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                              October 28, 2020

       Sean (Xiaocheng) Peng
       Chief Executive Officer
       Ucommune International Ltd
       88 Wu Wei Road, Building 12, 4th Floor
       Putuo District, Shanghai, 200383
       People   s Republic of China

                                                        Re: Ucommune
International Ltd
                                                            Amendment No. 2 to
Registration Statement on Form F-4
                                                            Filed October 15,
2020
                                                            File No. 333-248191

       Dear Mr. Peng:

             We have reviewed your amended 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 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.
Unless we note
       otherwise, our references to prior comments are to comments in our
October 8, 2020 letter.

       Amendment No. 2 to Registration Statement on Form F-4

       Exhibits

   1.                                                   We note your response
to our prior comment 2 and we reissue our comment. Please
                                                        remove the statement
that the assessment of valuation is "for informational purposes," as
                                                        that is not
substantially different than your prior "for reference only" language,
                                                        and investors are
entitled to rely on the disclosure in the prospectus. We also note that the
                                                        board specifically
relied on the valuation in approving the business combination and such
                                                        valuation is also
summarized in the Selected Public Comparable Company Analysis
                                                        and Selected Precedent
Transactions Analysis sections. Please include the valuation as
                                                        part of the prospectus.
Refer to Item 21(c) to Form F-4.
 Sean (Xiaocheng) Peng
Ucommune International Ltd
October 28, 2020
Page 2

       Please contact Cara Wirth at (202) 551-7127 or Erin Jaskot at (202)
551-3442 with any
questions.



                                                          Sincerely,
FirstName LastNameSean (Xiaocheng) Peng
                                                          Division of
Corporation Finance
Comapany NameUcommune International Ltd
                                                          Office of Trade &
Services
October 28, 2020 Page 2
cc:       Giovanni Caruso, Esq.
FirstName LastName