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Via
Edgar

May 11,
2023

Division
of Corporation Finance

U.S. Securities & Exchange Commission

100
F Street, NE

Washington,
D.C. 20549

    Attention:
    Dale
    Welcome

    Claire
    Erlanger

    Sarah
    Sidwell

    Jennifer
    Angelini

    Re:
    Nubia Brand International Corp.

    Preliminary Proxy Statement on Schedule 14A Filed March 20, 2023

    File No. 001-41323

Dear
Mr. Welcome:

On
behalf of Nubia Brand International Corp. (the “Company”), we are hereby responding to the letter, dated April
13, 2023 (the “Comment Letter”), from the staff (the “Staff”) of the U.S. Securities
and Exchange Commission (the “Commission”), regarding the Company’s preliminary proxy statement on Schedule
14A, filed on March 20, 2023 (the “Proxy Statement”). Concurrently with the submission of this letter, the
Company is submitting its amendment to the Proxy Statement (the “Amended Proxy Statement”) via EDGAR to the
Commission for review in accordance with the procedures of the Commission.

The
Company has responded to all of the Staff’s comments by revising the Proxy Statement to address the comments, by providing an explanation
if the Company has not so revised the Proxy Statement, or by providing supplemental information as requested. The Staff’s comments
are repeated below in bold and followed by the Company’s response. We have included page references to the Amended Proxy Statement
where the language addressing a particular comment appears. Terms used but not otherwise defined herein have the meanings set forth in
the Amended Proxy Statement. The changes reflected in the Amended Proxy Statement include those made in response to the Staff’s
comments as well as other updates.

Preliminary
Proxy Statement on Schedule 14A, filed March 20, 2023 General

1. Please
                                            provide your analysis why the proposed issuance of your common stock as consideration for
                                            the business combination does not require registration under the Securities Act.

Response: The Company respectfully acknowledges the
Staff’s comment and advises the Staff that G3 is the sole shareholder of Honeycomb. Pursuant to C&DI 239.13, an acquiring company
may seek a commitment from principal security holders of a target company to vote in favor of a business combination transaction, and
the Staff has not objected to the registration of offers and sales of the acquiring company’s securities where:

(i) the agreement involves only executive
officers, directors, affiliates, founders and their family members, and holders of 5% or more of the voting equity securities of the company
being acquired;

(ii) the persons signing the agreements
collectively own less than 100% of the voting equity of the target; and

(iii) votes will be solicited from shareholders
of the company being acquired who have not signed the agreements and would be ineligible to purchase in a private offering.

C&DI 239.13 further states that the Staff has objected
to the registration on Form S-4 of the offer and sale of securities if, prior to such registration, the persons who entered
into such agreement also deliver written consents approving the business combination transaction. G3, which owns 100% of Honeycomb’s
voting securities, is the only party that executed a transaction support agreement in connection with the transaction and no additional
votes will be solicited as there are no other shareholders. Under SEC guidance (C&DI 239.13), G3 is deemed to have already accepted
the offer to receive Nubia shares in exchange for their shares of Honeycomb common stock. As such, those shares cannot be registered on
Form S-4.

2. We
                                            note disclosure on page 155 regarding the tax lien placed by the Internal Revenue Service
                                            on the property of Global Graphene Group, Inc. (“G3”), including the assets to
                                            be contributed to the combined company. Please disclose whether and how this tax lien will
                                            affect the business combination, together with appropriate risk factor disclosure.

Response: The Company acknowledges the Staff’s
comment and has revised the disclosure on pages 64 and 180 in accordance with the Staff’s comment.

3. We
                                            note your disclosure that G3 will hold 81.8% of the combined company’s shares, and
                                            that G3 and the sponsor will have substantial control over the combined company after the
                                            business combination. Please disclose on the proxy statement cover and in the summary (i)
                                            the percent of voting power that G3 will control after the business combination, (ii) whether
                                            you will be considered to be a controlled company, and (iii) whether you intend to take advantage
                                            of the controlled company exemptions under the Nasdaq rules. Include related risk factor
                                            disclosure as appropriate.

Response: The Company respectfully acknowledges the Staff’s comment and
has revised the disclosure on the cover page and page 2 of the Amended Proxy Statement to reflect the expectation that G3 will hold approximately
81.8% of the voting power of the combined company’s common stock upon the closing and to clarify that while the Company will be
a “controlled company” under the corporate governance rules of The Nasdaq Stock Market LLC, it does not currently expect to
rely upon the “controlled company” exemptions. The Company has included the appropriate risk factor on page 55 of the Amended
Proxy Statement.

4. Please
                                            include disclosure regarding G3’s management and ownership in an appropriate place
                                            in the proxy statement. To the extent that G3 is managed or owned by related parties of the
                                            combined company, include risk factor disclosure regarding potential conflicts of interest
                                            and related risks to the combined company and public shareholders.

Response: The Company respectfully acknowledges the
Staff’s comment and has revised the disclosure on pages 37 and 142 of the Amended Proxy Statement in accordance with the Staff’s
comment.

5. We
                                            note disclosure regarding related agreements (pages 7-8), amended registration rights agreement
                                            (page 48), transition agreement (page 77), and patent assignment (page A-74). Please ensure
                                            all material agreements, complete with any schedules or exhibits thereto, are filed with
                                            your proxy statement and listed in the table of contents.

Response: The Company respectfully acknowledges the Staff’s comment and
has revised the Amended Proxy Statement in accordance with the Staff’s comment.

