TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo November 7, 2023 Xianlong Wu Chief Executive Officer Bit Brother Ltd 15/F, Block A, Kineer Business Centre 53 Binjiang Road, Yuelu District Changsha , Hunan Province, China 410023 Re: Bit Brother Ltd Form 20-F for the Year Ended June 30, 2023 File No. 001-35755 Dear Xianlong Wu: We have limited our review of your filing to the submission and/or disclosures as required by Item 16I of Form 20-F 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. After reviewing your response to these comments, we may have additional comments. Annual Report on Form 20-F for the Year Ended June 30, 2023 ITEM 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 108 1. We note that during your fiscal year ended June 30, 2023 you were identified by the Commission pursuant to Section 104(i)(2)(A) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7214(i)(2)(A)) as having retained, for the preparation of the audit report on your financial statements included in the Form 20-F, a registered public accounting firm that has a branch or office that is located in a foreign jurisdiction and that the Public Company Accounting Oversight Board had determined it is unable to inspect or investigate completely because of a position taken by an authority in the foreign jurisdiction. Please provide the documentation required by Item 16I(a) of Form 20-F or tell us why you are not required to do so. Additionally, please amend your Form 20-F to provide the disclosures required under Item 16I(b) of Form 20-F. Refer to the Staff Statement on the Holding Foreign Companies Accountable Act and the Consolidated Appropriations Act, 2023, available on our website at https://www.sec.gov/corpfin/announcement/statement- hfcaa-040623. Xianlong Wu Bit Brother Ltd November 7, 2023 Page 2 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. Please contact Austin Pattan at 202-551-6756 or Christopher Dunham at 202-551-3783 with any other questions. Sincerely, FirstName LastNameXianlong Wu Division of Corporation Finance Comapany NameBit Brother Ltd Disclosure Review Program November 7, 2023 Page 2 cc: Joan Wu FirstName LastName