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July 21, 2023
Junling Liu
Chief Executive Officer
111, Inc.
3-5/F, No. 295 Zu Chong Zhi Road,
Pudong New Area
Shanghai, 201203
The People’s Republic of China
Re:111, Inc.
Form 20-F for the Year Ended December 31, 2022
Filed April 28, 2023
File No. 001-38639
Dear Junling Liu:
            We have limited our review of your filing to the submission and/or disclosures as
required by Item 16I of Form 20-F 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 these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.
            After reviewing your response to these comments, we may have additional comments.
Form 20-F for the Year Ended December 31, 2022
Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 149
1.We note your statement that you reviewed your register of members and public filings
made by your shareholders in connection with your required submission under paragraph
(a). Please supplementally describe any additional materials that were reviewed and tell us
whether you relied upon any legal opinions or third party certifications such as affidavits
as the basis for your submission. In your response, please provide a similarly detailed
discussion of the materials reviewed and legal opinions or third party certifications relied
upon in connection with the required disclosures under paragraphs (b)(2) and (3).

 FirstName LastNameJunling Liu
 Comapany Name111, Inc.
 July 21, 2023 Page 2
 FirstName LastName
Junling Liu
111, Inc.
July 21, 2023
Page 2
2.We note that your disclosures pursuant to Items 16I(b)(2), (b)(3) and (b)(4) are provided
for you and your “material operating entities.” Please note that Item 16I(b) requires that
you provide disclosures for yourself and your consolidated foreign operating entities,
including variable interest entities or similar structures, and does not contemplate limiting
the disclosure.
•With respect to (b)(2), please supplementally clarify the jurisdictions in which your
consolidated foreign operating entities are organized or incorporated and provide the
percentage of your shares or the shares of your consolidated operating entities owned
by governmental entities in each foreign jurisdiction in which you have consolidated
operating entities in your supplemental response.
•With respect to (b)(3) and (b)(4), please provide the required information for you and
all of your consolidated foreign operating entities in your supplemental response.
3.In order to clarify the scope of your review, please supplementally describe the steps you
have taken to confirm that none of the members of your board or the boards of your
consolidated foreign operating entities are officials of the Chinese Communist Party. For
instance, please tell us how the board members’ current or prior memberships on, or
affiliations with, committees of the Chinese Communist Party factored into your
determination. In addition, please tell us whether you have relied upon third party
certifications such as affidavits as the basis for your disclosure.
4.With respect to your disclosure pursuant to Item 16I(b)(5), we note that you have included
language that such disclosure is “to our best knowledge.” Please supplementally confirm
without qualification, if true, that your articles and the articles of your consolidated
foreign operating entities do not contain wording from any charter of the Chinese
Communist Party.
5.We note that your disclosure pursuant to Item 16I(b)(5) refers to “our company.”  It is
unclear from the context of your disclosures pursuant to Item 16I(b) whether terms such
as this are meant to encompass you and all of your consolidated foreign operating entities
or whether in some instances these terms refer solely to 111, Inc.  Please note that Item
16I(b) requires that you provide each disclosure for yourself and your consolidated
foreign operating entities, including variable interest entities or similar structures.  To
clarify this matter, please provide the information required by Item 16I(b)(5) for you and
all of your consolidated foreign operating entities in your supplemental response.

 FirstName LastNameJunling Liu
 Comapany Name111, Inc.
 July 21, 2023 Page 3
 FirstName LastName
Junling Liu
111, Inc.
July 21, 2023
Page 3
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Please contact Kyle Wiley at (202) 344-5791 or Jennifer Thompson at (202) 551-3737
with any questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program
cc:       Kevin Zhang