SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* PHOTON GROUP LTD (Last) (First) (Middle) LEVEL 12, SOHU.COM INTERNET PLAZA NO. 1 UNIT ZHONGGUANCUN EAST ROAD (Street) BEIJING F4 100084 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol SOHU COM INC [ SOHU ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 05/09/2011
	4. If Amendment, Date of Original Filed (Month/Day/Year) 05/11/2011	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/09/2011		J/K(1)		1,008,746	D	$0(1)	7,028,254(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On May 7, 2008, the Reporting Person pledged 1,300,000 shares of the common stock of the issuer to Credit Suisse pursuant to a variable pre-paid forward contract maturing May 9, 2011, and reported that pledge as a disposition. In settlement of the contract, on May 9, 2011, 1,008,746 shares of the common stock were released to Credit Suisse and 291,254 shares were returned to the Reporting Person. In accordance with the contract, the price used to determine the number of shares to be returned to the Reporting Person and the number of shares to be released to Credit Suisse upon settlement is $99.7150, which is the average market price of the volume weighted average prices for the ten days preceding the maturity date of the contract. On May 11, 2011, the Reporting Person filed a report on Form 4 (the "Original Form 4") to report such settlement as a disposition.

2. The Original Form 4 inadvertently omitted 1,300,000 shares of common stock that were beneficially owned by the Reporting Person after settlement of the contract. The Reporting Person has filed this amendment to the Original Form 4 to report the correct number of 7,028,254 shares beneficially owned by the Reporting Person after such settlement, which includes the 1,300,000 shares inadvertently omitted from the Original Form 4.

	/s/ Charles Zhang	07/08/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
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