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                               November 19, 2021

       Bryan Bullett
       Chief Executive Officer
       Bit Digital, Inc.
       33 Irving Place
       New York, NY 10003

                                                        Re: Bit Digital, Inc.
                                                            Amendment No. 3 to
                                                            Registration
Statement on Form F-3
                                                            Filed November 8,
2021
                                                            File No. 333-258330

       Dear Mr. Bullett:

             We have reviewed your amended 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
November 3, 2021 letter.

       Amendment No. 3 to Registration Statement on Form F-3

       Prospectus Summary
       Digital Asset Transactions, page 7

   1.                                                   Refer to your response
to comment 8. On page 7, you disclose that "other than bitcoin,
                                                        stablecoins, WBTC
tokens and ETH, [you] have no plans to hold material amounts of any
                                                        other types of digital
assets in the future." Please disclose whether you have plans to hold
                                                        material amounts of
stablecoins, WBTC tokens and ETH, and, if so, disclose the business
                                                        reasons for holding
material amounts of such digital assets. In addition, please disclose the
                                                        specific stablecoins
you plan to hold as well as the other types of digital assets you plan to
                                                        hold in the future,
regardless of the amount of any such digital assets.
 Bryan Bullett
Bit Digital, Inc.
November 19, 2021
Page 2
2.    Please revise the last sentence in the second paragraph of this section
to add back "ETH"
      and "WBTC," or advise why you have removed these digital assets from the
list.
Risk Factors, page 13

3.    We note that you have removed a heading of a risk factor on page 40
relating to
      determining a status of a digital asset as a security. Please include the
removed
      subheading related to this risk. In addition, refer to your response to
comment 7. We note
      your disclosure that you exchange bitcoins for USDT or USDC. Please
disclose the risks
      associated with such digital assets, such as the risk of volatility of
the digital assets. In
      addition, please describe in more detail your internal processes for how
you determine
      whether the digital assets you hold or plan to hold are securities within
the meaning of the
      U.S. federal securities laws.
Uncertainties in the interpretation and enforcement of Chinese laws and
regulations, page 17

4.    We note that you have removed a part of this risk factor relating to the
PRC legal system
      and uncertainties in enforcement of laws, rules and regulations in China.
Please revise this
      risk factor to add back the removed disclosure.
       Please contact Tonya Aldave at 202-551-3601 or Sonia Bednarowski at
202-551-3666
with any questions.



                                                             Sincerely,
FirstName LastNameBryan Bullett
                                                             Division of
Corporation Finance
Comapany NameBit Digital, Inc.
                                                             Office of Finance
November 19, 2021 Page 2
cc:       Elliot H. Lutzker, Esq.
FirstName LastName