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KE Holdings Inc.

Oriental Electronic Technology Building

No. 2 Chuangye Road, Haidian District

Beijing 1000086

People’s Republic of China

August 14, 2023

VIA EDGAR

Mr. Andrew Mew

Mr. Kyle Wiley

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 Re: KE Holdings Inc. (the “Company”)

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

    Filed on April 27, 2023

    File No. 001-39436

Dear Mr. Mew and Mr. Wiley:

This letter sets forth the
Company’s responses to the comments contained in the letter dated July 31, 2023 from the staff (the “Staff”)
of the Securities and Exchange Commission (the “Commission”) regarding the Company’s annual report on Form 20-F
for the fiscal year ended December 31, 2022 filed with the Commission on April 27, 2023 (the “2022 Form 20-F”).
The Staff’s comments are repeated below in bold and are followed by the Company’s responses thereto. All capitalized terms
used but not defined in this letter shall have the meaning ascribed to such terms in the 2022 Form 20-F.

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).

Division of Corporation Finance

Securities and Exchange Commission

August 14, 2023

Page 2

In connection with the required submission
under paragraph (a) and the required disclosure under (b)(3) of Item 16I, the Company respectfully supplements that it relied
on the Schedules 13D, Schedules 13G and the amendments thereto filed by the Company’s major shareholders. The Company believes
such reliance is reasonable and sufficient, because such major shareholders are legally obligated to file beneficial ownership schedules
with the Commission. Based on the examination of the Company’s register of members, as well as the Schedules 13D, Schedules 13G
and the amendments thereto, other than (i) Propitious Global Holdings Limited, (ii) Baihui Partners L.P., and (iii) Tencent
Holdings Limited, no shareholder beneficially owned 5% or more of the Company’s total outstanding ordinary shares as of February 28,
2023. Based on the review of the public filings:

 · Propitious
                                            Global Holdings Limited held 885,301,280 Class A ordinary shares of the Company as of
                                            February 28, 2023, representing 23.8% of the Company’s outstanding shares (excluding
                                            the ordinary shares reserved for future issuances upon the exercise or vesting of awards
                                            granted under share incentive plans) and 17.3% of the total voting power among the Company’s
                                            shareholders as of February 28, 2023. Propitious Global Holdings Limited is a company
                                            incorporated under the laws of British Virgin Islands that is wholly owned by Z&Z Trust.
                                            Mrs. ZUO, the spouse of Mr. ZUO Hui (founder and permanent chairman emeritus of
                                            the Company), controls the dispositive power over the securities beneficially held by Z&Z
                                            Trust. Propitious Global Holdings Limited has executed and delivered an Irrevocable Proxy
                                            and Power of Attorney, as amended, pursuant to which Propitious Global Holdings Limited irrevocably
                                            authorized Baihui Partners L.P. to exercise the voting rights represented by all the Class A
                                            ordinary shares held by Propitious Global Holdings Limited. To the Company’s knowledge,
                                            Propitious Global Holdings Limited is not owned or controlled by a governmental entity;

 · Baihui
                                            Partners L.P. is a Cayman Island exempted limited partnership. The partners of the Baihui
                                            Partnership include Mr. PENG Yongdong and Mr. SHAN Yigang, each holding 50% of
                                            limited partnership interests. To the Company’s knowledge, Baihui Partners L.P. is
                                            not owned or controlled by a governmental entity; and

 · Tencent
                                            Holdings Limited is a company incorporated under the laws of Cayman Islands and listed on
                                            the Hong Kong Stock Exchange. As reported in a Schedule 13D/A filed by Tencent Holdings Limited
                                            with the SEC on May 16, 2022, Tencent Holdings Limited beneficially owned 410,842,111
                                            Class A ordinary shares of the Company through Morespark Limited, Parallel Stellar Investment
                                            Limited, Tencent Mobility Limited, Parallel Galaxy Investment Limited and Sunshine Peak Holding
                                            Limited, all of which were beneficially owned and controlled by Tencent Holdings Limited.
                                            The 410,842,111 Class A ordinary shares beneficially owned by entities affiliated with
                                            Tencent Holdings Limited represented 11.0% of the Company’s outstanding shares (excluding
                                            the ordinary shares reserved for future issuances upon the exercise or vesting of awards
                                            granted under share incentive plans) and 8.0% of the total voting power among the Company’s
                                            shareholders as of February 28, 2023, assuming Tencent Holdings Limited’s shareholding
                                            has not changed since May 11, 2022. To the Company’s knowledge and based on public
                                            filings, Tencent Holdings Limited is not owned or controlled by a governmental entity.

