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                              January 26, 2024

       Tony Tianyu Hou
       Chief Financial Officer
       Sea Limited
       1 Fusionopolis Place, #17-10
       Galaxis Singapore 138522

                                                        Re: Sea Limited
                                                            Form 20-F for
Fiscal Year Ended December 31, 2022
                                                            Filed April 6, 2023
                                                            File No. 001-38237

       Dear Tony Tianyu Hou:

              We have reviewed your January 12, 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 11, 2023
       letter.

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

       Item 5. Operating and Financial Review and Prospects
       A. Operating Results
       Results of Operations
       Year Ended December 31, 2022 Compared to Year Ended December 31, 2021,
page 97

   1.                                                   Your response to prior
comment 1 cites the presentation of certain metrics outside of this
                                                        section. It appears
some of these metrics are presented only for periods within fiscal 2022.
                                                        To the extent these
metrics are used as part of your comparative discussion and analysis of
                                                        results of operations,
please present these metrics for each period discussed. Further, you
                                                        have represented that
in future filings you will either repeat or cross-reference certain
                                                        metrics cited in your
response. Please include any metrics cited as part of your discussion
                                                        as opposed to
cross-referencing here or in other portions of this section referred to in your
                                                        responses for the
reader's convenience. Note the introductory paragraph of Item 5 of Form
 Tony Tianyu Hou
FirstName
Sea LimitedLastNameTony Tianyu Hou
Comapany
January 26,NameSea
            2024   Limited
January
Page 2 26, 2024 Page 2
FirstName LastName
         20-F states the "discussion must include other statistical data that
the company believes
         will enhance a reader's understanding ..."
2.       Refer to your response to prior comment 3. Please disclose the impact
digital financial
         services had on gross profit and gross margin, as digital financial
services appears to be a
         material component of your "e-commerce and other services" category.
Additionally,
         information in your response regarding margins of the respective
revenue sources noted
         appears to be useful information for investors to better understand
your operations; please
         consider disclosing this.
B. Liquidity and Capital Resources
Cash Flows and Working Capital
Operating Activities, page 102

3.       Refer to your response to prior comment 5. You refer to announcements
in earnings calls
         during fiscal 2022 regarding overall cost saving initiatives and G&A
and R&D
         expense patterns occurring in fiscal 2022. However, it does not appear
that such
         discussion is included in the analysis of the change in operating cash
flows for fiscal 2022
         in the Form 20-F. This information appears to describe circumstances
directly
         impacting operating cash that is useful to investors that should be
disclosed. Your
         response also mentions the decrease in accrued expenses and other
payables negatively
         impacted operating cash flows yet you state the reason for the
decreased accruals was due
         to cost saving initiatives the suggests increased operating cash flow.
We remind you that
         citing changes in working capital items, among other items, reported
in the statement of
         cash flows may not provide a sufficient basis to understand why the
amount of reported
         operating cash changed between periods. In this regard, refer to
section III.D of Release
         No. 33-6835, section IV.B.1 of Release No.33-8350 and Release No.
33-10890 for
         guidance.
E. Critical Accounting Estimates, page 107

4.       Refer to your response to prior comment 7. In your response you refer
to disclosure
         contained in the notes to the financial statements that is applicable
to your disclosure
         here. Please note your disclosure here should supplement, not
duplicate, the description of
         accounting policies in the notes to the financial statements pursuant
to the first paragraph
         of Item 5.E of Form 20-F. Please revise your disclosure here to
include insight into the
         quality, sensitivity and variability regarding the material factors,
assumptions, judgments
         and uncertainties that have materially affected or may materially
affect amounts reported
         for the critical estimate items disclosed.
 Tony Tianyu Hou
Sea Limited
January 26, 2024
Page 3


Notes to the Consolidated Financial Statements
Note 2. Summary of Significant Accounting Policies
(o) Revenue recognition
(i) Digital entertainment revenue, page F-36

5.       Refer to your response to prior comment 9. Once funds for escrow
payables and advances
         from customers are transferred to deferred revenue, please explain to
us and disclose the
         basis of how amounts are reclassified from deferred revenue to
revenue. Refer to ASC
         606-10-50-9 and 10.
(iii) Digital financial services, page F-38

6.       Refer to prior comment 8. Regarding loans granted to consumer
customers, please
         consider disclosing in an appropriate place in your filing their
nature, purpose and terms,
         including length, repayment and interest rates. We did not notice
disclosure in this regard
         in your filing. As loans receivables with consumer customers is one of
your
         largest assets, providing further information about it appears to be
useful information to
         investors to better understand your business.
Note 21. Segment Reporting, page F-72, page F-72

7.       Refer to your response to prior comment 14. Please revise your
disclosure to specifically
         state you do not allocate assets to reporting segments. Refer to ASC
280-10-50-26.
       Please contact Amy Geddes at 202-551-3304 or Doug Jones at 202-551-3309
if you have
questions regarding comments on the financial statements and related matters.



FirstName LastNameTony Tianyu Hou                              Sincerely,
Comapany NameSea Limited
                                                               Division of
Corporation Finance
January 26, 2024 Page 3                                        Office of Trade
& Services
FirstName LastName