6. With
                                            a view toward disclosure, please tell us whether your sponsor is, is controlled by, or has
                                            substantial ties with a non-U.S. person. Please also tell us whether anyone or any entity
                                            associated with or otherwise involved in the transaction, is, is controlled by, or has substantial
                                            ties with a non-U.S. person. If so, also include risk factor disclosure that addresses how
                                            this fact could impact your ability to complete your initial business combination. For instance,
                                            discuss the risk to investors that you may not be able to complete an initial business combination
                                            with a U.S. target company should the transaction be subject to review by a U.S. government
                                            entity, such as the Committee on Foreign Investment in the United States (CFIUS), or ultimately
                                            prohibited. Further, disclose that the time necessary for government review of the transaction
                                            or a decision to prohibit the transaction could prevent you from completing an initial business
                                            combination and require you to liquidate. Disclose the consequences of liquidation to investors,
                                            such as the losses of the investment opportunity in a target company, any price appreciation
                                            in the combined company, and the warrants, which would expire worthless.

Response: The Company respectfully acknowledges the Staff’s comment and
has revised the disclosure on page 64 of the Amended Proxy Statement in accordance with the Staff’s comment.

7. The
                                            definition of “Honeycomb” on page iii refers solely to Honeycomb Battery Company,
                                            LLC, yet disclosure elsewhere indicates G3 will contribute its battery business, consisting
                                            of two subsidiaries (Honeycomb and Angstron Energy Company, Inc.) and certain allocated assets,
                                            liabilities, and/or expenses of G3. Please revise to clarify whether references to “Honeycomb”
                                            throughout the proxy statement refer to the subsidiary or the spun-off battery business,
                                            for instance consistent with the definition on page 123.

Response: The Company respectfully acknowledges the
Staff’s comment and has revised the disclosure on pages ii and iii of the Amended Proxy Statement, as well as other references
to the “Combined Company,” “HBC” and “Honeycomb,” in accordance with the Staff’s comment.

Questions
and Answers about the Proposals

Q.
What vote is required to approve the proposals presented at the special meeting?, page ix

8. Please
                                            revise to disclose the number and percentage of shares held by public shareholders that is
                                            required to establish a quorum and approve each proposal, clearly stating if none are required.
                                            In this regard, we note disclosure on page xi that the sponsor and the insiders have agreed
                                            to vote founder shares and any public shares held by them in favor of the proposals.

Response: The Company respectfully acknowledges the Staff’s comment and
has revised the disclosure on page ix of the Amended Proxy Statement in accordance with the Staff’s comment.

    2

Summary
of the Proxy Statement, page 1

9. We
                                            note disclosure that “G3 is in the process of converting Honeycomb into an independently
                                            operated company.” Please revise to clearly describe the material steps involved in
                                            this process and the timing thereof, including when completion is expected in relation to
                                            the shareholder meeting and other key dates.

Response: The Company acknowledges the Staff’s comment and has revised
the disclosure on pages  2 and 175 in accordance with the Staff’s comment.

10. We
                                            note your disclosures that “all battery related patents and patent applications held
                                            by [G3], of which there are in excess of 520,” will be transferred to Honeycomb and
                                            that “Honeycomb relies heavily on owned intellectual property.” However, Section
                                            4 of the Contribution Agreement contemplates that Honeycomb will receive a non-exclusive
                                            license to the G3 Special Patents, and Section 2(b)(i) of the Supply and License Agreement
                                            provides a non-exclusive license under the G3 Intellectual Property for specified purposes.
                                            Please revise your disclosure to clarify Honeycomb’s intellectual property ownership
                                            in light of these licensing arrangements.

Response: The Company acknowledges the Staff’s comment and has revised
the disclosure on pages 2, 8, 78 and 156 in accordance with the Staff’s comment.

11. Disclosure
                                            indicating that the business combination will not be consummated if Nubia has net tangible
                                            assets of less than $5,000,001 (for example, on pages 11, 62, 91, and elsewhere) appears
                                            inconsistent with the description of the NTA amendment proposal on page 100. Please reconcile
                                            or explain.

Response: The Company respectfully acknowledges the Staff’s comment and
has revised the disclosure throughout the Amended Proxy Statement to reflect that if the NTA amendment proposal is approved, the Company
will not be required to have net tangible assets of at least $5,000,000 in order to consummate a business combination.

Conditions
to Closing, page 6

12. Please
                                            clearly disclose all material conditions to closing, revising the reference to “customary
                                            closing conditions including” accordingly.

Response: The Company respectfully acknowledges the Staff’s comment and
has revised the disclosure on pages 6 and 76 of the Amended Proxy Statement in accordance with the Staff’s comment.

Impact
of the Business Combination on the Combined Company’s Public Float, page 8

13. Please
                                            revise to disclose all possible sources and extent of dilution that shareholders who elect
                                            not to redeem their shares may experience in connection with the business combination. Provide
                                            disclosure of the impact of each significant source of dilution (including the amount of
                                            equity held by founders, the “earn-out” shares, and any convertible securities,
                                            including public warrants retained by redeeming shareholders and private warrants), at each
                                            of the redemption levels detailed in your sensitivity analysis (i.e., minimum, maximum,
                                            and interim redemption levels), including any needed assumptions.

Response:
The Company respectfully acknowledges the Staff’s comment and
has revised the disclosure on page 8 of the Amended Proxy Statement in accordance with the Staff’s comment.

14. Please
                                            disclose the sponsor and its affiliates’ total potential ownership interest in the
                                            combined company, assuming exercise and conversion of all securities, including private warrants.

Response:
The Company respectfully acknowledges the Staff’s comment and