Division of Corporation Finance

Securities and Exchange Commission

August 14, 2023

Page 3

Based on the foregoing, the Company
believes that it is not owned or controlled by a governmental entity of mainland China and that the governmental entities in mainland
China do not have a controlling financial interest in the Company. In addition, as disclosed in the 2022 Form 20-F, the Company
(through its wholly-owned subsidiaries) is the ultimate primary beneficiary of the VIEs. The Company has the power to direct the activities
that most significantly affect the economic performance of the VIEs and receives the economic benefits from the VIEs that could be significant
to the VIEs. As disclosed in the 2022 Form 20-F, the shareholders of the VIEs are (i) natural persons, (ii) the Company’s
subsidiaries, or (iii) other entities associated with the Company, none of which are governmental entities. Therefore, the VIEs
or their subsidiaries are not owned or controlled by a governmental entity of mainland China, and the governmental entities in mainland
China do not have a controlling financial interest in the VIEs or their subsidiaries.

In connection with the required disclosure
under paragraph (b)(2) of Item 16I, the Company respectfully submits that, based on its register of members as of February 28,
2023, the record holders of its ordinary shares included: (i) The Bank of New York Mellon, (ii) HKSCC Nominees Limited, (iii) Propitious
Global Holdings Limited, (iv) entities affiliated with Tencent (as described in the third bullet under the first paragraph of the
Company’s response to this Question 1), (v) a trust established for the administration of the Company’s share incentive
plans, (vi) certain other institutional investors that beneficially own ordinary shares that in aggregate amount to approximately
0.7% of the Company’s total outstanding ordinary shares as of February 28, 2023, and (vii) certain other natural person
shareholders that beneficially own ordinary shares that in aggregate amount to approximately 10.3% of the Company’s total outstanding
ordinary shares as of February 28, 2023. The Bank of New York Mellon is the depositary of the Company’s ADSs and acts as the
attorney-in-fact for the ADS holders. It would present an undue hardship for the Company to identify each public market ADS holder due
to the large number of such holders. HKSCC Nominees Limited is the nominee holder for the Company’s Class A ordinary shares
registered in its Hong Kong share registrar and admitted into the Central Clearing and Settlement System (CCASS) for trading in Hong
Kong. Similarly, it would present an undue hardship for the Company to identify each public market holder that holds its Class A
ordinary shares through HKSCC Nominees Limited due to the large number of such holders. The Company could only rely on the Schedules
13D, Schedules 13G and the amendments thereto filed by the beneficial owners of 5% or more of the Company’s shares who hold shares
through The Bank of New York Mellon or HKSCC Nominees Limited. Based on such public filings, none of the holders who own 5% or more of
the Company’s shares is a governmental entity in the Cayman Islands. In terms of Propitious Global Holdings Limited, based on the
analysis set forth in the foregoing paragraphs, the Company believes that no governmental entities in the Cayman Islands own shares of
Propitious Global Holdings Limited. In terms of entities affiliated with Tencent, based on the analysis set forth in the foregoing paragraphs,
the Company believes that none of them is owned or controlled by a governmental entity of the Cayman Islands. All other institutional
shareholders of the Company were involved in the Company’s pre-IPO shares issuances. Based on the examination of publicly available
information, such as the institutional shareholders’ websites, to the best of the Company’s knowledge, no governmental entities
in the Cayman Islands own shares of any of the institutional shareholders. Therefore, to the best of the Company’s knowledge, no
governmental entities in the Cayman Islands owns any share of the Company.

Division of Corporation Finance

Securities and Exchange Commission

August 14, 2023

Page 4

The Company believes it is reasonable
and sufficient to rely on register of members and Schedules 13D, Schedules 13G and the amendments thereto and respectfully submits that
it did not rely upon any legal opinions or third party certifications such as affidavits as the basis of its submission.

 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.

With respect to the required disclosure
under paragraph (b)(2) of Item 16I, the Company respectfully submits that the jurisdictions in which the Company’s significant
consolidated foreign operating entities are incorporated include mainland China, the Cayman Islands, the British Virgin Islands, and
Hong Kong SAR. Except for the VIEs and their subsidiaries in mainland China, the Company holds 100% equity interests in its significant
consolidated operating entities. As disclosed in the 2022 Form 20-F, the shareholders of the VIEs are (i) natural persons,
(ii) the Company’s subsidiaries, or (iii) other entities associated with the Company, none of which are governmental
entities of mainland China. Therefore, to the best of the Company’s knowledge, no governmental entity in mainland China, the Cayman
Islands, the British Virgin Islands or Hong Kong SAR owns shares of the Company’s significant consolidated foreign operating entities.

Division of Corporation Finance

Securities and Exchange Commission

August 14, 2023

Page 5

With respect to the required disclosure
under paragraph (b)(3) of Item 16I, the Company respectfully submits that, based on the analysis in the previous paragraph, the
governmental entities in mainland China do not have a controlling financial interest in the Company’s consolidated foreign operating
entities.

With respect to the required disclosure
under paragraph (b)(4) of Item 16I, the Company respectfully submits that, to the best of the Company’s knowledge, none of
the members of the board of directors of the Company’s consolidated foreign operating entities is an official of the Chinese Communist
Party.

With respect to the required disclosure
under paragraph (b)(5) of Item 16I, the Company confirms that none of the articles of the consolidated foreign operating entities,
including the VIEs, incorporated wording from charter of the Chinese Communist Party.

 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