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AGM
Group Holdings Inc.

1
Jinghua South Road

Wangzuo
Plaza East Tower, Room 2112

Beijing
100020

People’s
Republic of China 325025

November
21, 2017

Via
E-Mail

Matthew
Derby

Staff
Attorney

Office
of Information Technologies and Services

U.S.
Securities and Exchange Commission

Washington,
D.C. 20549-4631

    Re:
    AGM
    Group Holdings Inc.

    Amendment
    No. 6 to Registration Statement on Form F-1

    Filed
    on November 13, 2017

    File
    No. 333-218020

Dear
Mr. Derby:

We
are in receipt of your comment letter dated November 21, 2017 regarding the above referenced filing. As requested in your letter,
we have provided responses to the questions raised by the Staff. For your convenience, the matters are listed below, followed
by our responses:

General

    1.
    You state on
    the cover page that you have obtained a listing approval letter to list your Class A Ordinary Shares on the Nasdaq Capital
    Market, but we note on page 107 that the “listing approval letter is not the same as an actual listing on the Nasdaq
    Capital Market.” You further disclose on page 107 that you will need to “sell a number of shares in this ‘best
    efforts, mini max’ offering sufficient to satisfy the applicable listing criteria” to have the Class A Ordinary
    Shares listed on the Nasdaq Capital Market. Please prominently disclose on the cover page that the Class A Ordinary Shares
    will not be listed on the Nasdaq Capital Market until certain conditions are met. Disclose the specific conditions that you
    need to meet in order to be listed, including the specific number of shares that you will need to sell in this offering.

RESPONSE: We note the Staff’s
comment, and in response thereto, respectfully advise the Staff that we have revised
the cover page, as well as throughout the amended registration statement, to reflect the conditions we need to meet in order to
be listed, including the requirement to sell at least 1,000,000 Class A ordinary shares, obtain at least 300 round-lot shareholders
and make payment of entry fee. We also clearly state that our Class A ordinary shares will not be listed on the Nasdaq Capital
Market unless we meet these conditions.

Signatures

 2. While
                                         your principal executive officer and principal financial officer signed on behalf of
                                         the registrant, your principal executive officer and principal financial officer must
                                         also sign below the registrant signature to reflect that such persons are signing in
                                         their respective capacities. Please revise. Refer to Instruction 1 to Signatures on Form
                                         F-1.

RESPONSE: We note the Staff’s
comment, and in response thereto, respectfully advise the Staff that we have included
signatures of our CEO and CFO in their capacities as the principal executive officer and principal financial officer, respectively.

We
hope this response has addressed all of the Staff's concerns relating to the Comment Letter. Should you have additional questions
regarding the information contained herein, please contact our outside securities counsel William S. Rosenstadt, Esq. or Mengyi
"Jason" Ye, Esq. of Ortoli Rosenstadt LLP at wsr@ortolirosenstadt.com or jye@ortolirosenstadt.com.

    AGM Group Holdings Inc.

    By:
    /s/ Wenjie
    Tang

    Name:
    Wenjie Tang

    Title:
    Chief Executive Officer