United States securities and exchange commission logo

                             September 28, 2022

       Kelly Steckelberg
       Chief Financial Officer
       Zoom Video Communications, Inc.
       55 Almaden Boulevard
       6th Floor
       San Jose, CA 95113

                                                        Re: Zoom Video
Communications, Inc.
                                                            Form 10-K for the
Fiscal Year Ended January 31, 2022
                                                            Filed March 7, 2022
                                                            Form 10-Q for the
Quarterly Period Ended July 31, 2022
                                                            Filed August 24,
                                                            File No. 001-38865

       Dear Ms. Steckelberg:

              We have limited our review of your filing to the financial
statements and related
       disclosures 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-K for the Fiscal Year Ended January 31, 2022

       Item 1A. Risk Factors
       Risks Related to Our Business and Our Industry
       Our security measures have been compromised in the past..., page 19

   1.                                                   We note that given the
nature of your business and operations, your products and services
                                                        are subject to
vulnerabilities and critical security defects. Please revise to disclose the
                                                        nature of the board of
directors' role in overseeing your cybersecurity risk management,
                                                        the manner in which the
board administers this oversight function and any effect this has
                                                        on the board   s
leadership structure.
 Kelly Steckelberg
FirstName LastNameKelly   Steckelberg
Zoom Video  Communications,  Inc.
Comapany 28,
September NameZoom
              2022    Video Communications, Inc.
Page 2    28, 2022 Page 2
FirstName LastName
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Overview, page 44

2.       We note that revenue growth rates were 55% and 326% for fiscal 2022
and 2021,
         respectively and 9.9% and 355% for the six months ended July 31, 2022
and 2021. We
         also note from your risk factor disclosures beginning on page 12 that
you expect revenue
         and user growth rates to slow or decline in future periods as the
impact of the pandemic
         continues to taper. Please clarify whether these declining growth
rates represent a
         material trend or uncertainty, and if so, revise your Overview
discussion to address any
         material challenges and risks associated with any such known trend or
uncertainty. See
         Item 303(b)(2)(ii) of Regulation S-K. Also, revise your discussion
regarding the Impact
         of the COVID-19 Pandemic to quantify, where possible, how the tapering
         of COVID-19 has impacted your current operations. Similar revisions
should be made to
         your Form 10-Q filings.
Key Factors Affecting Our Performance, page 45

3.       You state that the trailing 12-month net dollar expansion rate for
customers with more
         than 10 employees was 129% as of January 2022 and greater than 130% as
of January 31,
         2021 and 2020. Similarly, in your recent Form 10-Q you refer to a
trailing 12-month net
         dollar expansion rate for Enterprise customers of 120% as of July 31,
2022 and greater
         than 130% as of July 31, 2021. Please revise to include the actual net
dollar expansion
         rates for the prior comparable periods rather than referring to a rate
"greater than" a
         certain amount and explain the reason for any significant fluctuation
in actual rates from
         period-to-period. In your response, please provide us with actual
rates for each period
         provided, including the interim periods.
Non-GAAP Financial Measures
Free Cash Flow and Adjusted Free Cash Flow, page 47

4.       We note that your measure of adjusted free cash flow excludes
litigation settlement
         payments. Tell us how you considered Item 10(e)(ii)(A) of Regulation
S-K, which
         prohibits the exclusion of charges or liabilities that require, or may
require, cash
         settlement from a liquidity measure. Please explain or revise to
remove such adjustment.
Form 10-Q for the Quarterly Period Ended July 31, 2022

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Key Business Metrics, page 27

5.       We note that beginning in fiscal 2023, you no longer present metrics
for your customers
         with more than 10 employees and instead present the number of
customers and net dollar
         expansion rate for your Enterprise customers, which represented only
50% and 54% of
         total revenue for Q4 2022 and Q2 2023, respectively. Please revise to
disclose the
         percentage of revenue generated from your Enterprise customer for each
period presented
 Kelly Steckelberg
FirstName LastNameKelly   Steckelberg
Zoom Video  Communications,  Inc.
Comapany 28,
September NameZoom
              2022    Video Communications, Inc.
Page 3    28, 2022 Page 3
FirstName LastName
         to add context to these measures. Also, explain why you present
metrics for only a portion
         of your business and not also for your non-enterprise customers or
customers with less
         than 10 employees, which you appear to refer to as the online business
in your earnings
         call. In this regard, you state on page 38 that during the pandemic
your customer base
         shifted largely from businesses and enterprises to a mix of
businesses, enterprises and
         consumers, and such shift could result in higher non-renewal rates
than experienced in the
         past. Your disclosures also appear to imply that a further shift could
occur as the impact
         from the pandemic tapers. While you indicate that you expect
Enterprise customers will
         constitute an increasingly higher percentage of your revenue over
time, it is unclear how
         your current focus on Enterprise customer metrics alone depicts the
various shifts in your
         business and operations for the periods presented. Please explain. In
         response provide us with the customer count, net dollar expansion rate
and renewal rates
         separately for each of your enterprise, non-enterprise business and
consumer customers
         for each period presented, including the interim periods. Also, tell
us the percentage of
         monthly subscriptions and the related attrition rate included in the
ARR calculations for
         each class of customer. Refer to SEC Release No. 33-10751.
Results of Operations
Comparison of the Three Months Ended July 31, 2022 and 2021
Revenue, page 31

6.       You state that the 7.6% increase in revenue was predominantly due to
         services provided to new customers. Please tell us, and revise to
disclose, the dollar or
         percentage increase in revenue derived from new versus existing
customers and refrain
         from using qualitative terms such as "predominantly" in lieu of
providing specific
         quantitative disclosure. Also, tell us the amount of revenue from new
Enterprise versus
         new Online customers and your consideration to separately discuss the
impact of each on
         your period-over-period change in revenue. In this regard, we note
from your earnings
         call transcripts that Q2 2023 revenue from Enterprise customers grew
27% year-over-year
         while your Online business saw lower new subscriptions. Refer to Item
303(a)(2) of
         Regulation S-K.
       In closing, 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 David Edgar, Senior Staff Accountant, at (202) 551-3459
or Kathleen
Collins, Accounting Branch Chief, at (202) 551-3499 with any questions.


                                                              Division of
Corporation Finance
 Kelly Steckelberg
Zoom Video Communications, Inc.
September 28, 2022
Page 4         LastNameKelly Steckelberg
Comapany NameZoom Video Communications, Inc.
                                               Office of Technology
September 28, 2022 Page 4
cc:       Jon Avina
FirstName LastName