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United States securities and exchange commission logo





                              January 25, 2023

       Ming Yi
       Chief Financial Officer
       Future FinTech Group Inc.
       Americas Tower
       1177 Avenue of the Americas
       Suite 5100
       New York, NY 10036

                                                        Re: Future FinTech
Group Inc.
                                                            Form 10-K for the
Fiscal Year Ended December 31, 2021
                                                            Response dated
December 16, 2022
                                                            File No. 001-34502

       Dear Ming Yi:

              We have reviewed your December 16, 2022 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
       November 18, 2022 letter.

       Response Letter dated December 16, 2022

       Item 1. Business, page 2

   1.                                                   We note your response
to comment 4, as well as your revised reference to local
                                                        government; please
revise to refer to the PRC government where you discuss permissions
                                                        that might be required
to offer your securities to investors. Additionally, in each instance
                                                        where you discuss
"permission requirements" or "permissions," please revise to expand
                                                        your discussion to
permissions or approvals.
   2.                                                   We also note your
revised disclosure indicating that you are relying on the opinion of your
                                                        PRC counsel Fengdong
Law Firm with respect to your conclusions that you are not
 Ming Yi
Future FinTech Group Inc.
January 25, 2023
Page 2
         subject to the permission requirements from the China Securities
Regulatory Commission,
         Cyberspace Administration of China or any other entity that is
required to approve of the
         VIE   s operations. However, where you disclose that "[t]he VIE and
certain subsidiaries
         of the Company are incorporated and operating in mainland China and
they have received
         all required permissions from Chinese authorities to operate their
current business in
         China . . . ," we note that you do not appear to have relied upon an
opinion of counsel. If
         true, please revise to explain the basis for your conclusions that you
have received all such
         permissions or approvals from Chinese authorities to operate the
current business in
         China.
VIE Contractual Arrangements, page 4

3.       We note your response to comment 7. In connection therewith:

                We note your revised disclosure that CCM Network is deemed to
"have a controlling
              financial interest" and "be primary beneficiary of E-Commerce
Tianjin because it has
              both of the following characteristics: (1) the power to direct
activities at E-Commerce
              Tianjin that most significantly impact such entity   s economic
performance and (2) the
              right to receive benefits from, E-Commerce Tianjin that could
potentially be
              significant to such entity." Please revise to state that CCM
Network has a controlling
              financial interest in, receives the economic benefits from, is
the primary beneficiary
              of and has the power to direct the activities of the VIE to the
extent that it has
              satisfied the conditions for consolidation of the VIE under U.S.
GAAP.

             We note your disclosure revising references to "our VIE" to "the
VIE" (e.g., page 1),
           but your disclosure continues to use the term "our" in certain
instances, such as your
           references to "our consolidated VIE" (page 4), "our consolidated
variable interest
           entity" (pages iv, 2, 41, 42 and 48), and "Our VIE Contractual
Arrangements" (page
           41). Please revise.
FirstName LastNameMing Yi
Comapany   NameFuture
           Please    revise FinTech
                          to removeGroup  Inc.
                                     the reference implying that you have the
"ability to
           effectively
January 25, 2023 Page 2control our consolidated  variable interest entity" on
page 42.
FirstName LastName
 Ming Yi
FirstName  LastNameMing
Future FinTech Group Inc. Yi
Comapany
January 25,NameFuture
            2023       FinTech Group Inc.
January
Page 3 25, 2023 Page 3
FirstName LastName
       You may 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. Please
contact Brian Fetterolf at 202-551-6613 or Jennifer L  pez Molina at
202-551-3792 with any
other questions.



                                                        Sincerely,

                                                        Division of Corporation
Finance
                                                        Office of Trade &
Services
cc:      Jeffrey Li
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