SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 -4631

              DIVISION OF
         CORPORATION FINANCE

 July 13 , 2015

Via E-Mail
Mr. Anyuan Sun
Chairman and Chief Executive Officer
Hebron Technology Co., Ltd.
No. 587 15th Road, 3rd Av., Binhai Ind. Park
Economic & Technology Development Zone
Wenzhou, China

Re: Hebron Technology Co., Ltd.
Draft  Pre-effective Amendment 1 to Registration Statement on Form F-1
Submitted  June 23 , 201 5
CIK 1603993

Dear M r. Sun:

We reviewed the filing and have the following comments.

Use of Proceeds, page 27

1. We note your response to comment 21 of our letter dated April 24, 2014.  Please expand your
disclosures to clarify how you will use the net proceeds of this offering to expand installation
services and establish online store of products and services.  Pl ease also refer to the
disclosures specified in Item 3C to the Form 20 -F, including if proceeds are being used
directly or indirectly to acquire assets.

Corporate Information, page 45

2. Throughout this section, please clarify the nature of your services an d markets for your
services and products.  On page 45, you identify medicine, biology, food and beverage as the
areas in which you provide services and products.  We assume that “medicine” refers to the
pharmaceuticals that you discuss elsewhere, but pleas e clarify.  Please also elaborate on how
your products and services are used in these areas, and whether your products or services are
specially designed to service these areas, or if these are simply the business that your
customers happen to be in.

Mr. Anyuan Sun
Hebron Technology Co., Ltd.
July 13,  2015
Page 2

 3. We a lso note disclosure on page 48 that you provide services to pharmaceutical companies as
well as companies in the semi -conductor and electronic industries.  If material, please include
these in your discussion of the markets for your products and services.

4. On page 48 and elsewhere in the “Corporate Information” section and MD&A, you refer to
the “pharmaceutical engineering sector” or “pharmaceutical engineering construction.”
Please explain the meaning of these terms and how your products and services are used.

New Products and Services, page 46

5. We note several references throughout your prospectus to “intelligent” process control valves
that you have developed.  Please explain what this means and how these valves are used.

Methods of Competition, page 5 1

6. We understand that the bulk of your revenues are derived from installation services rather
than sales of fluid equipment.  Please revise this section to discuss competition in the market
for your installation services.  Currently this discussion seems t o focus on product sales.

Employment Agreements, page 70

7. As requested in comment 47 of our letter dated April 24, 2014, please tell us why Mr.
Anyuan Sun’s employment agreement is with Wenzhou Xibolun Fluid Equipment Ltd.,
which we understand is a wholly -owned subsidiary of Hebron rather than with Hebron.  If
there is no agreement pursuant to which Mr. Anyuan Sun serves as Chief Executive Officer
of Hebron, please clarify this.

Principal Shareholders, page 72

8. Refer to footnote (4) to the beneficia l ownership table.  Tell us whether Mr. Chengchun
Wang is associated with you in any capacity other than as beneficial owner of the shares of
common stock that he holds through Able State International Industrial Co., Ltd.

9. We also note that a reference to  footnote (4) appears opposite Mr. Steven Fu’s name.  Please
clarify his relationship to Able State International, or otherwise clarify this footnote
reference.

Mr. Anyuan Sun
Hebron Technology Co., Ltd.
July 13,  2015
Page 3

 Material Tax Consequences Applicable to U.S. Holders of Our Common Shares, page 84

10. Notwithsta nding the representation made in response to comment 54 in our April 24, 2014
letter that you revised the prospectus to disclose the name of counsel rendering the opinion
and to state that the discussion constitutes an opinion of counsel, we are unable to locate
those revisions.  Please revise.

Financial Statements

General

11. We note your response to comment 66 of our letter dated April 24, 2014.  Please tell us what
consideration was given whether the April 2015 transactions in which you issued shares for
par value were nominal issuances pursuant to SAB Topic 4:D.  We also not e that Mr. Zhang
transferred approximately eight million shares at par value to various transferees as disclosed
on page Part II -1.  Please tell us who each of these parties is and what consideration was
given whether compensation expense needs to be recor ded related to these transfers.  Refer to
SAB Topic 5:T.

