STRICTLY CONFIDENTIAL – DO NOT FORWARD …

1 STRICTLY CONFIDENTIAL DO NOT FORWARD IMPORTANT: You must read the following disclaimer before continuing . The following disclaimer applies to the attached prospectus and you are therefore advised to read this disclaimer carefully before reading, accessing or making any other use of the attached prospectus. In accessing the attached prospectus, you agree to be bound by the following terms and conditions, including any modifications to them from time to time, each time you receive any information from us as a result of such access. You acknowledge that the access to the attached prospectus via e-mail is intended for use by you only and you agree you will not provide access via e-mail or otherwise to any other person.

2 If you are a resident of Canada, references to the prospectus shall include the Canadian offering memorandum delivered to you. Confirmation of Your Representation: You have accessed the attached prospectus on the basis that you have confirmed to the underwriters that you consent to delivery by electronic transmission. This document has been made available to you in electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of transmission and consequently none of LightInTheBox Holding Co.

3 , Ltd., the underwriters or any of their respective affiliates or any of the other underwriters identified in the attached document accepts any liability or responsibility whatsoever in respect of any difference between the prospectus distributed to you in electronic format and the hard copy version of the prospectus. You are reminded that you have accessed the attached prospectus on the basis that you are a person into whose possession this prospectus may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located.

4 YOU ARE NOT AUTHORIZED AND YOU MAY NOT REPRODUCE, FORWARD OR OTHERWISE DISTRIBUTE THE ATTACHED PROSPECTUS, ELECTRONICALLY OR OTHERWISE, TO ANY OTHER PERSON. You are responsible for protecting against viruses and other destructive items. Your use of this e-mail is at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature. 22 MAY2012054709388,300,000 American Depositary SharesRepresenting 16,600,000 Ordinary SharesLightInTheBox Holding Co., is the initial public offering of LightInTheBox Holding Co.

5 , Ltd., or LightInTheBox. We areoffering 8,300,000 American Depositary Shares, or ADSs. Each ADS represents two ordinary shares, parvalue $ per share. The initial public offering price of the ADSs is $ per to this offering, there has been no public market for the ADSs or our ordinary shares. Our ADSshave been approved for listing on the New York Stock Exchange under the symbol LITB. Investing in the ADSs involves risk. See Risk Factors beginning on page ,Price toDiscounts andbeforePublicCommissionExpensesPer ADS.

6 $ $ $ $78,850,000$5,519,500$73,330,500We and the selling shareholders have granted the underwriters the right to purchase up to an aggregateof 1,245,000 additional ADSs. Of the additional ADSs, we have granted the underwriters the option topurchase from us up to 192,368 additional ADSs, and the selling shareholders, which are entities controlledby Quji (Alan) GUO, Xin (Kevin) WEN, Liang ZHANG and Jun LIU, certain of our directors andexecutive officers, have granted the underwriters the option to purchase from them up to 1,052,632additional after the completion of this offering, we will have one class of ordinary shares.

7 Each holderof our ordinary shares is entitled to one vote per share. However, in matters related to change of control,certain founding shareholders will be entitled to three votes per are an emerging growth company, as defined in Section 2(a) of the Securities Act of 1933, asamended, or the Securities Act, and Section 3(a) of the Securities Exchange Act of 1934, as amended, or theExchange existing shareholders of our company, namely, the Ceyuan Entities, GSR Ventures III, andTrustbridge Partners III, , and certain of their affiliates have subscribed for, and have been allocated bythe underwriters, an aggregate of 1,368.

8 420 ADSs offered in this offering at the initial public offering priceand on the same terms as the other ADSs being offered in this Securities and Exchange Commission and state securities commissions have not approved ordisapproved of these securities, or determined if this prospectus is truthful or complete. Any representationto the contrary is a criminal underwriters expect to deliver the ADSs to purchasers on or about June 11, SuisseStifelPacific Crest SecuritiesOppenheimer & Renaissance Securities(Hong Kong)

9 LimitedThe date of this prospectus is June 5, OF CONTENTSPageProspectus Note Regarding FORWARD -Looking of Rate of Civil History and Corporate Consolidated Financial s Discussion and Analysis of Financial Condition and Results of 105 Our 139 Principal and Selling 147 Related Party 151 Description of Share 152 Description of American Depositary 164 Shares Eligible for Future 180 Expenses Related to This 188 Legal 189 Where You Can Find More

10 190 Index to Consolidated Financial F-1 You should rely only on the information contained in this prospectus. We have not authorizedanyone to provide information different from that contained in this prospectus. We are offering to selland seeking offers to buy ADSs only in jurisdictions where offers and sales are permitted. Theinformation contained in this prospectus is accurate only as of the date of this prospectus, regardless ofthe time of delivery of this prospectus or of any sale of the have not taken any action to permit a public offering of the ADSs outside the United outside the United States who come into possession of this prospectus must inform themselvesabout and observe any restrictions relating to the offering of the ADSs and the distributions of thisprospectus outside the United SUMMARYThis summary highlights selected information contained in greater detail