SecProbe.io

Mail Stop 4628

September 7 , 201 7

Via E-Mail
Daniel Yong Zhang
Chief Executive Officer
Alibaba Group Holding Limited
c/o Alibaba Group Services Limited
26/F Tower One, Times Square
One Matheson Street, Causeway Bay
Hong Kong

 Re: Alibaba Group Holding Limited
  Form 20-F for the Fiscal  Year Ended December 31, 2016
  Filed June 15 , 2017
File No. 1-36614

Dear Mr. Zhang :

We have limited our review of your filing to your contacts with countries that have been
identified as state sponsors of terrorism, and we have the following comments.  Our review with
respect to this issue does not preclude further review by the Assistant Director group with respect
to other issues.   In our comments , we ask you to provide us with information so we may better
understand your disclosure.

Please respond to these comments  within ten busine ss days by providing the requested
information or advis e us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.

After reviewing your response to these  comments, we may have  additional comments.

Risk Factors, page 8
We may suffer reputational harm and the price of o ur ADSs may decrease significantly due to
business dealings by, or connections of, merchants or consumers on our marketplaces with
sanctioned countries or persons, page 32

1. We note your disclosure about Syria, and note that you no longer identify Sudan in your
disclosure.  In your letters to us dated June 16, 2014 and July 11, 2014, you described
contacts with Syria and Sudan.  As you are aware, both Syria and Sudan are designated
by the U. S. Department of State as state sponsors of terrorism, and are subj ect to U.S.
economic sanctions and export controls.  Although Treasury’s Office of Foreign Assets

Daniel Yong Zhang
Alibaba Group Holding Limited
 September 7 , 2017
 Page 2

 Control has issued a general license suspending OFAC Sudan sanctions, under Executive
Order 13804, the review period for consideration of removal of those san ctions has been
extended until October 12, 2017.  In future filings, please consider the then -current status
of the revocation of Sudan sanctions and, if you then have contacts with Sudan, consider
identifying Sudan in your disclosure and including quantitative information about Sudan.

2. Please describe to us the nature and extent of your past, current, and anticipated contacts
with Syria and Sudan since your 2014 letters, whether through subsidiaries, affiliates,
customers or other direct or indirect  arrangements   In this regard, we note that
Alibaba.com includes listings by sellers in Syria, and provides listings for shipping
services to Sudan.  A recent news article reports that Alibaba representatives were part of
a trade delegation to Syria in Ju ne 2017.  You should describe any products, technology
or services you have provided to Syria and Sudan, directly or indirectly, and any
agreements, commercial arrangements, or other contacts with the governments of those
countries or entities they control .

3. Please discuss the materiality of any contacts with Syria and Sudan you describe in
response to the comment above, and whether those contacts constitute a material
investment risk for your security holders.  You should address materiality in quantitative
terms, including the approximate dollar amounts of any associated revenues, assets, and
liabilities for the last three fiscal years and the subsequent interim period.  Also, address
for us materiality in terms  of qualitative factors that a reasonable investor would deem
important in making an investment decision, including the potential impact of corporate
activities upon a company’s reputation and share value.

4. We are aware of recent news reports discussing your joint venture with Norinco
involving the BeiDou satellite navigation system .  They report  that China will develop
BeiDou at ground stations in Iran , and that units of a science and technology department
of Iran’s Presidential Office may be involved in  implementing  Bei Dou.  Please tell us
whether you have been involved and/or will be involved in the Iranian applications of
BeiDou.

We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, no twithstanding any review, comments, action or absence of
action by the staff.

You may contact Jennifer Hardy, Special Counsel, at (202) 551 -3767 or me at (202) 551 -
3470 if you have any questions about the comments or our review.

Sincerely,

 /s/ Cecilia Blye

Cecilia Blye, Chief
Office of Global Security Risk

Daniel Yong Zhang
Alibaba Group Holding Limited
 September 7 , 2017
 Page 3

cc:  Timothy A. Steinert
General Counsel and Secretary
Alibaba Group Holding Limited

Kevin Zhang
Legal Department
Alibaba Group Holding Limited

  Mara Ransom
  Assistant Director