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BIT ORIGIN LTD.

375 park Ave, Fl 1502

New York, NY 10152

March 1, 2023

Via Edgar Correspondence

Ms. Sonia Bednarowski

Division of Corporation Finance

Office of Crypto Assets

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, D.C., 20549

    Re:
    Bit Origin Ltd.

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

    Filed February 6, 2023

    File No. 333-268501

To whom it may concern,

This letter is in response to the letter dated
February 15, 2023, from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) addressed
to Bit Origin Ltd. (the “Company”, “we”, and “our”). For ease of reference, we have recited the Commission’s
comments in this response and numbered them accordingly. An amended Registration Statement on Form F-1 (the “Registration Statement
Amendment No. 3”) is being submitted to accompany this letter.

Amendment No.2 to Registration Statement on
Form F-3 Filed February 6, 2023

Prospectus Summary

Business Overview, page 5

1. Refer to your response to prior comment 3. Please revise to clarify
who maintains control of, or has access to, the private keys for your Bitcoin wallets, and the security processes and procedures you have
in place for withdrawing or transferring Bitcoin from those wallets.

    RESPONSE:
                                            We note the Staff’s comments, and in response hereto, respectfully advise the staff
                                            that the Chief Executive Officer and Chief Financial Officer of the Company maintain countl
                                            of and have access to the private key. We have policy to safeguard our crypto assets. All
                                            the transactions involving the Bitcoins, such as withdrawing, transferring, or selling the
                                            Bitcoins from our wallet must be set up by the Vice President, authorized by the Chief Financial
                                            Officer and executed by the Chief Executive Officer. We also verbally confirm the wallet
                                            address with the receiver and perform a trial transaction with 0.01 Bitcoin before any transactions
                                            to verify the wallet address of the receiver. Additionally, we capture and keep record of
                                            the screenshots of the transactions and balance of the wallet on a daily basis. We revised
                                            the disclosure on page 6 of the Registration Statement Amendment No. 3.

Miners, page 5

2. Refer to your response to prior comment
2. Please disclose the range of bitcoin prices for the periods covered by each table up to the most recent practicable date, and clarify
how you calculated the "weighted average" of the hosting price. Also, we note your disclosure on page 6 that "[t]he depreciation
expenses are the sunk cost to the mining operation at $17,600/BTC mined." To the extent that these costs are not included in your
breakeven analyses on page 6, please include these costs or tell us why you believe this is not necessary. In addition, please revise
your disclosure on page 5 to discuss the impact to your business of your policy to hold bitcoin instead of trading it for fiat currency.

RESPONSE:
We note the Staff’s comments, and in response hereto, respectfully advise the staff that we revised the disclosure on page 6 of
the Registration Statement Amendment No. 3 that from May 1, 2022 to November 30, 2022 the Bitcoin
price range was between $15,787 and $39,698; from December 1, 2022 to February 27, 2023, the Bitcoin
price range was between $16,440 and $24,829.

In addition, we corrected “weighted average” to “average”
of the hosting price.

The breakeven price primarily illustrates the
threshold that might result in negative cashflow for mining operation. We believe depreciation expenses is irrelevant to the threshold
and shall not be a meaningful operation ratio for the management.

We also revised the disclosure on page 5 of the
Registration Statement Amendment No. 3 that if the Bitcoins price decreases when we trade the Bitcoins for fiat currency, the amount of
fiat currency we receive will decrease as well and our results of operation will be negatively impact.

Mining Facilities

Cheyenne, Wyoming, page 9

3. Refer to your response to prior comment
6. In addition, we note that Dr. Jiaming Li is the founder of the general partner MineOne Partners Limited. Please revise to clarify whether
this limited partnership represents a related party transaction and provide a more detailed discussion of the terms of the partnership
agreement. Finally, clarify whether the terms of the partnership were negotiated at arm's length.

RESPONSE: We note the Staff’s comments,
and in response hereto, respectfully advise the staff that Dr. Jiaming Li resigned as the director of MineOne Partners Limited on November
30, 2021 before he joined the Company as the President on December 6, 2021. We do not believe that the investment in the limited partnership
was a related party transaction. The terms of the partnership were negotiated at arm's length.

Impact of Recent Developments Regarding Crypto Asset Market, page
11

4. Refer to your response to prior comment
8. Please revise to discuss any pending regulation related to electricity consumption by mining companies or the exchange of crypto assets.

RESPONSE: We note the Staff’s comments,
and in response hereto, respectfully advise the staff that we revised the disclosure on page 13 and added a risk factor “Pending
regulation related to electricity consumption by mining companies may impact our result of operation” on page [23] of the Registration
Statement Amendment No. 3.

Recent Developments, page 13

5. Refer to your response to prior comment 12. Please revise to
identify the Lender.

RESPONSE: We note the Staff’s comments,
and in response hereto, respectfully advise the staff that we revised to disclose on page 13 of the Registration Statement Amendment No.
3 that the lender is Pony Partners Ltd.

The October 2022 Private Placement

The Private Placement

Security and Pledge Agreement, page 24

6. Refer to your response to prior comment
12. Please reconcile your disclosure on page 24 that "[t]he Security and Pledge Agreement granted a security interest in favor of
the Collateral Agent . . . for the benefit of the Selling Shareholder in all personal property and assets, whether now owned or thereafter
acquired (including all crypto assets)," with your disclosure on page 22 that you "have pledged a portion of [y]our Bitcoins
as collateral for financing, including the transaction as discussed under the section titled 'The October 2022 Private Placement.'”

RESPONSE: We note the Staff’s comments,
and in response hereto, respectfully advise the staff that we revised the disclosure on page 22 of the Registration Statement Amendment
No. 3 that we have pledged all of our Bitcoins as collateral for financing.

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@orllp.legal or jye@orllp.legal.

    Very truly yours,

    /s/ Lucas Wang

    Name:
    Lucas Wang

    Title:
    Chief Executive Officer