February 28, 2019

Xing Jin
Chief Executive Officer
So-Young International Inc.
3/F, Wangjing SOHO-Tower 3A
Chaoyang District, Beijing, 100102
People's Republic of China

       Re: So-Young International Inc.
           Amendment No. 1 to Draft Registration Statement on Form F-1
           Submitted February 1, 2019

Dear Mr. Jin:

        We deferred our review of the draft registration statement on Form F-1
submitted on
December 26, 2018 at your request so that you may file an amendment with
updated interim
financial statements. We have reviewed your amended draft 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 providing the requested information and
either submitting
an amended draft registration statement or publicly filing your registration
statement on
EDGAR. 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 the information you provide in response to these comments
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Amendment No. 1 to Draft Registration Statement on Form F-1 Submitted February
1, 2019

Business Overview, page 1

1.     To balance the discussion of your audience reach, please disclose your
average monthly
       UV for the fourth quarter of 2018. Please also disclose the dollar value
of the transaction
       value you facilitated in the first nine months of 2018 and the measure
by which you
       determined you ranked top in terms of both brand awareness and customer
stickiness.
       Finally, please disclose the basis for your belief that you are a more
effective customer
       acquisition channel for medical aesthetic service providers compared to
other online
       channels.
 Xing Jin
FirstName International Inc.
So-Young LastNameXing Jin
Comapany NameSo-Young International Inc.
February 28, 2019
February 28, 2019 Page 2
Page 2
FirstName LastName
Prospectus Summary, page 1

2.       Please disclose that your directors, executive officers and principal
stockholders will
         continue to have substantial control over the company after the
offering. Disclose the
         percentage of the voting power to be held by affiliates following the
offering.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Overview, page 71

3.       We note your service providers sign agreements for your information
service and your
         reservation service. Please describe the nature and key terms of these
         arrangements/agreements with your service providers, such as the
duration of the
         arrangement, pricing, termination term and obligations.
Results of Operations, page 76

4.       It appears from your revenue recognition policy that you recognize
revenue from
         Information and Reservation fees based on various drivers. To the
extent these underlying
         operating drivers/factors are important in understanding your revenue
trends, please tell us
         your consideration of providing an enhanced quantitative and
qualitative discussion and
         analyses of how these drivers/factors impact your revenue, such as the
average number of
         daily content displayed, the number of paid clicks, number of articles
posted and number
         of paid reservations for each period presented. Refer to Item 5.A.1 of
Form 20-F.
Industry
Medical Aesthetic Service Industry in China, page 90

5.       You disclose that penetration rates in lower-tier cities are expected
to contribute more to
         the overall penetration rate in China. Please define your reference to
lower-tier cities.
Business
Overview, page 95

6.       Please disclose your average monthly views for the periods presented.
Our Competitive Strengths, page 97

7.       Please disclose how you define a daily consultation message and
disclose the average
         number of daily consultation messages for the year ended December 31,
2017.
Platform of Choice for Medical Aesthetic Service Providers, page 99

8.       Please disclose your retention rate in 2017 of medical service
providers.
 Xing Jin
FirstName International Inc.
So-Young LastNameXing Jin
Comapany NameSo-Young International Inc.
February 28, 2019
February 28, 2019 Page 3
Page 3
FirstName LastName
Our Online Platform, page 101

9.       Please disclose the number of average monthly UVs to the Soyoung.com
for all periods
         presented.
Business
Medical Service Providers, page 110

10.      You disclose that you had over 5,600 medical service providers on your
platform,
         consisting of approximately 4,000 medical aesthetic service providers,
and over 1,600
         other consumption healthcare service providers as of December 31,
2018. Please revise to
         disclose the total medical service providers and medical aesthetic
service providers' count
         for each period presented.
Principal Shareholders, page 146

11.      You state that your principal shareholders are those who beneficially
own more than 5%
         of your ordinary shares. Item 7.A.1 of Form 20-F requires information
for shareholders
         who are beneficial owners of 5% or more of each class of the voting
securities. Please
         revise.
Description of American Depositary Shares
Limitations on Obligations and Liability, page 168

12.      You state that the deposit agreement contains provisions that
irrevocably waive any right
         to a trial by jury in any lawsuit or proceedings against the
depositary or the company
         related to the company's shares, the ADSs or the deposit agreement.
Please disclose
         whether such waiver includes claims made under the federal securities
laws. If the
         provision applies to claims under the federal securities laws, provide
a risk factor
         regarding the impact of this provision of the deposit agreement on the
rights of ADS
         holders. In addition, address any questions as to enforceability.
Finally, please revise the
         disclosure to state that, by agreeing to the provision, investors will
not be deemed to have
         waived the company's or the depositary's compliance with the U.S.
federal securities laws
         and the rules and regulations promulgated thereunder. When a
depositary is selected,
         please ensure that the deposit agreement addresses these issues as
well.
Income taxes, page F-30

