<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
United States securities and exchange commission logo





                               April 14, 2023

       Mingfei Liu
       Chief Operating Officer
       U-BX Technology Ltd.
       Zhongguan Science and Technology Park
       No. 1 Linkong Er Road, Shunyi District, Beijing
       People   s Republic of China

                                                        Re: U-BX Technology
Ltd.
                                                            Amendment No. 11 to
Registration Statement on Form F-1
                                                            Filed March 24,
2023
                                                            File No. 333-262412

       Dear Mingfei Liu:

             We have reviewed your amended registration statement 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 this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comments apply to your
facts and
       circumstances or do not believe an amendment is appropriate, please tell
us why in your
       response.

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Amendment No. 11 to Registration Statement on Form F-1

       General

   1.                                                   We note that the CSRC
recently published Trial Measures that impose certain filing
                                                        requirements for direct
and indirect overseas listings and offerings. Please disclose how,
                                                        if at all, the Trial
Measures apply to this transaction, whether you and relevant parties to
                                                        this transaction have
complied with your obligations under the Trial Measures, and the
                                                        risks to investors of
non-compliance.
   2.                                                   You state on your cover
page that the Holding Foreign Companies Accountable Act (the
                                                        "HFCAA"), as amended by
the Consolidated Appropriations Act, 2023, has reduced the
                                                        time period before a
trading prohibition may apply if the PCAOB determines that it
 Mingfei Liu
U-BX Technology Ltd.
April 14, 2023
Page 2
         cannot inspect your auditor to two years. However, elsewhere on your
cover page and
         registration statement, you disclose the consequences if the PCAOB "is
unable to inspect
         our auditors for three consecutive years beginning in 2021." Please
revise your
         registration statement, including your risk factors, to consistently
explain how the
         HFCAA, as amended, and related regulations will affect your company.
3.       On your cover page and elsewhere in your disclosure you state that
"[a]fter the dissolution
         of the VIE structure, U-BX now controls and receives the economic
benefits of U-
         BX Beijing and its subsidiaries    business operation, if any, through
equity ownership."
         However, your revisions do not refer to U-BX Suzhou. Please advise or
revise your
         disclosure as appropriate to reflect the recent changes to your
corporate structure.
Cover Page

4.       You state that "[a]s a holding company with no material operations of
our own, we
         conduct our operations in China through . . . Suzhou Youjiayoubao
Technology Co.,
         Limited, or U-BX Suzhou, and its subsidiaries." However, your
disclosure, including
         the organizational diagram on page 3 of your prospectus, does not
describe the
         subsidiaries of Suzhou Youjiayoubao Technology Co., Limited ("U-BX
Suzhou"), if any.
         Please advise and clarify your disclosure as appropriate.
Our Customers and Suppliers, page 9

5.     Your revised disclosure states that for the six months ended December
31, 2022 and
       December 31, 2021, one customer accounted for 20.8% and 11.4% of your
revenue,
       respectively, and that two customers accounted for 61.1% and 16.0% of
the total balance
       of accounts receivable as of December 31, 2022. Please revise to
disclose the material
       terms of your agreements with these customers, including, but not
limited to, the terms
       and termination provisions. Identify the customers and file any
agreement as an exhibit,
       or tell us why it is not required. Refer to Items 4.B.6. and 19 of Form
20-F. Additionally,
       please reconcile your disclosure that one customer accounted for 63.8%
of your total
FirstName LastNameMingfei Liu
       balance of accounts receivable as of December 31, 2022 on page 90 of
your prospectus
Comapany
       withNameU-BX       Technology
             your disclosure  on page 9Ltd.
                                         stating that one customer accounted
for 61.1% of this
       balance
April 14,       as of the
          2023 Page   2 same date.
FirstName LastName
 Mingfei Liu
FirstName   LastNameMingfei Liu
U-BX Technology    Ltd.
Comapany
April       NameU-BX Technology Ltd.
       14, 2023
April 314, 2023 Page 3
Page
FirstName LastName
       You may contact Morgan Youngwood, Senior Staff Accountant, at (202)
551-3479 or
Stephen Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have
questions regarding
comments on the financial statements and related matters. Please contact
Patrick Faller, Staff
Attorney, at (202) 551-4438 or Matthew Crispino, Staff Attorney, at (202)
551-3456 with any
other questions.



                                                          Sincerely,

                                                          Division of
Corporation Finance
                                                          Office of Technology
cc:      William S. Rosenstadt
</TEXT>
</DOCUMENT>
