CORRESP 1 filename1.htm

 

GD CULTURE GROUP LIMITED
22F - 810 Seventh Avenue,
New York, NY 10019

 

August 16, 2024

 

VIA EDGAR

 

Division of Corporation Finance

Office of Trade & Services

U.S. Securities Exchange Commission

100 F Street, NE

Washington, D.C., 20549

Attn: Ms. Jenna Hough

 

Re: GD Culture Group Limited
 

Registration Statement on Form S-3 (File No.  333-279141)

Request for Acceleration of Effectiveness

 

Dear Ms. Hough:

 

In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, GD Culture Group Limited hereby requests that the effectiveness of the above-referenced Registration Statement on Form S-3 be accelerated to and that the Registration Statement become effective at 4:30 p.m., Eastern Time, on August 20, 2024, or as soon thereafter as practicable.

 

  GD Culture Group Limited
     
  /s/ Xiao Jian Wang
  Name:  Xiao Jian Wang
  Title: Chief Executive Officer