12. We note your response to comment 67 of our letter dated April 24, 2014.  Your disclosures
indicate that Mr. Anyuan Sun, your Chairman of the Board and C hief Executive Officer, is
the ultimate contro lling shareholder.  Please expand your disclosures of how you have
determined him to be the ultimate controlling shareholder based on the ownership
percentages that you have provided in your response to comment 66.  The reorganization
amongst Xibolun Equip ment, Xibolun Automation, HK Xibolun, and Hebron Technology
appears to have occurred in February 2013.  As of the date of the reorganization, please tell
us the names of the specific owners and corresponding ownership percentages for each of
these entities .  Please tell us how you determined that all of these entities were under
common control by explaining the relationships between the different owners, if applicable.

Revenue Recognition, page F -9

13. We note your response to comment 16 of our letter dated A pril 24, 2014.  You note that your
results for any period are subject to volatility based on when a given customer makes a large
payment.  Your response indicates that you may be recording revenues upon receipt of
customer payments.  Please clarify how thi s is consistent with the disclosures that you
provided beginning on page F -9 related to your revenue recognition accounting policy , or
revis e your disclosures as necessary.

Mr. Anyuan Sun
Hebron Technology Co., Ltd.
July 13,  2015
Page 4

 14. We note your response to comment 69 of our letter dated April 24, 2014.  We note t hat you
buy and sell fluid equipment control systems offshore based on your disclosures on page 36.
Please help us better understand the nature of these arrangements.  Specifically what are you
buying, what are you doing to what you buy, and what are you selling?  Based on these
terms, including the terms of your customer arrangements, please tell us how you determined
that you were the primary obligor pursuant to ASC 605 -45-45.

Note 4.  Contracts Receivable, Net and Note 5.  Accounts Receivable, Net, pag e F-15

15. We note your responses to comment 25 and 26 of our letter dated April 24, 2014.  Of your
total receivables of $5.8 million at December 31, 2014, $5.0 million represents contract
receivables for which no allowance has been recorded.  Based on your a ccounting policy for
establishing an allowance for doubtful accounts, please help us better understand how you
determined that no allowance was required to be recorded.  In this regard, we note that you
have net contracts and accounts receivable balances g reater than six months of approximately
$.8 million for which no allowance has been recorded. We also note that it takes three to six
months for customers to pay off the balances for installation projects and that only $.7
million had been collected as of March 31, 2015.  Please tell us how much of the total
receivables as of December 31, 2014 has been collected through June 30, 2015.  Please
provide these collection amounts separately for contract receivables, accounts receivable,  and
customer security dep osits.

16. We note your response to comment 71 of our letter dated April 24, 2014.   Please provide the
disclosures required by Rule 5 -02.3(c)(1) of Regulation S -X related to the amounts of
receivables recorded related to reserves withheld by customers, inclu ding the portion
expected to be collected after one year.  Please tell us whether there were any reserves
recorded as of December 31, 2013 which were not subsequently collected.

Closing

If you intend to respond to these comments with an amended draft reg istration statement,
please submit it and any associated correspondence in accordance with the guidance that we
provide in the Division’s October 11, 2012 announcement on the SEC website at
http://www.sec.gov/divisions/corpfin/cfannouncements/drsfilingproc edures101512.htm.

Please keep in mind that we may publicly post filing review correspondence in
accordance with our December 1, 2011 policy
(http://www.sec.gov/divisions/corpfin/cfannouncements/edgarcorrespondence.htm ).  If you
intend to use Rule 83 (17 CFR 200.83) to request confidential treatment of information in the
correspondence you submit on EDGAR, please properly mark that information i n each of your

Mr. Anyuan Sun
Hebron Technology Co., Ltd.
July 13,  2015
Page 5

 confidential submissions to us so that we do not repeat or refer to that information in our
comment letters to you.

You may direct questions on comments on the financial statements a nd related matters to
Nudrat S. Salik , Staff Accountant,  at (202) 551 -3692 or Alfred P. Pavot, Jr., Staff Accountant, at ,
at (202) 551 -3738.  You may direct questions on other comments and disc losure  issues to
Edward M. Kelly, Senior Counsel,  at (202) 551 -3728 or  me at (202) 551 -3765.

Very truly yours,

/s/ Pamela A. Long

Pamela A. Long
Assistant Director

cc: Via E -Mail
Anthony W. Basch , Esq.
Kaufman & Canoles, P.C.
2 James Center, 14th Floor
1021 East Cary Street
Richmond, VA 23219