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FOIA Confidential Treatment Request by Morningstar, Inc.
Pursuant to Rule 83 (17 C.F.R. 200.83). This letter requests confidential treatment of the bracketed portions of this letter (designated
by “[***]”).

November 9, 2023

Via EDGAR

    Cara Lubitz

    Marc Thomas

    Office of Finance

    Division of Corporation Finance

    U.S. Securities & Exchange Commission

    100 F Street, NE

    Washington, D.C. 20549

    FOIA CONFIDENTIAL TREATMENT REQUESTED BY MORNINGSTAR, INC. PURSUANT
    TO 17 C.F.R. §200.83 (“Rule 83”)

 Re: Morningstar, Inc.

Form 10-K for the Fiscal Year ended December 31, 2022

Filed February 24, 2023

File No. 000-51280

Ladies and Gentlemen:

On behalf of Morningstar, Inc., an Illinois
corporation (the “Company”), we are writing in response to the comments contained in the comment letter dated September 27,
2023 (the “Comment Letter”) of the staff (the “Staff”) of the Securities and Exchange Commission with respect
to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “Form 10-K”). For
the convenience of the Staff’s review, we have set forth the comment contained in the Comment Letter along with the response of
the Company.

Due to the commercially sensitive nature of certain
information contained in this response, this letter is also a request for confidential treatment of the bracketed portions of this response
(designated by “[***]”) pursuant to the Commission’s confidential treatment procedure under Rule 83.

FOIA Confidential Treatment Request by Morningstar, Inc.
Pursuant to Rule 83 (17 C.F.R. 200.83). This letter requests confidential treatment of the bracketed portions of this letter (designated
by “[***]”).

Form 10-K for the Fiscal Year Ended December 31, 2022

6. Segment and Geographical Area Information, page 93

1.            We
have considered your May 31, 2023 and July 21, 2023 responses to our segment comments and the information provided on our August 23,
2023 call with you. Based upon the information provided, we object to your conclusion that you have only one operating segment. Please
provide us with a revised analysis of your operating and reportable segments in accordance with ASC 280 and your proposed segment footnote
disclosure. Ensure that your revised analysis addresses, but is not limited to, the following:

 · Your consideration of which measure you would identify as the reported measure of profit or loss for each reportable segment.

 · A detailed discussion explaining whether and the extent to which the change to your identified operating segments has, or had, an
impact on the Company’s prior annual goodwill impairment testing analysis.

Response:

The Company acknowledges the Staff’s comments
from letters dated April 24, 2023, June 15, 2023, and September 27, 2023, and following ongoing engagement with the Staff,
the Company will revise its segment footnote (and other impacted disclosures, including goodwill-related items) beginning with its Quarterly
Report on Form 10-Q for the period ended September 30, 2023 to reflect its revised conclusions with respect to the identification
of multiple operating and reportable segments. As a result of its revised analysis pursuant to ASC 280, the Company also assessed whether
the revised conclusions with respect to components and reporting units (as defined in ASC 350) would have impacted the prior year goodwill
impairment testing analysis and concluded that the revised segment analysis would not have resulted in an impairment to goodwill. See
below for a more detailed discussion on the analyses performed in each of these regards.

ASC 280 Segment Reporting Analysis

Our analysis of operating and reportable segments in accordance with
ASC 280 is as follows:

ASC 280-10-50-1 states that “an operating segment is component
of a public entity that has all of the following characteristics:

 a. It engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating
to transactions with other components of the same public entity).

 b. Its operating results are regularly reviewed by the public entity’s chief operating decision maker to make decisions about
resources to be allocated to the segment and assess its performance.

 c. Its discrete financial information is available.”

    2

FOIA Confidential Treatment Request by Morningstar, Inc.
Pursuant to Rule 83 (17 C.F.R. 200.83). This letter requests confidential treatment of the bracketed portions of this letter (designated
by “[***]”).

