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CORRESP
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November 15, 2019

CORRESPONDENCE FILED ON EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street N.E.

Washington, D.C. 20549

Attn: Mitchell Austin; Jan Woo

    Re:

        UPAY, Inc. (referred to herein as “UPAY,
        Inc. or the “Registrant”)

        Registration Statement filed on Form S-1 Originally Filed on November
        7, 2019; File No. 333-234566

Dear Sir or Madam:

Pursuant to Rule 461 promulgated under
the Securities Act of 1933, as amended, UPAY, Inc. (the “Registrant”) hereby requests acceleration of the effective
date of its Registration Statement on Form S-1 (File No. 333-234566) filed on November 7, 2019 (the “Registration
Statement”), so that it may become effective at 4:30 p.m. Eastern Daylight Time on November 18, 2019, or as soon as practicable
thereafter.

The Registrant hereby acknowledges that:

(i) should the Securities
and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the Registration
Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

(ii) the action of
the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not
relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement;
and

(iii) the Registrant
may not assert comments of the Commission or the staff and the declaration of effectiveness of the Registration Statement as a
defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

We also respectfully request that a copy of
the written order from the Commission verifying the effective time and date of such Registration Statement be sent to our legal
counsel, Frederick M. Lehrer of Frederick M. Lehrer, P. A., at flehrer@securitiesattorney1.com.

Sincerely yours,

    /s/Wouter A. Fouche

    Wouter  A. Fouche, Chief Executive Officer