United States securities and exchange commission logo





                              November 21, 2022

       Kate Kelly
       Deputy General Counsel and Corporate Secretary
       Meta Platforms, Inc.
       1601 Willow Road
       Menlo Park, California 94025

                                                        Re: Meta Platforms,
Inc.
                                                            Form 10-Q for the
Quarterly Period Ended September 30, 2022
                                                            Filed October 26,
2022
                                                            File No. 001-35551

       Dear Kate Kelly:

              We have reviewed your filing 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. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-Q for the Quarterly Period Ended September 30, 2022

       Management's Discussion and Analysis of Financial Condition and Results
of Operations
       Executive Overview of Third Quarter Results
       Developments in Advertising, page 33

   1.                                                   We note your disclosure
on page 45 stating that the reduction in advertising demand was
                                                        "primarily driven by
reduced marketer spending as a result of a more challenging
                                                        macroeconomic
environment, as well as, to a lesser extent, the other factors discussed" in
                                                        this section. Please
explain the basis for your statement that a more challenging
                                                        macroeconomic
environment is the primary driving factor behind reduced demand for
                                                        your advertising
services. Disclose the basis for your belief that the other factors have had
                                                        a lesser impact and
explain why, if true, you cannot assess their impact on your ad
                                                        revenue. Please ensure
that responsive disclosure appears where relevant throughout your
                                                        filing. Additionally,
identify the steps you are taking to replace lost advertising revenue.
                                                        In this regard, we note
that in your earnings call for the third quarter of 2022, your
 Kate Kelly
Meta Platforms, Inc.
November 21, 2022
Page 2
      management discussed an AI discovery engine that is powering Reels and
integration with
      messaging, as well as click-to-messaging ads.
Investment Philosophy, page 34

2.    Please quantify how your investments in your Reality Labs segment are
allocated between
      long-term technological developments aimed at developing the "metaverse,"
such as
      neural interfaces, and short-term projects developing specific products
for sale and
      platforms, such as Meta Quest and Horizon Worlds.
        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.

       You may contact Lauren Pierce, Staff Attorney, at (202) 551-3887 or
Joshua Shainess,
Legal Branch Chief, at (202) 551-7951 with any questions.



                                                          Sincerely,
FirstName LastNameKate Kelly
                                                          Division of
Corporation Finance
Comapany NameMeta Platforms, Inc.
                                                          Office of Technology
November 21, 2022 Page 2
cc:       Michael Kaplan, Esq.
FirstName LastName