Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN 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
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1. Name and Address of Reporting Person *
TIAN EDWARD
 2. Issuer Name and Ticker or Trading Symbol
ASIAINFO HOLDINGS INC [ASIA] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)

VILLA 108, BEIJING RIVIERA GARDEN, NO. 1 XIANGJIANG BEI RD., CHAOYANG DIST.		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2005
(Street)


BEIJING, F4 100103		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(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 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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock 10/27/2004   S4(5) 250,000 D $ 7.07 1,878,079 D  
Common Stock 06/06/2005   S4(6) 250,000 D $ 8.44 1,628,079 D  
Common Stock 12/13/2005   J(7) 190,792 A $ 0 1,818,871 D  
Common Stock 12/13/2005   J(8) 190,792 D $ 0 0 I In a trust for the benefit of Dr. Tian's children, for which Dr. Tian's wife is the trustee
Common Stock             2,198,079 I Shares held by Dr. Tian's wife, Jean Qin Kong
Common Stock             4,000 I In revocable trust for the benefit of Stephanie Tian

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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 Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options(Right to acquire Common Stock) $ 7.6           10/04/1999(1) 10/04/2009 Common Stock
360,000
  360,000
D
 
Stock Options(Right to acquire Common Stock) $ 2.75           11/15/1998(2) 11/15/2007 Common Stock
300,000
  300,000
D
 
Stock Options(Right to acquire Common Stock) $ 1.1           10/01/1997(3) 10/01/2006 Common Stock
550,000
  550,000
D
 
Restricted Stock Units (right to acquire common stock) $ 0 12/26/2005   A4 5,000   12/26/2006(4) 12/26/2009 Common Stock
5,000
$ 0 5,000
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TIAN EDWARD
VILLA 108, BEIJING RIVIERA GARDEN
NO. 1 XIANGJIANG BEI RD., CHAOYANG DIST.
BEIJING, F4 100103		   X      

Signatures

Edward Tian 02/10/2006
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) 400,000 options were granted on October 4, 1999 and vested on the grant date. Dr. Tian surrendered 40,000 options on January 10, 2001.
(2) 300,000 options were granted on November 15, 1997 and vested on an annual schedule of 33%, 33%, 33%, beginning on the first anniversary of the grant date.
(3) 600,000 options were granted on October 1, 1996 and vested on an annual schedule of 60%, 30%, 10%, beginning on the first anniversary of the grant date.
(4) 5,000 restricted stock units were granted on December 26, 2005 and vest on an annual schedule of 25% each, beginning on the first anniversary of the grant date. Upon each vesting, one share of common stock shall be issuable for each restricted stock units on such vest date.
(5) On October 27, 2004, Dr. Tian sold 250,000 shares to Morgan Stanley & Co. International Limited ("MSCIL") pursuant to a collar transaction entered into by Dr. Tian and MSCIL on April 27, 2001.
(6) On June 6, 2005, Dr. Tian delivered 250,000 shares to MSCIL pursuant to a pre-paid variable delivery forward transaction involving delivery of up to 250,000 shares entered into by Dr. Tian and MSCIL on June 5, 2002.
(7) On December 13, 2005, 190,792 shares of AsiaInfo common stock were re-registered to Dr. Tian from a trust for the benefit of his children.
(8) Please see the Note 7.

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