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              Simpson Thacher & Bartlett llp

              425 lexington avenue

              new york, ny 10017-3954

              telephone: +1-212-455-2000

              facsimile: +1-212-455-2502

    VIA EDGAR

    November 28, 2022

          Re:

            KKR Infrastructure Conglomerate LLC

              Registration Statement on Form 10-12G

              Filed October 28, 2022

              File No. 000-56484

    Securities and Exchange Commission

    Division of Corporation Finance

    100 F Street, N.E.

    Washington, D.C.  20549

    Ladies and Gentlemen:

    On behalf of KKR Infrastructure Conglomerate LLC (the “Company”), we are concurrently filing with the Securities and Exchange Commission (the “Commission”) an amendment (“Amendment No. 2”) to the
      above-referenced registration statement on Form 10-12G (the “Registration Statement”) originally filed with the Commission on September 30, 2022.  The Company has revised the Registration Statement in response to the comment letter from the staff
      (“Staff”) of the Commission’s Division of Corporation Finance, dated November 23, 2022 (the “Comment Letter”), relating to the Registration Statement and to reflect certain other changes.

    In addition, we are providing the following responses to the Comment Letter. To assist your review, we have retyped the text of the Staff’s comments in italics below.  Page references in the text of
      this letter correspond to the pages of Amendment No. 2.  Unless otherwise defined below, terms defined in Amendment No. 2 and used below shall have the meanings given to them in Amendment No. 2.  The responses and information described below are
      based upon information provided to us by the Company.

            Securities and Exchange Commission
            -2-
            November 28, 2022

    Item 1. Business, page 1

          1.

            Please elaborate on the nature of the infrastructure assets you intend to hold through the Joint Ventures. We note that your defined term “Infrastructure Assets” includes entities through which infrastructure
              assets or businesses will be held.

    In response to the Staff’s comment, the Company has revised the first paragraph on page 1 as follows:

    “We are a holding company that seeks to own, acquire and control Infrastructure Assets with the objective of generating attractive risk-adjusted returns consisting of both current income and capital
      appreciation.  Our Infrastructure Assets will include existing companies, businesses, hard assets, properties and other assets, and may also include new companies, businesses and development projects.  See ‘—Acquisition

          Strategy.’”

    Our Administrator, page 9

          2.

            Please disclose the amount of the monthly fee or explain how it is calculated, and disclose the minimum annual fee payable to the Administrator.

    In response to the Staff’s comment, the Company has revised its disclosure on page 9 to indicate that it has not yet entered into an administration agreement. The Company intends to file an 8-K once
      it enters into an administration agreement, which will include disclosure relating to both the monthly fee and, if applicable, the minimum annual fee.

    Share Repurchases, page 14

          3.

            Please provide us with your analysis as to the applicability of the tender offer rules, including Rule 13e-4 and Regulation 14E, to your share repurchase program.

    The Company acknowledges that it is responsible for analyzing the applicability of the tender offer rules, including Rule 13e-4 and Regulation 14E under the Securities Exchange Act of 1934, as
      amended (the “Exchange Act”), to its share repurchase plan.  The Company believes that its share repurchase plan is not an “issuer tender offer” subject to the tender offer rules, including Rule 13e-4 and Regulation 14E, under the Exchange Act.  This
      conclusion is based on an analysis of the factors identified in Wellman v. Dickinson,1 and applied in subsequent cases by the
      SEC and its staff in determining what constitutes an “issuer tender offer” for purposes of the tender offer rules under the Exchange Act.

