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                                                                    EXHIBIT 10.7
                                                                     TRANSLATION


                        Consulting and Services Agreement

     This Consulting and Services Agreement (hereinafter referred to as the
"Agreement") has been executed by and between the following parties on September
10, 2003 in Shanghai.

Party A: Ctrip Computer Technology (Shanghai) Co., Ltd.

Party B: An affiliated Chinese entity of Party A
Address: Room ___, ___ Building, _______ Street, Beijing

Whereas:

(1)      Party A is a wholly foreign owned enterprise established in the
         People's Republic of China (hereinafter referred to as "China"), and
         has the resources to provide technical and consulting services;

(2)      Party B is a company with exclusively domestic capital registered in
         China and may engage in air-ticketing business as approved by China
         Aviation Northern China Management Bureau;

(3)      Party A agrees to provide Party B with exclusive technical consulting
         and related services in air-ticketing business during the term of this
         Agreement utilizing its own advantages in human capital and
         information, and Party B agrees to accept the technical consultations
         and services provided by Party A.

(4)      Party A and Party B previously executed a Consulting Services Contract
         on July 15, 2002, and the parties now desire to make amendments to the
         conditions of said contract, and to execute this Agreement to replace
         said Consulting Services Contract.

Wherefore, through mutual discussion, the parties have reached the following
agreements:

1.       Exclusive Consultations and Services: Exclusive Interest

1.1      During the term of this Agreement, Party A agrees to provide Party B
         with relevant technical consultations and services as Party B's
         exclusive provider of technical and consultation services, in
         accordance with the conditions of this Agreement (for specific
         contents, see Attachment 1).

1.2      Party B agrees to accept the technical consultations and services
         provided by Party A. Party B further agrees that unless Party A
         consents in writing in advance, during the term of this Agreement,
         Party B shall not accept technical consultations and services provided
         by any third party regarding the aforementioned business.

1.3      Party A shall have exclusive interests in all rights, ownership,
         interests and intellectual properties arising from the performance of
         this Agreement, including but not limited to copyrights, patents,
         technical secrets, trade secrets and others, regardless of whether they
         have been developed by Party A or by Party B based on Party A's
         intellectual properties.

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                                                                    EXHIBIT 10.7
                                                                     TRANSLATION

2. The Calculation and Payment of the Technical Consulting and Service Fee
(hereinafter referred to as "Consulting Service Fee")

The parties agree that the Consulting Service Fee under this Agreement shall be
determined and paid based on the methods set forth in Attachment 2.

3.       Representations and Warranties

3.1      Party A hereby represents and warrants as follows:

3.2.1    Party A is a wholly foreign owned enterprise legally registered and
         validly existing in accordance with Chinese laws.

3.2.2    Party A's execution and performance of this Agreement is within the
         scope of its business operations; Party A has taken necessary corporate
         actions and given appropriate authorization and has obtained the
         consent and approval from third parties and government agencies, and
         will not violate the restrictions of laws binding or having an impact
         thereon.

3.2.3    This Agreement shall constitute Party A's legitimate and valid
         obligations as soon as it is executed, and shall be enforceable against
         it.

3.2      Party B hereby represents and warrants as follows:

3.2.1    Party B is a company legally registered and validly existing in
         accordance with Chinese laws and may engage in air-ticketing business
         as approved by China Aviation Northern China Management Bureau;

3.2.2    Party B's execution and performance of this Agreement is within the
         scope of its business operations; Party B has taken necessary corporate
         actions and given appropriate authorization and has obtained the
         consent and approval from third parties and government agencies, and
         will not violate the restrictions of laws binding or having an impact
         thereon.

3.2.3    This Agreement shall constitute Party B's legitimate and valid
         obligations as soon as it is executed, and shall be enforceable against
         it.

4.       Confidentiality Clauses

4.1      Party B agrees to maintain the confidentiality of confidential
         materials and information (hereinafter referred to as "Confidential
         Information") of Party A that Party B learns or has access to due to
         its acceptance of Party A's exclusive consultations and services, and
         shall take various security measures designed to maintain such
         confidentiality; without the prior written consent of Party A, Party B
         shall not disclose, give or transfer such Confidential Information to
         any third party. Upon the termination of this Agreement, Party B shall
         return any document, material or software that contains such
         Confidential Information to Party A at Party A's request, or shall
         destroy same on his own and shall delete any Confidential Information
         from the relevant memory devices and shall not continue to use such
         Confidential Information.

4.2      The parties agree that this section shall survive changes to,
         rescission or termination of this Agreement.


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                                                                    EXHIBIT 10.7
                                                                     TRANSLATION

5.       Indemnification

Party B shall indemnify Party A for and hold Party A harmless from any loss,
injury, obligation or expenses caused by any lawsuit, claims or other demands
against Party A arising from or caused by contents of consultations and services
requested by Party B.

6.       Effectiveness and Term

6.1      This Agreement shall be executed on the date first above written and
         shall take effect as of the even date therewith. Unless terminated
         early in accordance with the provisions of this Agreement or relevant
         agreements separately executed between the parties, the term of this
         Agreement shall be ten years.

