li — The People’s Republic of China
		Handsome Reward Limited — British Virgin Islands
Item 2(d).		Title of Class of Securities:
		Class A Ordinary Shares and Class B Ordinary Shares (collectively, “Ordinary Shares”)
Item 2(e).		CUSIP Number:
		G07034104

CUSIP No.		G07034104

Item 3.		If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the persons filing is a:
		Not applicable
Item 4.		Ownership:
		The following information with respect to the ownership of the Ordinary Shares of the issuer by each of the reporting persons is provided as of December 31, 2010:

Sole

Shared

Sole

Shared

power to

power to

power to

power to

Amount

vote or

vote or to

dispose or to

dispose or to

beneficially

Percent

direct

direct

direct the

direct the

Reporting Person

owned:

of class:

the vote:

the vote:

disposition of:

disposition of:

Robin Yanhong Li

5,602,679

16.1

%

5,602,679

0

5,602,679

0

Handsome Reward Limited

5,490,000

15.8

%

5,490,000

0

5,490,000

0

		The above table includes collectively those Class A Ordinary Shares and Class B Ordinary Shares held by each reporting person, and assumes conversion of all Class B Ordinary Shares into the same number of Class A Ordinary Shares.
		Robin Yanhong Li is the record owner of 37,665 Class A Ordinary Shares and owns 35,249 Class A Ordinary Shares in the form of ADSs held in the brokerage account of the administrator of the issuer’s employee stock option program. He also has right to acquire 39,000 Class A Ordinary Shares upon exercise of options, and 765 Class A Ordinary Shares upon vesting of restricted shares, granted under the Company’s share incentive plans within 60 days after December 31, 2010.
		Handsome Reward Limited, a British Virgin Islands company, is the record owner of 5,490,000 Class B Ordinary Shares. Robin Yanhong Li is the sole owner and director of Handsome Reward Limited. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, Robin Yanhong Li may be deemed to beneficially own all of the shares held by Handsome Reward Limited.
		Melissa Ma, Robin Yanhong Li’s wife, is the record owner of 1,676,667 Class B Ordinary Shares. Robin Yanhong Li may be deemed to share beneficial ownership of the shares held by Melissa Ma. Robin Yanhong Li expressly disclaims such beneficial ownership of the shares beneficially owned by Melissa Ma.
Item 5.		Ownership of Five Percent or Less of a Class:
		Not applicable

CUSIP No.		G07034104

Item 6.		Ownership of More than Five Percent on Behalf of Another Person:
		Not applicable
Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Controlling Person:
		Not applicable
Item 8.		Identification and Classification of Members of the Group:
		Not applicable
Item 9.		Notice of Dissolution of Group:
		Not applicable
Item 10.		Certifications:
		Not applicable

CUSIP No.		G07034104

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: January 28, 2011

LIST OF EXHIBITS

Exhibit No.		Description
A		Joint Filing Agreement

Exhibit A

Joint Filing Agreement

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A and Class B Ordinary Shares, par value $0.00005 per share, of Baidu, Inc., a Cayman Islands company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

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Signature Page

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of January 28, 2011.