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                 May 16, 2024

       Chao Xu
       Legal Director
       Xiao-I Corp
       5/F, Building 2, No 2570, Hechuan Road, Minhang District
       Shanghai, China 201101

                                                        Re: Xiao-I Corp
                                                            Registration
Statement on Form F-3
                                                            Filed May 10, 2024
                                                            File No. 333-279306

       Dear Chao Xu:

              This is to advise you that we have not reviewed and will not
review your registration
       statement.

               Please refer to Rules 460 and 461 regarding requests for
acceleration. We remind you
       that the company and its management are responsible for the accuracy and
adequacy of their
       disclosures, notwithstanding any review, comments, action or absence of
action by the staff.

              Please contact Uwem Bassey at 202-551-3433 or Matt Derby at
202-551-3334 with any
       questions.




                 Sincerely,


                 Division of Corporation Finance

                 Office of Technology
       cc:                                              Fred A. Summer