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CORRESP
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CORRESP

 July 13, 2023

VIA EDGAR

 U.S. Securities and Exchange Commission

Division of Corporation Finance

 Office of Real Estate &
Construction

 100 F Street, N.E.

 Washington, D.C. 20549

Attention:
 Eric McPhee

Robert Telewicz

 Pearlyne
Paulemon

 Brigitte Lippmann

Re:
 Studio City International Holdings Limited

Form 20-F for the Fiscal Year Ended December 31, 2022

File No. 001-38699

Ladies and Gentlemen:

 This letter sets forth the responses of
Studio City International Holdings Limited (the “Company”) to the comments the Company received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission in your letter dated
June 15, 2023 with respect to the above-referenced Annual Report on Form 20-F (the “2022 20-F”).

The text of the Staff’s comments have been included in this letter for your convenience and we have numbered the paragraphs below to correspond to the
numbers in the Staff’s letter. For your convenience, we have also set forth our responses to each of the numbered comments immediately below each numbered comment. Unless directed otherwise, capitalized terms used herein have the meanings
assigned to them in the 2022 20-F.

 Item 3. Key Information, page 10

1.
 Staff’s Comment: At the outset of Item 3, please disclose prominently in this section that you are
not a Chinese operating company but a Cayman Islands holding company with operations conducted by your subsidiaries based in China (including Hong Kong and Macau).

Response: The Company acknowledges the Staff’s comment and respectfully advises the Staff that it intends to revise the outset of
“Item 3. Key Information — D. Risk Factors” in its Annual Report on Form 20-F for the year ended December 31, 2023 (the “2023
20-F”) as set forth in Annex A to this letter.

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2.
 Staff’s Comment: At the outset of Item 3, provide prominent disclosure in this section about the
legal and operational risks associated with being based in or having the majority of the company’s operations in China. Your disclosure should make clear whether these risks could result in a material change in your operations and/or the value
of your securities or could significantly limit or completely hinder your ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or be worthless. Your disclosure should address
how recent statements and regulatory actions by China’s government, such as those related to data security or antimonopoly concerns, have or may impact the company’s ability to conduct its business, accept foreign investments, or list on a
U.S. or other foreign exchange. Please disclose the location of your auditor’s headquarters and whether and how the Holding Foreign Companies Accountable Act, as amended by the Consolidated Appropriations Act, 2023, and related regulations will
affect your company.

 Response: The Company acknowledges the Staff’s comment and respectfully advises
the Staff that it intends to revise the outset of “Item 3. Key Information — D. Risk Factors” in its 2023 20-F as set forth in Annex A to this letter and by adding the below risk factor to its
2023 20-F.

 Claims or regulatory actions against us under China’s competition laws may
result in fines, constraints on our business and damage to our reputation.

 In recent years, the PRC government has
stepped up enforcement against concentration of undertakings, cartel activities, monopoly agreements, unfair pricing, abusive behaviors by companies with market dominance and other anti-competitive activities. In December 2020, the PRC central
government announced that strengthening anti-monopoly measures and preventing the disorderly expansion of capital has become one of its focuses, and that it intended to improve digital regulations and legal standards for the identification of
platform enterprise monopolies for the gathering, usage and management of data, and for the protection of consumer rights.

For example, the PRC government has enhanced its anti-monopoly and anti-unfair competition laws and regulations, such as the
enactment of the Online Trading Measures, which took effect on May 1, 2021, and the amended Anti-monopoly Law, which came into effect on August 1, 2022 and significantly increased the consequences of liability for violations, including for
failing to notify the State Administration for Market Regulation prior to implementing transactions if certain thresholds are met.

As of the date of this annual report, the PRC’s recent statements and regulatory actions related to anti-monopoly concerns
have not impacted our business, our ability to accept foreign investments or our ability to issue our securities to foreign investors. However, in the future, we may become subject to these or similar laws and regulations and compliance with such
laws and regulations, as well as administrative guidance and requirements by regulators from time to time, may require significant resources and efforts, including changing our business and pricing practices, restructuring our businesses and
adjusting our investment activities, which may materially and adversely affect our business, growth prospects, reputation and the trading prices of our ordinary shares and/or ADSs.

