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July 31, 2023
PENG Yongdong
Chief Executive Officer
KE Holdings Inc.
Oriental Electronic Technology Building
No. 2 Chuangye Road, Haidian District
Beijing 100086
People’s Republic of China
Re:KE Holdings Inc.
Form 20-F for the Fiscal Year Ended December 31, 2022
File No. 001-39436
Dear PENG Yongdong:
            We have limited our review of your filing to the submission and/or disclosures as
required by Item 16I of Form 20-F and have the following comments. In some of our comments,
we may ask you to provide us with information so we may better understand your disclosure.
            Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.
            After reviewing your response to these comments, we may have additional comments.
Form 20-F for the Fiscal Year Ended December 31, 2022
Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 191
1.We note your statement that you reviewed your register of members and public filings
made by your shareholders 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).

 FirstName LastNamePENG Yongdong
 Comapany NameKE Holdings Inc.
 July 31, 2023 Page 2
 FirstName LastName
PENG Yongdong
KE Holdings Inc.
July 31, 2023
Page 2
2.We note that your disclosures pursuant to paragraph (b) are limited to yourself and the
“VIEs in China”, but excluding other non-VIE subsidiaries in PRC, Cayman Island,
British Virgin Island and Hong Kong according to exhibit 8.1. Please note that Item 16I(b)
requires that you provide disclosures for yourself and your consolidated foreign operating
entities, including variable interest entities or similar structures. With respect to (b)(2),
please supplementally clarify the jurisdictions in which your consolidated foreign
operating entities are organized or incorporated and confirm, if true, that you have
disclosed the percentage of your shares or the shares of your consolidated operating
entities owned by governmental entities in each foreign jurisdiction in which you have
consolidated operating entities. Alternatively, please provide this information in your
supplemental response. Please also make corresponding representations, if true, with
respect to (b)(3), (4) and (5), or provide this information in your supplemental response.
3.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 the board of you or your consolidated
foreign operating entities are officials of the Chinese Communist Party. For instance,
please tell us how the 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.
4.With respect to your disclosure pursuant to Item 16I(b)(5), we note that you have included
language that such disclosure is “to our knowledge”. Please supplementally confirm
without qualification, if true, that your or your consolidated foreign operating entities’
articles do not contain wording from any charter of the Chinese Communist Party.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Please contact Kyle Wiley at (202) 344-5791 or Andrew Mew at (202) 551-3377 with
any other questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program
cc:       Yuting Wu