A. Business Activities

Management
views the Company as a portfolio of product areas that utilize a core set of data, research, and other shared or central functions.
The Company’s product offerings and services are organized into the following seven product areas:

License–based Product Areas:

 · Enterprise

 · PitchBook

 · Morningstar Sustainalytics

Asset-based Product Areas:

 · Morningstar Indexes

 · Morningstar Wealth

 · Morningstar Retirement

Transaction-based Product Areas:

 · DBRS Morningstar

Each product area engages in business activities,
generates revenue, and incurs expenses and is managed by a product area manager (previously defined in the Company’s response to
the SEC comment letter dated June 15, 2023 as “Segment Managers”) who directly reports to the chief operating decision
maker (“CODM”). Management noted that while there are central function leaders that report to the CODM, they do not meet the
requirements of ASC 280-10-50-1(a).

B. Information regularly reviewed by the CODM

The
Company continues to conclude that its CODM is Kunal Kapoor, Chief Executive Officer. The CODM’s direct reports meet periodically
throughout the year and prepare Quarterly Business Review (“QBR”) reports to present to the CODM. In addition, a Monthly Financial
Book is prepared by the Finance team that focuses on the performance of the Company at the consolidated level, with some detail on the
financial performance of the seven product areas and new segments outlined above. The QBR reports contain revenue, expense, operating
profit, and comparisons to budget, forecast, and prior periods for each of the product areas. The CODM reviews the Monthly Financial Book
and meets quarterly with Segment Managers to discuss the QBR. On an annual basis, the Company performs its strategic planning process
and defines the annual Objectives and Key Results (“OKRs”) for the upcoming year. All Segment Managers develop OKRs, which
are reviewed and approved by the CODM to ensure alignment across the entire organization to achieve its shared strategic, operational,
and financial objectives.

    3

FOIA Confidential Treatment Request by Morningstar, Inc.
Pursuant to Rule 83 (17 C.F.R. 200.83). This letter requests confidential treatment of the bracketed portions of this letter (designated
by “[***]”).

As
part of the reassessment of ASC 280, the Company selected Adjusted Operating Income1 as the segment measure of profit or
loss for each reportable segment because the CODM will use this measure for purposes of making decisions to allocate resources and assess
performance of the segments, in addition to monitoring consolidated Company results. Adjusted Operating Income is a metric that the Company
has historically used to monitor consolidated financial performance and is defined as operating income excluding intangible amortization,
M&A-related expenses (including M&A-related earn-outs), and items related to the reduction and shift of the Company’s operations
in China, which include severance and personnel expenses, transformation costs, and asset impairment costs. The Board of Directors also
holds the CODM and management accountable to this metric as they believe it is the most important metric to monitor financial performance.

In addition to Adjusted Operating Income, the
financial reporting packages also include revenues, adjusted EBITDA, and adjusted EBITDA margins at the consolidated level but do not
include any GAAP profitability metrics at the product area level. As the Company presents more than one segment measure of profit or loss
within its financial reporting packages, another reason that Adjusted Operating Income was selected as the reported measure of profitability
for its segments is that this measure is most levered2 (as it includes depreciation), and therefore, most consistent with
the corresponding amounts and principles used in Morningstar’s consolidated financial statements and most quantitatively similar
to net income as reported on a consolidated financial statement basis. Adjusted Operating Income has also been presented historically
as part of the Company’s consolidated earnings releases and Management’s Discussion and Analysis included in the Company’s
periodic reports under the Securities Exchange Act. Total Segment Adjusted Operating Income will reconcile to these previously presented
consolidated amounts.

C. Discrete financial information

The final characteristic in determining whether
a component meets the definition of an operating segment is whether “discrete financial information” is available. A variety
of financial information relating to the Company’s product areas and central functions is prepared on a periodic basis through the
Monthly Financial Book and QBR reports, which are provided to the CODM. Following discussions with the Staff, management concluded that
discrete financial information within the meaning of ASC 280-10-50-1(c) is available at the product area level of the Company.

Based on the analysis above, the Company identified
seven operating segments (prior to applying aggregation criteria): Enterprise, PitchBook, Morningstar Sustainalytics, Morningstar Indexes,
Morningstar Wealth, Morningstar Retirement, and DBRS Morningstar, given that each product area engages in business activities, has operating
results regularly reviewed by the CODM, and has discrete financial information available, and, therefore, satisfies the three characteristics
required under ASC 280-10-50-1 for a component to be an operating segment.

1
Morningstar’s consolidated statement of income presents operating income, which includes the following operating expenses:
cost of revenue, sales and marketing, general and administrative, and depreciation and amortization. The only incremental costs to arrive
at net income are interest expense, realized gains and losses on sale of investments or equity method investments, other, equity in net
income (loss) of unconsolidated entities, and income tax expense.