      1 Wellman v. Dickinson,  475 F. Supp. 783 (S.D.N.Y. 1979)

            Securities and Exchange Commission
            -3-
            November 28, 2022

    As discussed in more detail below, the Company believes that repurchases of shares pursuant to its share repurchase plan do not implicate the concerns that the tender offer rules were intended to
      address.  The purpose of the Company’s share repurchase plan is to provide shareholders with ongoing liquidity.  The terms of the share repurchase plan will be fully disclosed to potential investors in Class S Shares, Class D Shares, Class U Shares,
      Class I Shares, Class R Shares and Class F Shares prior to the purchase of the Company’s shares.  Shareholders will be notified of the most recent monthly transaction price and net asset value (“NAV”) per share for each class of shares through the
      Company’s website and toll-free information line, and/or through current or periodic reports filed by the Company.  Shareholders will be given sufficient time after the transaction price is made available to submit their repurchase request or, if
      they had previously submitted their repurchase request, to withdraw such request if desired.  The terms of the Company’s share repurchase plan, including full disclosure of the time in which to make decisions, withdrawal rights, and proration in the
      event a repurchase offer is oversubscribed, collectively reduce pressure on shareholders and mitigate the concerns that the tender offer rules were intended to address.  Because the share repurchase plan is not an “issuer tender offer” based on an
      analysis of the Wellman factors, the structural protections generally afforded to shareholders under the tender offer rules are unnecessary for the protection of investors.

    Analysis of the Wellman Factors

    An analysis of the Wellman factors demonstrates that the Company’s share repurchase plan should not be viewed as an “issuer tender offer” subject to the
      tender offer rules under the Exchange Act.  Set forth below is an application of these factors to the share repurchase plan.

    (i)          Active and widespread solicitation of public stockholders for the shares of an issuer.  The Company will
      not engage in an active and widespread solicitation for the repurchase of its shares.  The share repurchase plan will be described in the Company’s private placement memorandum (“PPM”), and any communications to shareholders identifying changes to
      the plan will be communicated through supplements to the PPM, current or periodic reports filed by the Company with the SEC, a press release and/or via the Company’s website.  The Company respectfully submits that this disclosure is required by the
      Exchange Act and is provided to make shareholders aware of the plan’s existence, rather than to solicit the repurchase of shares.  The Company will not make any other significant public communications about the share repurchase plan except as
      contained in or related to the PPM and its supplements, offering materials used in connection with the private placement of the Company’s shares, required communications in periodic and current reports filed under the Exchange Act, the dissemination
      of the monthly transaction price and NAV per share of each class of shares on the Company’s website and toll-free information line, and communications required by the plan itself.  Shareholders who desire to have all or a portion of their shares
      repurchased by the Company will do so of their own volition and not at the behest, invitation or encouragement of the Company.  The Company will not solicit or encourage shareholders to request repurchase of their shares.  The role of the Company in
      effectuating repurchases under the share repurchase plan will be ministerial and will merely facilitate the full or partial exit by shareholders from their investment in the Company.

            Securities and Exchange Commission
            -4-
            November 28, 2022

    (ii)          The offer to purchase is made at a premium over the prevailing market price.  No premium will be paid
      over the prevailing market price by the Company for any shares repurchased.  The offering price will be the monthly transaction price for each class of shares, plus applicable selling commissions and dealer manager fees, and the repurchase price will
      be the monthly transaction price for the class of shares being repurchased.  Further, there is no established regular trading market for the Company’s shares.  The share repurchase plan will be terminated in the event the Company’s shares are listed
      on a national securities exchange or included for quotation in a national securities market.  Because there is no established trading market and the offering price and repurchase price each month are equal (except that selling commissions and dealer
      manager fees are not included in the calculation of the repurchase price), this factor does not apply.

    (iii)          The solicitation is made for a substantial percentage of the issuer’s stock.  As noted above, the
      Company will not actively solicit repurchases under the share repurchase plan.  The share repurchase plan limits repurchases in any calendar month to 2%, and in any calendar quarter to 5%, of the Company’s aggregate NAV as of the last day of the
      previous calendar month or quarter, respectively.  The Company respectfully submits that the presence of such limitations means there is no reasonable likelihood that the share repurchase plan will have the effect of the Company repurchasing a
      “substantial percentage” of its shares in any month or quarter.  Under the share repurchase plan, the maximum amount of shares that may be repurchased over a 12-month period is approximately 20% of the Company’s NAV.

    As noted above, the Company’s share repurchase plan provides shareholders with a means of liquidity in respect of their investment in the Company.  Accordingly, the Company respectfully submits that
      its share repurchase plan does not exist for the same reasons that issuers typically conduct tender offers.  The Company intends to continuously raise capital through a continuous private offering and use the net proceeds to acquire, own and control
      Infrastructure Assets.  Repurchasing shares decreases funds available for such acquisitions and reduces the Company’s NAV, which creates a disincentive for the Company to repurchase shares.

