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February 7, 2024
Charles Zhang
Chief Executive Officer
Sohu.com Ltd
Level 18, Sohu.com Media Plaza
Block 3, No. 2 Kexueyuan South Road, Haidian District
Beijing 100190
People’s Republic of China
Re:Sohu.com Ltd
Form 20-F for the Fiscal Year Ended December 31, 2022
Filed March 30, 2023
File No. 001-38511
Dear Charles Zhang:
            We have reviewed your January 11, 2024 response to our comment letter and have the
following comments.
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments. Unless
we note otherwise, any references to prior comments are to comments in our December 12,
2023 letter.
Form 20-F for the Fiscal Year Ended December 31, 2022
Risks Related to Our Ordinary Shares and ADSs, page 41
1.Please confirm supplementally whether the Company has received an opinion of counsel
regarding the Company’s reliance on the exclusion provided by Section 3(b)(1) of the
Investment Company Act of 1940 (the “1940 Act”) and, if so, whether such opinion is
qualified or unqualified.
2.We note the discussion of the Company’s treatment of certificates of deposit and other
time deposits in your comment response letters dated August 30, 2023 and January 11,
2024 (the “Response Letters”). Although the staff does not necessarily agree with the
commentary and legal analysis in the Response Letters regarding this issue, we appreciate

 FirstName LastNameCharles Zhang
 Comapany NameSohu.com Ltd
 February 7, 2024 Page 2
 FirstName LastName
Charles Zhang
Sohu.com Ltd
February 7, 2024
Page 2
that the Company is treating all such instruments as investment securities (and not cash
items) for purposes of its analysis. We note that when assessing its own status under the
1940 Act (as well as the status of its VIEs and non-VIE subsidiaries), the Company’s
treatment of such instruments is and will be governed by existing law and Commission
guidance.
3.Please expand the investment company status risk disclosure beginning on page 41 to
indicate that the Company intends to rely on the exclusion provided by Section 3(b)(1) of
the 1940 Act, summarizing the basis for such reliance.
            Please contact Laura Veator at 202-551-3716 or Stephen Krikorian at 202-551-3488 if
you have questions regarding comments on the financial statements and related matters.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Tim Bancroft