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3.
 Staff’s Comment: At the outset of Item 3, provide a description of how cash is transferred through
your organization. Quantify any cash flows and transfers of other assets by type that have occurred between the holding company and its subsidiaries, and direction of transfer. Quantify any dividends or distributions that a subsidiary have made to
the holding company and which entity made such transfer, and their tax consequences. Similarly quantify dividends or distributions made to U.S. investors, the source, and their tax consequences. Your disclosure should make clear if no transfers,
dividends, or distributions have been made to date. Describe any restrictions on foreign exchange and your ability to transfer cash between entities, across borders, and to U.S. investors. Describe any restrictions and limitations on your ability to
distribute earnings from the company, including your subsidiaries to the parent company and U.S. investors as well as the ability to settle amounts owed.

Response: The Company respectfully refers the Staff to “Item 3. Key Information — D. Risk Factors — Cash Flows Through Our
Organization” on page 12 of its 2022 20-F.

4.
 Staff’s Comment: At the outset of Item 3, disclose the risks that being based in or having the
majority of the company’s operations in China poses to investors. In particular, describe the significant regulatory, liquidity, and enforcement risks with cross-references to the more detailed discussion of these risks in the annual report.
For example, specifically discuss risks arising from the legal system in China, including risks and uncertainties regarding the enforcement of laws and that rules and regulations in China can change quickly with little advance notice; and the risk
that the Chinese government may intervene or influence your operations at any time, or may exert more control over offerings conducted overseas and/or foreign investment in China-based issuers, which could result in a material change in your
operations and/or the value of your securities. Acknowledge any risks that any actions by the Chinese government to exert more oversight and control over offerings that are conducted overseas and/or foreign investment in China-based issuers could
significantly limit or completely hinder your ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or be worthless.

Response: The Company respectfully refers the Staff to “Item 3. Key Information — D. Risk Factors” on page 11 of its 2022 20-F.

5.
 Staff’s Comment: At the outset of Item 3, disclose in this section each permission or approval that
you or your subsidiaries are required to obtain from Chinese authorities to operate your business and to offer securities to foreign investors. State whether you or your subsidiaries are covered by permissions requirements from the China Securities
Regulatory Commission (CSRC), Cyberspace Administration of China (CAC) or any other governmental agency that is required to approve your operations, and state affirmatively whether you have received all requisite permissions or approvals and whether
any permissions or approvals have been denied. Please also describe the consequences to you and your investors if you or your subsidiaries: (i) do not receive or maintain such permissions or approvals, (ii) inadvertently conclude that such
permissions or approvals are not required, or (iii) applicable laws, regulations, or interpretations change and you are required to obtain such permissions or approvals in the future.

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 Response: The
Company respectfully refers the Staff to “Item 3. Key Information — D. Risk Factors — Permissions, Approvals, Licenses, Certificates and Permits Required from the PRC, Hong Kong and Macau Authorities for Our Operations and for the
Offering of Our Securities to Foreign Investors” on pages 11 and 12 of its 2022 20-F.

 Item 16I.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 150

6.
 Staff’s Comment: We note your statement that you reviewed public filings and stockholder lists of
your Company, Melco Resorts and Melco International in connection with your required submission under paragraph (a). Please supplementally describe any additional materials that were reviewed and tell us whether you relied upon any legal opinions or
third party certifications such as affidavits as the basis for your submission. In your response, please provide a similarly detailed discussion of the materials reviewed and legal opinions or third party certifications relied upon in connection
with the required disclosures under paragraphs (b)(2) and (3).

 Response: The Company acknowledges the
Staff’s comment and respectfully advises the Staff that no additional materials were reviewed or relied upon apart from those discussed under Item 16I of the 2022 20-F.

The Company further acknowledges the Staff’s comment and respectfully advises the Staff that it intends to revise “Item 16I.
Disclosure Regarding Foreign Jurisdictions That Prevent Inspections” in its 2023 20-F as set forth in Annex B to this letter.

7.
 Staff’s Comment: We note that both Studio City Developments and Studio City Entertainment are
organized in Macau, as well as your use of defined terms beginning on page 1 distinguishing between mainland China and Macau. Please supplementally tell us the percentage of shares that are owned by governmental entities in Macau and any other
jurisdictions in which you have consolidated operating entities, pursuant to paragraph (b)(2) of Item 16I of Form 20-F.