    (iv)          The terms of the offer are firm, rather than negotiable. The terms of the Company’s
      share repurchase plan are firm with respect to the process by which shareholders may request repurchases.  While the repurchase price is not negotiable, it is not fixed at the same amount for the duration of the share repurchase plan, but rather it
      is determined each month, under normal circumstances based on the prior month’s NAV per share determined using an established methodology.  The Company believes, however, that this feature does not compel the finding of a tender offer because the
      firmness of the terms of the share repurchase plan will not increase pressure on shareholders to request repurchase of their shares, as repurchases will be made at NAV.  The pressure on shareholders that Rule 13e-4 attempts to eliminate is that which
      is caused by “a high premium with a threat that the offer will disappear within a certain time.”2  Where these factors exist, firmness of the terms of the offer may have
      the effect of exacerbating the coercive pressure on shareholders.  However, as previously discussed, the Company’s share repurchase plan will not offer shareholders a premium for their shares and the Company intends that the share repurchase plan
      will exist indefinitely (subject to the authority of the Company’s Board of Directors in its reasonable discretion to suspend the plan under specified circumstances or to make modifications to promote its proper and fair operation).

      2 See Brascan Ltd. v. Edper Equities, 477 F. Supp. 773, 792 (S.D.N.Y.
        1979).

            Securities and Exchange Commission
            -5-
            November 28, 2022

    Additionally, the Company believes that NAV-based pricing for its repurchase program should have the effect of mitigating pressure because shareholders will know that they can request to have their
      shares repurchased by the Company at the end of any month, under normal circumstances at the prior month’s NAV per share.  In a typical tender offer, the issuer conceivably has both an incentive and the ability to set the offer price at a level that
      will maximize the chances of obtaining the desired volume of tenders, while minimizing the overall premium paid.  Conversely, the Company, absent extenuating circumstances, will apply, each month, the same comprehensive set of valuation policies and
      procedures to ascertain the prior month’s NAV per share.  The Company will have discretion in the determination of the repurchase price only in cases where it believes there has been a material change to the NAV per share since the end of the prior
      month.  The Company expects such cases to be rare, and in such cases, will estimate the current NAV per share after giving effect to such material change.  As noted above, the Company does not have an incentive to maximize repurchases of shares, and
      therefore has no incentive to set the repurchase price at a level that will maximize the chances of obtaining a desired volume of tenders. Moreover, the monthly repurchase price under the share repurchase plan will be based upon criteria that are
      beyond the control of the Company.

    (v)          The offer is contingent on the tender of a fixed number of shares. The Company’s share repurchase plan
      is not contingent on a fixed number of shares being repurchased. Shareholders may choose to request the Company to repurchase none, all or a portion of their shares on a monthly basis.

    (vi)          The offer is open only for a limited period of time. The Company’s share repurchase plan is open for an
      indefinite period.  The risk of manipulation and pressure to sell typically associated with tender offers are not present in the share repurchase plan.  This feature of the share repurchase plan makes it most unlike a tender offer.  In addition, for
      each month, the window during which a repurchase request can be made will generally be at least 20 business days (from the last business day of the previous month to the second to last business day of the current month).  The transaction price will
      also be made available to investors via the Company website and current reports on Form 8-K at least ten business days prior to the last business day of the month.  Investors will also have the opportunity to withdraw their repurchase request prior
      to the last business day of the month.

    In addition, because shares will be repurchased on a pro rata basis in the event the monthly or quarterly volume limitations are reached or the Company
      determines to repurchase fewer shares than have been requested to be repurchased in any particular month, shareholders will be able to request repurchase for at least a portion of their shares regardless of the particular day during the month or
      quarter when the shareholder chooses to submit its repurchase request and therefore will not be pressured to request repurchases at the beginning of a month or quarter.

            Securities and Exchange Commission
            -6-
            November 28, 2022

    (v