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                             November 5, 2021

       Kohei Takeuchi
       Chief Financial Officer
       Honda Motor Co., Ltd.
       No. 1-1, 2-chome, Minami-Aoyama
       Minato-ku, Tokyo 107-8556
       Japan

                                                        Re: Honda Motor Co.,
Ltd.
                                                            Form 20-F for the
Fiscal Year ended March 31, 2021
                                                            Response Dated
October 26, 2021
                                                            File No. 001-07628

       Dear Mr. Takeuchi:

              We have reviewed your October 26, 2021, response to our comment
letter 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. Unless we note otherwise, our references to prior comments are
to comments in our
       September 21, 2021, letter.

       Form 20-F for the Fiscal Year Ended March 31, 2021

       Item 4
       Information on the Company, page 8

   1.                                                   We note your response
to prior comment 2, and reissue our comment. You state that
                                                        historical amounts of
capital expenditures for climate-related projects have not been
                                                        material. Please expand
your discussion to tell us about your capital expenditures relating
                                                        to climate-related
projects and provide us with your materiality analysis. In addition,
                                                        please provide us with
your materiality analysis regarding future capital expenditures
                                                        relating to
climate-related projects in the development or planning stages.
 Kohei Takeuchi
FirstName LastNameKohei  Takeuchi
Honda Motor  Co., Ltd.
Comapany 5,
November  NameHonda
             2021      Motor Co., Ltd.
November
Page 2    5, 2021 Page 2
FirstName LastName
2.       Your response to prior comment 3 indicates that you have not
experienced any material
         weather-related damages or other impacts to your property or
operations. Please provide
         information in support of your conclusions, and in response to the
other elements of our
         prior comment. Describe the weather-related damages or other impacts
you have
         experienced and the effect on your business, financial condition, and
results of
         operations. Explain how you analyzed materiality and, to the extent
you quantified
         amounts related to the physical effects of climate change, please
provide us with your
         quantification analysis. In addition, tell us about any
weather-related impacts on the cost
         or availability of insurance.
3.       Your response to prior comment 4, which states that you are not
currently subject to any
         material climate change-related litigation, appears to be conclusory
without providing
         sufficient detail. Please provide additional support for your
conclusion, describing the
         litigation you considered and providing an analysis of materiality. In
addition, tell us how
         you considered providing disclosure specifically addressing the
possibility of climate
         change-related litigation and its potential impact.
4.       Your response to prior comment 5 advises that compliance costs
relating to climate
         change form one portion of your overall compliance and other costs,
and that you believe
         such costs are not individually material in the context of your
overall consolidated
         operating expenses. Please provide additional support regarding your
compliance costs
         relating to climate change, including quantification and your
materiality analysis. With
         respect to your statement that it is "not feasible to specify with a
reasonable amount of
         precision the amount of these costs," please describe how you are
analyzing these costs
         and what factors are contributing to imprecision.
5.       We note from your response to prior comment 6 that you may engage in
the purchase or
         sale of carbon credits or offsets from time to time, but do not
consider these transactions
         material to your business, financial condition, or results of
operations. To support this
         statement, please quantify the amounts relating to these transactions.
       Please contact Jennifer Angelini at 202-551-3047 or Sergio Chinos at
202-551-7844 with
any questions.



                                                               Sincerely,

                                                               Division of
Corporation Finance
                                                               Office of
Manufacturing
cc:      Rikako Suzuki