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                    April 29, 2022

       Larry Xianghong Wu
       Majority Owner of General Partner
       UC Asset LP
       2299 Perimeter Park Drive, Suite 120
       Atlanta, Georgia 30341

                                                        Re: UC Asset LP
                                                            Amendment No. 5 to
Registration Statement on Form 10-12G
                                                            Response Dated
October 29, 2021
                                                            Form 10-K for
Fiscal Year Ended December 31, 2020
                                                            Form 10-Q for
Fiscal Quarter Ended March 31, 2021
                                                            File No. 000-56203

       Dear Mr. Wu:

              We issued comments to you on the above captioned filing on March
24, 2022.
       Additionally, we discussed our comments with you on April 8, 2022. In
that call, we advised
       you that have a continuing responsibility to correct any periodic
reports that were due at the time
       your Form 15 was filed on March 28, 2022. As of the date of this letter,
these comments remain
       outstanding and unresolved. We expect you to provide a complete,
substantive response to these
       comments, including your plan to correct prior periodic reports, by May
13, 2022.

               If you do not respond, we will, consistent with our obligations
under the federal securities
       laws, decide how we will seek to resolve material outstanding comments
and complete our
       review of your filing and your disclosure. Among other things, we may
decide to release
       publicly, through the agency's EDGAR system, all correspondence,
including this letter, relating
       to the review of your filings, consistent with the staff's decision to
publicly release comment and
       response letters relating to disclosure filings it has reviewed.
 Larry Xianghong Wu
UC Asset LP
April 29, 2022
Page 2

        You may contact William Demarest at 202-551-3432 or Robert Telewicz at
202-551-
3438 if you have questions regarding comments on the financial statements and
related matters.
Please contact Ronald (Ron) E. Alper at 202-551-3329 or Pam Howell at
202-551-3357 with any
other questions



                                                          Sincerely,
FirstName LastNameLarry Xianghong Wu
                                                          Division of
Corporation Finance
Comapany NameUC Asset LP
                                                          Office of Real Estate
& Construction
April 29, 2022 Page 2
cc:       Richard W. Jones
FirstName LastName