Mail Stop 4561
                                                           July 26, 2018


Wei Wei
Chief Executive Officer
Pintec Technology Holdings Limited
216, 2/F East Gate, Pacific Century Place
No. A2 Gongti North Road
Chaoyang District, Beijing
People's Republic of China

       Re:      Pintec Technology Holdings Limited
                Registration Statement on Form F-1
                Filed July 16, 2018
                File No. 333-226188

Dear Mr. Wei:

       We have reviewed your registration statement and have the following
comments. In
some of our comments, 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 comments apply 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 these comments, we may have additional comments. Unless
we note
otherwise, our references to prior comments are to comments in our June 27,
2018 letter.

General

1.     You state on the cover page that your three core founders, Mr. Wei Wei,
Mr. Jun Dong
       and Ms. Xiaomei Peng, will beneficially own all your issued Class B
ordinary shares
       immediately prior to the completion of this offering. However, footnotes
9 through 13 to
       the beneficial ownership table on pages 165 and 166 indicate that
certain preferred shares
       held by investors other than your core founders will be redesignated as
Class B ordinary
       shares immediately prior to the completion of the offering. Please
advise.
 Wei Wei
Pintec Technology Holdings Limited
July 26, 2018
Page 2

Management's Discussion and Analysis of Financial Condition and Results of
Operations

Critical Accounting Policies, Judgments and Estimates

Share-based compensation expenses, page 98

2.     We note your response to prior comment 1. Please explain to us, in
greater detail, your
       accounting for the options issued in connection with the Reorganization
and how this
       accounting complies with ASC 718-20-35-6. In this regard, your response
to prior
       comment 3 implies that you did not determine the fair value of the
underlying Pintec
       shares during this period. If this is the case, then it is unclear to us
how you could
       determine the fair value of the modified award without this information.
We refer you to
       ASC 718-20-35-3.

Description of Share Capital, page 169

3.     You state that each Class B ordinary share entitles the holder to
fifteen votes on all
       matters subject to vote at your general meetings, subject to "certain
conditions." Please
       disclose the material conditions, limitations or exceptions that apply
to the voting rights.

Notes to Unaudited Condensed Consolidated Financial Statements

Note 25. Subsequent events, page F-116

4.     Please revise to disclose the expected financial statement impact of the
May 2018 option
       grant, if material.

        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.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

        You may contact David Edgar, Staff Accountant, at (202) 551-3459 or
Christine Dietz,
Assistant Chief Accountant, at (202) 551-3408 if you have questions regarding
comments on the
financial statements and related matters. Please contact Bernard Nolan,
Attorney-Adviser, at
(202) 551-6515 or, in his absence, Jan Woo, Legal Branch Chief, at (202)
551-3453 with any
other questions. If you require further assistance, you may contact me at (202)
551-3735.
 Wei Wei
Pintec Technology Holdings Limited
July 26, 2018
Page 3

                                                  Sincerely,

                                                  /s/ Barbara C. Jacobs for

                                                  Jan Woo
                                                  Legal Branch Chief
                                                  Office of Information
                                                  Technologies and Services

cc:    Z. Julie Gao, Esq.
       Skadden, Arps, Slate, Meagher & Flom LLP