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                           October 17, 2023

       Rui Chen
       Chief Executive Officer
       Bilibili Inc.
       Building 3, Guozheng Center
       No. 485 Zhengli Road, Yangpu District
       Shanghai, 200433
       People   s Republic of China

                                                        Re: Bilibili Inc.
                                                            Form 20-F for the
Fiscal Year Ended December 31, 2022
                                                            Filed April 27,
2023
                                                            File No. 001-38429

       Dear Rui Chen:

              We have reviewed your September 26, 2023 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 August 29,
       2023 letter.

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

       Item 3. Key Information, page 5

   1.                                                   Please supplement the
Company   s discussion of the    Officers and Directors    factor under
                                                        Tonopah (as set forth
in the Company   s response to comment 1) to describe the titles or
                                                        roles of the five
persons who are actively involved in managing the Company   s
                                                        investments.
   2.                                                   We note that the
Company   s discussion of the    Sources of Income    factor under Tonopah
                                                        states,    [m]ore than
99% of the Company   s and each Consolidated Operating Entities
                                                        total revenue for the
twelve-month period ended December 31, 2022 was derived from
                                                        their mobile games [and
certain other sales and services] and not from investment
 Rui Chen
FirstName
Bilibili Inc.LastNameRui Chen
Comapany
October   17,NameBilibili
              2023        Inc.
October
Page  2 17, 2023 Page 2
FirstName LastName
         securities.    In addition, the discussion states,    more than 99% of
the Company   s and each
         Consolidated Operating Entities    expenses for the twelve-month
period ended December
         31, 2022 were incurred [ . . . ] not in connection with investment
securities.

                Please supplement this response with figures as of September
30, 2023 or the most
              recently available fiscal quarter end.

                The Company   s discussion was not sufficiently detailed to
allow the staff to assess
              the Company   s position. Accordingly, please supplement this
response to specifically
              provide the aggregate dollar amount and percentage attributable
to each source of
              income (and expense) identified in the response (e.g., mobile
games, services offered
              through video and digital media platforms, provision of products
through the
              Company   s e-commerce platform, etc.). Please also discuss how
99% of the
              Company   s total revenue and 99% of the Company   s expenses was
not derived from,
              or incurred in connection with, investment securities when, as
noted in the
              Company   s discussion of the    Sources of Income    factor
under Tonopah, the
              Company   s investment securities represent approximately 29.48%
of the Company   s
              adjusted total assets as of June 30, 2023 when calculated in
accordance with Section
              3(a)(1)(C) of the Investment Company Act of 1940 (the    Act   )
and certain other
              Company Group (as defined in the Company   s response to comment
2) issuers have
              investment securities representing high percentages of adjusted
total assets.
3.       The Company   s response to comment one, under the heading    Nature
of Present Assets,
         refers to its response to comment 2. However, neither such response
appears to provide
         information about the nature of the Company   s present assets on a
consolidated basis.
         Accordingly, please describe the nature of the Company   s present
assets on a consolidated
         basis as of the most recent fiscal quarter end (September 30, 2023 (if
available)). Please
         also provide sufficient detail on the manner in which this calculation
is made, including a
         discussion of any substantive determinations and/or characterizations
of assets that are
         material to your calculation.
4.       The staff notes the Company   s discussion of the various categories
of assets of the
         Company and its subsidiaries in its response to comment 3. However,
because these
         responses are provided for multiple entities, they are often qualified
(   generally    or
            consist primarily   ). Moreover, the labels of the assets in the
response do not match the
         labels used in Appendix A. Please provide an updated response, as of
the most recent
         fiscal quarter end (September 30, 2023 (if available)), that
identifies each constituent part
         of the numerator(s) and denominator(s) for each entity, including a
discussion of any
         substantive determinations and/or characterizations of assets that are
material to your
         calculations with respect to such entity. For example, when referring
to an entity   s
         intercompany receivables or investments in majority-owned subsidiaries
that are not
         investment companies, please ensure that your response clearly
describes the nature of
         such assets, including their constituent parts, with respect to that
specific entity and the
         basis for the Company   s treatment of such assets.
 Rui Chen
FirstName
Bilibili Inc.LastNameRui Chen
Comapany
October   17,NameBilibili
              2023        Inc.
October
Page  3 17, 2023 Page 3
FirstName LastName
5.       In providing the information referenced above on an entity-by-entity
basis, please also be
         sure to address the questions below for the following asset categories
identified in its
         response to comment 3:

                Amounts due from Group companies.
               o We note that the Company   s response addresses certain
intercompany loans
                 represented by notes or loan agreements, or on which interest
is charged. Please
                 discuss whether the Company Group assets consist of
receivables due or owing
                 in connection with intercompany loans which are not
represented by notes or
                 loan agreements, or on which interest is not charged. Discuss
also whether, and
                 in which asset category, these assets are reflected, and how
the Company treats
                 these assets for purposes of Section 3(a)(1)(C) of the Act.

                 Time deposits.
                o Discuss whether any entity in the Company Group has deposits
with maturities
                  of less than 3 months and the Company   s proposed treatment
of these assets for
                  purposes of Section 3(a)(1)(C) of the Act.

                Restricted cash.
               o   Discuss the amount of restricted cash subject to restricted
withdrawal periods,
                   including whether any such cash is invested in securities,
certificates of
                   deposits, or any other assets. Please describe the legal
rationale for the
                   Company   s position that the restricted cash is not an
investment security and its
                   treatment for purposes of Section 3(a)(1)(C) of the Act.

6.       Please supplementally clarify how the wholly foreign-owned enterprise
(   WFOE   )
         identified in Appendix A treats each applicable variable interest
entity (   VIE   ) for
         purposes of Section 3(a)(1)(C) of the Act and explain the rationale
for this treatment.
         More specifically, please discuss whether the Company treats the WFOE
 s relationship
         with the VIE as comprising the applicable WFOE   s total assets for
purposes of Section
         3(a)(1)(C) and, if so, how the Company is calculating the    value
of such amounts for
         purposes of Section 2(a)(41) of the Act.
7.       Please discuss whether the entity identified as having investment
securities greater than
         40% of Adjusted Total Assets is registered or will be registered as an
investment company
         under the Act and explain the rationale for its registration status.
       Please contact Laura Veator at 202-551-3716 or Stephen Krikorian at
202-551-3488 if
you have questions regarding comments on the financial statements and related
matters.



                                                               Sincerely,

                                                               Division of
Corporation Finance
 Rui Chen
Bilibili Inc.
October 17, 2023
FirstName
Page 4         LastNameRui Chen
Comapany NameBilibili Inc.
                                  Office of Technology
October 17, 2023 Page 4
cc:       Haiping Li
FirstName LastName