TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo July 14, 2022 Yanming Liu Chief Executive Officer Venus Acquisition Corporation 477 Madison Avenue, 6th Floor New York, NY 10022 Re: Venus Acquisition Corp Amendment No. 8 to Registration Statement on Form S-4 Filed July 1, 2022 File No. 333-257518 Dear Mr. Liu: We have reviewed your amended registration statement and have the following comment. In our comment, 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 comment applies 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 this comment, we may have additional comments. Our reference to a prior comment is to a comment in our June 29, 2022 letter. Amendment No. 8 to Form S-4 filed July 1, 2022 General 1. Disclosure added in response to prior comment 2 states that the legal and operational risks associated with VIYI s operations in the PRC apply to its operations in Hong Kong only to the extent applicable (emphasis added). Please revise to explain the underlined qualifier or remove it. Yanming Liu FirstName LastNameYanming Venus Acquisition CorporationLiu Comapany July NameVenus Acquisition Corporation 14, 2022 July 14, Page 2 2022 Page 2 FirstName LastName You may contact Amanda Kim, Senior Staff Accountant, at (202) 551-3241 or Stephen Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions regarding comments on the financial statements and related matters. Please contact Mitchell Austin, Staff Attorney, at (202) 551-3574 or Jan Woo, Legal Branch Chief, at (202) 551-3453 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc: Bill Huo, Esq.