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                             February 27, 2024

       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
                                                            Response dated
February 20, 2024
                                                            File No. 001-35755

       Dear Xianlong Wu:

               We have reviewed your February 20, 2024 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 January 9, 2024
       letter.

       Annual Report on Form 20-F for Fiscal Year Ended June 30, 2023

       Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent
Inspections, page 108

   1.                                                   We note your response
to prior comment 1. Please explain the apparent discrepancy
                                                        between your original
supplemental submission that based upon your examination of
                                                        public filings made by
your shareholders "no shareholder beneficially owned 5% or more
                                                        of the Company   s
outstanding shares as of December 28, 2023" (underline added), and the
                                                        Schedule 13G filed by
S.H.N. Financial Investments Ltd. on December 15, 2023, as well
                                                        as the Schedule 13G,
and amendments thereto, filed by Matthew J. Ruck on November
                                                        10, 2023, November 22,
2023, and November 29, 2023, which all reported ownership of
                                                        more than 5% of your
ordinary shares.
   2.                                                   We note that your
response to prior comment 2 appears limited to your submission under
                                                        paragraph (a). Please
supplementally describe any additional materials that were reviewed
                                                        and tell us whether you
relied upon any legal opinions or third party certifications relied
                                                        upon in connection with
the required disclosures under paragraphs (b)(2) and (3).
 Xianlong Wu
Bit Brother Ltd
February 27, 2024
Page 2
3.    We note your response to prior comment 4 and your proposed amendment
language, and
      we re-issue the comment in part.

            Regarding your proposed disclosure for Item 16I(b)(2), we note that
you provide
          disclosure for Bit Brother Limited. Please also supplementally
clarify the
          jurisdictions in which your consolidated foreign operating entities,
including variable
          interest entities, are organized or incorporated and provide the
percentage of your
          shares or the shares of your consolidated operating entities owned by
governmental
          entities in each foreign jurisdiction in which you have consolidated
operating entities.
            Regarding your proposed disclosure for Item 16I(b)(4), please
revise to provide
          the required information for you and all of your consolidated foreign
operating
          entities, including variable interest entities, not just your
"subsidiaries."
4.    We note your revised submission and proposed disclosure pursuant to Item
16I(b)(3)
      addresses ownership or control by governmental entities in "mainland
China" or
      "China." Please further revise both your supplemental submission, and
your disclosure
      pursuant to Item 16I(b), to disclose the ownership or control by
governmental entities in
      Hong Kong as well as China.
       Please contact Charles Guidry at 202-551-3621 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
February 27, 2024 Page 2
cc:       Joan Wu
FirstName LastName