Response: The Company acknowledges the Staff’s comment and respectfully advises the Staff that it intends to revise “Item 16I.
Disclosure Regarding Foreign Jurisdictions That Prevent Inspections” in its 2023 20-F as set forth in Annex B to this letter.

8.
 Staff’s Comment: In order to clarify the scope of your review, please supplementally describe the
steps you have taken to confirm that none of the members of your board or the boards, if any, of your consolidated foreign operating entities are officials of the Chinese Communist Party. For instance, please tell us how board members’ current
or prior memberships on, or affiliations with, committees of the Chinese Communist Party factored into your determination. In addition, please tell us whether you have relied upon third party certifications such as affidavits as the basis for your
disclosure.

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 Response: The
Company acknowledges the Staff’s comment and respectfully advises the Staff that the disclosures noted in “Item 16I. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections” were reviewed by each member of the
Company’s board. In addition, as part of the Company’s regular information gathering process in preparing its Form 20-F, the Company sends each member of its board a questionnaire which requests
information in relation to, among other things, their professional and educational background. Current and prior memberships on, or affiliations with, committees, including committees with representatives from the Chinese Communist Party, were
factored into the determination. Additionally, the Company did not rely upon third party certifications such as affidavits as the basis for its disclosure.

Notes to Consolidated Financial Statements

 13.
Capital Structure, page F-38

9.
 Staff’s Comment: We note that you issued 400M shares to existing shareholders and holders of your
ADSs at a price of $3.00 per ADS, a price which appears to be a significant discount from the traded price of your ADSs on the NYSE during that timeframe. Please tell us if you believe the price of $3.00 per ADS represented the fair value of the
shares at those dates and provide us with your analysis to determine the fair value.

 Response: The Company
acknowledges the Staff’s comment and respectfully advises the Staff that the Company believes the price of $3.00 per ADS represented the then fair market value of the shares. At the time of the offering, the Company’s business and
operations continued to be significantly impaired by the ongoing COVID-19 pandemic as a result of the restrictive travel and health-related measures implemented in Macau and China since early 2020 and the
uncertainty of when such restrictions would be eased. In addition, at that time, the Company was also developing Phase 2 of Studio City under the terms of a land concession which required the land to be fully developed by December 27, 2022.
While the Macau government may grant extensions if certain legal requirements were met, there was no assurance that the Macau government would grant any further extension of the development period or not exercise its rights to terminate the Studio
City land concession, in which case, among other things, the Company could lose all or substantially all of its investment in Studio City, including its interest in the land and building. To provide the Company with the needed liquidity given the
uncertainty of the Company’s outlook and the need to complete Phase 2 by December 27, 2022, the Company undertook the 2022 Private Placements and a notes offering. After considering, among other things, (i) the trading price of the
Company’s ADSs over the past several months, (ii) the likely cost of capital from other sources and (iii) the price at which the Company’s shareholders may be willing to participate in the 2022 Private Placements, the Board
approved the price of $3.00 per ADS.

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 We hope the
foregoing has been responsive to the Staff’s comments. If you have any questions related to this letter, please contact Tim Cruickshank, of Kirkland & Ellis LLP, special counsel to the Company, by telephone at (212) 446-4794 or by email at tim.cruickshank@kirkland.com.

Sincerely,

STUDIO CITY INTERNATIONAL HOLDINGS LIMITED

 /s/ Kevin Richard Benning

Name: Kevin Richard Benning

Title: Property General Manager

 Via E-mail:

cc:
 Tim Y. Sung

Studio City International Holdings Limited

Timothy Cruickshank, P.C.

Kirkland & Ellis LLP

 ANNEX A

Studio City International Holdings Limited is a company incorporated under the laws of the Cayman Islands. We are not a Chinese
operating company but a Cayman Islands holding company with operations conducted by our subsidiaries in Macau, Hong Kong and Singapore. We do not have any operations or maintain any office or personnel in mainland China. All of our
current operations, and administrative and corporate functions are conducted in Macau, Hong Kong and Singapore. We conduct our operations in Macau and we do not have any assets or operations in the PRC. Our principal executi