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    Morgan,
                                         Lewis & Bockius LLP

c/o
Suites 1902-09, 19th Floor,

Edinburgh
Tower, The Landmark

15
Queen’s Road Central, Hong Kong

Direct:
+852.3551.8500

Fax:
+852.3006.4346

www.
morganlewis.corn

    WRITER’S
                                         DIRECT LINE

                                                                            +852.3551.8690

                                                                            WRITER’S
                                         EMAIL

                                                                            ning.zhang@morganlewis.com

    March 2, 2020

Division
of Corporation Finance

Office
of Trade & Services

Securities
and Exchange Commission

Washington,
D.C. 20549

    Re:
    Meten
    EdtechX Education Group Ltd.

    Amendment No. 1 to Registration Statement on Form F-4

    Filed February 13, 2020

    File No. 333-235859

Ladies
and Gentlemen:

On
behalf of Meten EdtechX Education Group Ltd. (the “Company”), we hereby respond as follows to the comment letter
from the staff of the Securities and Exchange Commission (the “Staff”) dated February 28, 2020, relating to
the above-referenced Registration Statement on Form F-4 (the “Registration Statement”). For the Staff’s
convenience, we have recited each of the comments in the Staff’s letter below in bold and italics, and set forth the Company’s
response in regular font immediately thereafter.

Capitalized
terms used but not defined herein have the meanings ascribed to them in the Registration Statement.

Form
F-4 Amendment No. 1 filed February 13, 2020

U.S.
Holders

Tax
Consequences of the Mergers, page 84

    1.
    We
                                         note your revised disclosure that the parties intend for the transaction to be tax free
                                         but that there is an absence of guidance on the issue. Given this uncertainty, and the
                                         lack of clear disclosure as to your belief that the transaction is expected to be taxable,
                                         the tax consequences to investors appear to be material. Please revise your disclosure
                                         to state that you cannot take the position that the transaction be treated, for U.S.
                                         federal income tax purposes, as a non-taxable transaction because of an absence of guidance.
                                         Alternatively, provide a tax opinion in support of your disclosure.

In
response to the Staff’s comment, we will make the attached edits to pages 99 and 100 of the Registration Statement in the
next amendment filing of the Registration Statement.

Meten’s
Management’s Discussion and Analysis, page 154

    2.
    Given
                                         the recent Coronavirus outbreak in China and other countries, please tell us whether
                                         you expect the outbreak to have an impact on your revenues in your current or future
                                         financial periods, and if so, disclose this in your filing. In this regard, please disclose
                                         whether or not you have closed any of your learning centers, as your risk factor disclosure
                                         states this may be necessary.

In
response to the Staff’s comment, we will make the attached edits to pages 54, 176 and 177 of the Registration Statement
in the next amendment filing of the Registration Statement.

*************

If
you have any questions, please do not hesitate to contact me at the above telephone and facsimile numbers.

    Sincerely,

    By:
    /s/
    Ning Zhang

    Ning
    ZHANG

    Partner

    cc.

    Mr.
    Siguang Peng, Chief Executive Officer, Meten International Education Group

    Mr.
    Yupeng Guo, Vice President, Meten International Education Group

    Mr.
    Ng Kwok Yin, Chief Financial Officer, Meten International Education Group

    Mr.
    Benjamin Vedrenne-Cloquet, Chief Executive Officer of EdtechX Holdings Acquisition Corp.

    Mr.
    Yile Gao, Morgan, Lewis & Bockius LLP

    Mr.
    Jeffrey M. Gallant, Graubard Miller