United States securities and exchange commission logo





                             December 6, 2023

       Siaw Tung Yeng
       Chief Executive Officer
       Mobile-health Network Solutions
       2 Venture Drive, #07-06/07 Vision Exchange
       Singapore 608526

                                                        Re: Mobile-health
Network Solutions
                                                            Amendment No. 4 to
Draft Registration Statement on Form F-1
                                                            Submitted November
27, 2023
                                                            File No. 377-06781

       Dear Siaw Tung Yeng:

            We have reviewed your amended draft registration statement and have
the following
       comments.

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your
response.

               After reviewing the information you provide in response to this
letter and your amended
       draft registration statement or filed registration statement, we may
have additional comments.

       Form DRS/A filed November 27, 2023

       Business
       Seek merger and acquisition opportunities and partnerships to add scale
and diversify our
       business through new capabilities and services, page 77

   1.                                                   Please expand the
disclosure to state whether there are any agreements in place for
                                                        acquisitions at the
current time.
       Financial Statements
       Note 15. Subsequent Events, page F-26

   2.                                                   We note your revised
disclosure in MD&A regarding your accounting policy for stock
                                                        compensation beginning
on page 57. We continue to believe that your accounting policy
                                                        for determining the
fair value of the Class A Ordinary Shares on the grant date, the
                                                        aggregate fair value of
the options on the grant date, and the accounting treatment to be
 Siaw Tung Yeng
Mobile-health Network Solutions
December 6, 2023
Page 2
      afforded to the vesting of the options upon the IPO should be disclosed
in the financial
      statements as a material subsequent event due to the material amount of
compensation
      expense to be recognized when the options granted on August 1, 2023 for
3,738 Class A
      Ordinary Shares with an exercise price of $1 per share vest immediately
upon the
      effectiveness of the IPO. Please revise to include the expanded
disclosure.
       Please contact Claire DeLabar at 202-551-3349 or Robert Littlepage at
202-551-3361 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Austin Pattan at 202-551-6756 or Larry Spirgel at 202-551-3815 with any
other
questions.



                                                           Sincerely,
FirstName LastNameSiaw Tung Yeng
                                                           Division of
Corporation Finance
Comapany NameMobile-health Network Solutions
                                                           Office of Technology
December 6, 2023 Page 2
cc:       Meng Ding
FirstName LastName