13.      Please disclose a description of tax years that remain subject to
examination by major tax
         jurisdictions that is required under ASC 740-10-50-15e.
Note 2. Summary of Significant Accounting Policies
Revenue Recognition, page F-67

14.      In the case of off-line arrangements, please disclose how you confirm
the amount of fees
 Xing Jin
FirstName International Inc.
So-Young LastNameXing Jin
Comapany NameSo-Young International Inc.
February 28, 2019
February 28, 2019 Page 4
Page 4
FirstName LastName
         earned for each period. Tell us the amount of revenue earned from
these types of
         arrangements.
15.      You disclose that you offer free tokens to service providers to
promote the information
         service. You also disclosed that you use moving average method to
calculate the value of
         token in a particular service provider account in order to determine
the sales consideration
         to be received when information services is provided. Please tell us
and disclose in more
         detail how you account for the incentive of free tokens when issued as
well as when they
         are redeemed. That is, explain why using the moving average method is
appropriate. Cite
         the accounting literature that supports your accounting. In addition,
revise to provide all of
         the disclosures as outlined in ASC 606-10-50-20.
16.      Revise your disclosures to describe the nature of the barter
transactions, if material, in
         greater detail. In addition, please confirm that the underlying
contract has commercial
         substance. We refer you to ASC 606-10-25-1(d).
17.      You disclose that you earn reservation service fees in the form of a
fixed fee per
         transaction or an agreed percentage of the value of service actually
provided by the
         service providers. Please describe what evidence you utilized in
estimating the fee
         amounts recognized for these services and indicate the timeliness of
this evidence.
         Explain how you confirm the amount of reservation service fees earned
for each period. In
         addition, tell us and disclose how you have considered ASC
606-10-32-28 and 40.
Notes to Consolidated Financial Statements
Ordinary Shares, page F-79

18.      You disclose your re-designation of various investors' ordinary shares
to various Series D
         and E Preferred shares during the nine month period ended September
30, 2018. You
         disclose that the accounting for the re-designations, in substance, is
the same as a
         repurchase and cancellation of ordinary shares and simultaneously an
issuance of the
         preferred shares. Since the issued preferred shares' fair value
appears to be higher than
         those of the ordinary shares repurchased, please explain to us the
business purpose and
         economics behind these re-designations.
General

19.      Please provide the date of the Frost & Sullivan Report. Please also
provide us with a copy
         of the report for our review. Clearly mark the specific language in
the report that supports
         the statements in your prospectus.
20.      Please disclose the source of the following assertions in your
prospectus.
           You are a market leader, technology innovator, most trusted platform
and the platform
            of choice for medical aesthetic service providers (page 5);
           You are the leading online platform for medical aesthetic services
(page 18); and
           So-Young is No.1 and most popular online destination for
discovering, evaluating and
 Xing Jin
So-Young International Inc.
February 28, 2019
Page 5
          reserving aesthetic services in China (page 71).
21.    Please supplementally provide us with copies of all written
communications, as defined in
       Rule 405 under the Securities Act, that you, or anyone authorized to do
so on your behalf,
       present to potential investors in reliance on Section 5(d) of the
Securities Act, whether or
       not they retain copies of the communications.
22.    Please supplementally provide us with copies of any graphical materials
or artwork you
       intend to use in your prospectus. Upon review of such materials, we may
have further
       comments. For guidance, refer to Question 101.02 of our Securities Act
Forms
       Compliance and Disclosure Interpretations.
       You may contact Becky Chow, Staff Accountant, at (202) 551-6524 or
Stephen
Krikorian at (202) 551-3488 if you have questions regarding comments on the
financial
statements and related matters. Please contact Jeff Kauten, Staff Attorney, at
(202) 551-3447 or
Barbara C. Jacobs, Assistant Director, at (202) 551-3735 with any other
questions.



                                                             Sincerely,

FirstName LastNameXing Jin                                   Division of
Corporation Finance
                                                             Office of
Information Technologies
Comapany NameSo-Young International Inc.
                                                             and Services
February 28, 2019 Page 5
cc:       Z. Julie Gao
FirstName LastName