March 16, 2020

Wenjie Tang
Chief Executive Officer
AGM Group Holdings Inc.
c/o Creative Consultants (Hong Kong) Limited
Room 1502-3 15/F., Connaught Commercial Building, 185 Wanchai Road
Wanchai, Hong Kong

       Re: AGM Group Holdings Inc.
           Registration Statement on Form F-3
           Filed March 5, 2020
           File No. 333-236897

Dear Mr. Tang:

       We have limited our review of your registration statement to those
issues we have
addressed in our 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.

Registration Statement on Form F-3

General

1.     We note that your wholly-owned subsidiary entered into an equity
transfer agreement to
       acquire 100% of the equity of Yushu Kingo City Real Estate Development
Co., Ltd.
       ("Yushu Kingo") in exchange for 2,000,000 of your Class A ordinary
shares, valued at
       $15 per share, and up to $20,000,000 in cash. As this acquisition
appears to be both
       probable and in excess of 50% significance, please tell us what
consideration you have
       given to providing financial statements and pro forma financial
information for Yushu
       Kingo pursuant to Rule 3-05 and Article 11 of Regulation S-X. Please
provide the
       significance computations set forth in Rule 1-02(w) of Regulation S-X to
support your
       conclusions and refer to Item 5(b)(1) of Form F-3.
 Wenjie Tang
AGM Group Holdings Inc.
March 16, 2020
Page 2
2.     We note your disclosure that you may issue share purchase units that may
consist of the
       securities of third parties. Please advise us how you anticipate
conducting such offerings
       under the registration and disclosure requirements of the Securities
Act. For example,
       please advise us of the disclosure you will provide in the applicable
prospectus
       supplement or other offering materials, including, as necessary, any
required financial
       statement and non-financial statement disclosure about the issuer of
such securities. For
       guidance, please refer to the Morgan Stanley & Co., Inc. no action
letter (June 24, 1996)
       and Securities Act Sections Compliance and Disclosure Interpretation
203.03.
Signatures, page II-4

3.     While we note that your CEO and CFO have signed the registration
statement on behalf of
       the company, please ensure that both sign the registration statement in
their individual
       capacities.
        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.

        Refer to Rule 461 regarding requests for acceleration. Please allow
adequate time for us
to review any amendment prior to the requested effective date of the
registration statement.

      Please contact Mitchell Austin, Staff Attorney, at (202) 551-3574 or, in
his absence, Jan
Woo, Legal Branch Chief, at (202) 551-3453 with any questions.



                                                            Sincerely,
FirstName LastNameWenjie Tang
                                                            Division of
Corporation Finance
Comapany NameAGM Group Holdings Inc.
                                                            Office of
Technology
March 16, 2020 Page 2
cc:       William S. Rosenstadt, Esq.
FirstName LastName