[No.333-169650 TAL Education 12,000,000 American Depositary Shares Representing 24,000,000 ClassAmmon Shares This is an initial public offering of American depositary shares, orSs, of TAL Education. We are offering 12,000,000ADSs. EachS represents two ClassAmmon shares, par value $0.001 per share. See Risk Factors beginning on page12 to readout risks you shouldnsider before buying theSs.]