6.2      The term of this Agreement shall not be extended unless confirmed in
         writing by Party A prior to the expiration thereof. The extended term
         shall be determined by the parties to this Agreement through consensus.

7.       Termination

7.1      Termination upon date of expiration. Unless renewed in accordance with
         the relevant terms of this Agreement, this Agreement shall be
         terminated upon the date of expiration thereof.

7.2      Early termination. During the term of this Agreement, unless Party A
         commits a gross fault, fraudulent act, other illegal acts or becomes
         bankrupt, Party B shall not terminate this Agreement early.
         Notwithstanding the aforementioned covenant, Party A shall have the
         right to terminate this Agreement upon 30 days of written notice to
         Party B at any time.

7.3      Terms that survive termination. The rights and obligations of the
         parties under Article 4 and Article 5 shall survive the termination of
         this Agreement.

8.       Resolution of Disputes

In the event of any dispute with respect to the construction and performance of
the provisions of this Agreement, the parties shall hold consultations in good
faith to resolve same. Upon failure of such consultations, either party may
submit the relevant dispute to the China International Economics and Foreign
Trade Arbitration Commission Shanghai Chapter for resolution by arbitration, in
accordance with its current arbitration rules. The arbitration shall be
performed in Shanghai, and the language used during arbitration shall be
Chinese. The arbitration ruling shall be final and binding on both parties.

9.       Force Majeure

9.1      "Force majeure" shall refer to any event beyond the reasonable control
         of either party and that still cannot be avoided even if the party
         affected has exercised reasonable care, including but not limited
         government actions, acts of God, fire, explosions, storms, flood,
         earthquakes, tides, lightning or war. But a lack of credit, funds or
         financing shall not be deemed a circumstances beyond the reasonable
         control of either party. The party affected by a "force majeure event"
         shall notify the other party of such relief from liability as soon as
         possible.

9.2      In the event that the performance of this Agreement is delayed or
         impeded by the aforementioned "force majeure," the party affected by
         such force majeure shall not be liable in any way under this Agreement
         to the extent of such delay or impedance. The

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                                                                    EXHIBIT 10.7
                                                                     TRANSLATION

         party affected shall take appropriate measures to mitigate or eliminate
         the impact of such "force majeure" and shall attempt to resume the
         performance of obligations delayed or impeded by such "force majeure."
         As soon as the force majeure event is eliminated, the parties agree to
         use their best efforts to resume the performance of this Agreement.

10.      Notices

Notices or other communications sent by either party as required by this
Agreement shall be written in Chinese, and a notice shall be deemed served when
it is delivered to the address of either party or the addresses of both parties
below by personal delivery, registered mail, mail with prepaid postage or
recognized express mail or facsimile.

To Licensor:      Ctrip Computer Technology (Shanghai) Co., Ltd.
                  Address: 3rd fl., Building 63, Hong Cao Road, Shanghai
                  Facsimile: (021) 542651600
                  Phone: (021) 34064880

Party B:          Address: Room ___, ___ Building, _______ Street, Beijing
                  Facsimile:
                  Phone:

11.      Assignment

Unless Party A's prior written consent is obtained, Party B shall not assign the
rights enjoyed to thereby and obligations undertaken thereby under this
Agreement to any third party.

12.      Severability

In the event that any provisions of this Agreement are invalid or unenforceable
due to inconsistency with law, then such provisions shall only be invalid or
unenforceable to the extent of the jurisdiction of such law, and shall not
affect the legal validity of the remaining provisions of this Agreement.

13.      Amendments and Supplements

Any amendments and supplements to this Agreement shall be in writing. The
amendment agreements and supplementary agreements that have been signed by the
parties and that relate to this Agreement shall be an integral part of this
Agreement and shall have the same legal validity as this Agreement.

14.      Governing Laws

This Agreement shall be governed by laws of China and shall be construed in
accordance therewith.



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                                                                    EXHIBIT 10.7
                                                                     TRANSLATION


IN WITNESS WHEREOF, the parties have caused their authorized representatives to
execute this Agreement as of the date first above written.



Party A: Ctrip Computer Technology (Shanghai) Co., Ltd.
Authorized representative:

Party B: An affiliated Chinese entity of Party A
Authorized representative:



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                                                                    EXHIBIT 10.7
                                                                     TRANSLATION

Attachment 1: Table of Contents of Technical Consultations and Services

Including furnishing of training of personnel, network platforms appurtenant to
management and information services required for Party B's business, making
recommendations to Party B regarding the air ticketing business, and other forms
of services accepted by the parties.



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                                                                    EXHIBIT 10.7
                                                                     TRANSLATION

Attachment 2: The Calculation and Payment of the Technical Consulting and
              Service Fee

For each air ticket sold by Party B, Party B shall pay Party A RMB18.00 in
technical consulting and service fee. Party B shall settle and pay the
aforementioned technical consulting and service fee by the 15th of each month.

The aforementioned method of calculation may be adjusted quarterly by Party A
and Party B depending on the current actual circumstances.