2 [***]

    4

FOIA Confidential Treatment Request by Morningstar, Inc.
Pursuant to Rule 83 (17 C.F.R. 200.83). This letter requests confidential treatment of the bracketed portions of this letter (designated
by “[***]”).

Aggregation of Operating Segments and Reportable Segment Analysis

We considered the aggregation criteria for operating segments below.

ASC 280-10-50-11 states “two or more operating segments may
be aggregated into a single operating segment if aggregation is consistent with the objective and basic principles of this Subtopic, if
the segments have similar economic characteristics, and if the segments are similar in all of the following areas:

 a. The nature of the products and services

 b. The nature of the production processes

 c. The type or class of customer for their products and services

 d. The methods used to distribute their products and provide their services

 e. If applicable, the nature of the regulatory environment, for example, banking, insurance or public utilities”

Based on the assessment of the above criteria,
the Company has aggregated its seven operating segments into two aggregated operating segments and one standalone operating segment for
a total of three reportable segments, which are discussed in further detail below.

Aggregated Operating Segment: Data and Analytics

The Company reviewed the Enterprise, PitchBook,
and Morningstar Sustainalytics businesses against the ASC 280 aggregation criteria for potential aggregation. These are all data businesses
that serve investors and advisors. Each one uses a combination of human and technological processes to acquire investment data from various
sources. The data is enriched with analytics and research, generating proprietary intellectual property, and customers pay predominantly
license-based subscription fees to access the data and analytics. These businesses provide investors with comprehensive market data, research
and insights, and investment analysis to inform investment decisions.

 a. The nature of the products and services

The Enterprise, PitchBook, and Morningstar Sustainalytics
businesses are all centered on providing financial data and proprietary research and analysis that builds on such data and serves investors.

 · Data is collected from multiple third-party sources using a range of similar techniques. Often, there
is overlap in sources, such as company reports, which provide data to each of the aggregated products.

    5

FOIA Confidential Treatment Request by Morningstar, Inc.
Pursuant to Rule 83 (17 C.F.R. 200.83). This letter requests confidential treatment of the bracketed portions of this letter (designated
by “[***]”).

 · Raw data is processed and analyzed, and then used to create additional, proprietary intellectual property
and research insights.

 · Technology platforms/interfaces enable users to further customize the data and create their own insights
and analysis.

 · Clients gain access to the enriched data products via subscription-based platforms (typically via web
portal or application programming interface/file transfer protocol) and pay license fees at a fixed price for a defined term of one to
three years.

After the data is processed, analyzed, and sold
to customers, the need to regularly refresh and update the data is also consistent across these license-based products. The license-based
revenue recognition model is a key similarity as 100% of Enterprise and PitchBook’s revenues, and 93% of Morningstar Sustainalytics’
revenues were derived from license-based sources for the nine months ended September 30, 2023.

 b. The nature of the production processes

Enterprise, PitchBook, and Morningstar Sustainalytics
gather data, analyze data, and sell data via access to software interfaces. The common characteristics of the production processes are
as follows:

 · An initial build of data and research is needed, requiring sizable upfront investment.

 · Raw data is typically identified and extracted from similar sources, including public disclosures, regulatory
filings, and direct communication with issuers and companies. In some cases, these are the same reports/data sources.

 · Similar technology is used to partially or fully automate the extraction process (data scraping) and for
extensive validation. A regular cadence of updates to this data ensures timely insights are provided.

 · The data is always enriched with Morningstar intellectual property, resulting in proprietary statistics,
and additional research, interpretation, and insight is provided by Company analysts. The analysts involved in all three businesses have
similar skill sets.

 · Primary costs are headcount and facilities, and all three businesses benefit similarly from central functions.

 · There is significant overlap in data access. For example, Morningstar’s equity data and research
supports both PitchBook and Enterprise, and users have full access to this content through both products.

 c. The type or class of customer for their products and services

Enterprise, PitchBook, and Morningstar Sustainalytics
all support a large, overlapping network and ecosystem of business-to-business companies that provide services and solutions to financial
institutions and investors seeking information to empower investment decisions. Asset managers and advisors made up over two-thirds of
revenue for all three businesses