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July 5, 2023
Leo Lu
Chief Executive Officer
Bitfufu Inc.
111 North Bridge Road, #15-01
Peninsula Plaza, Singapore 179098
Re:Bitfufu Inc.
Amendment No. 10 to Draft Registration Statement on Form F-4
Submitted June 16, 2023
CIK No. 0001921158
Dear Leo Lu:
            We have reviewed your amended draft registration statement and have the following
additional 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 this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Notes to Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies
Revenue recognition
Cloud mining solutions , page F-57
1.We note your response to prior comment 2 in your May 16, 2023 response letter where
you reference monthly purchase orders and the cooperation agreement (“agreement”).
Please address the following to clarify our understanding of how the purchase orders and
the agreement operate:
•Explain whether the first purchase order was completed at the inception of the
cooperation agreement.  If not, indicate when the first purchase order was completed.
•Clarify whether the purchase order refers back to the provisions of the agreement.
•Tell us whether there is always a new purchase order each month.  Clarify whether

 FirstName LastNameLeo Lu
 Comapany NameBitfufu Inc.
 July 5, 2023 Page 2
 FirstName LastName
Leo Lu
Bitfufu Inc.
July 5, 2023
Page 2
you would have to execute a new purchase order each month if there are no changes
to the number of servers required.
2.We note your response to prior comment 2 in your May 16, 2023 response letter states
that that “the supplier may change or substitute the miners on a monthly basis based on its
own business plan.” Please expand upon this statement.  Describe the circumstances, aside
from replacing old miners with new miners, where the supplier would substitute the
miners.  Indicate how often miners are substituted by your supplier. Confirm when a
substitution would occur in the cycle (e.g., end of the month, mid-month, etc.).
3.We note your response to prior comment 5 in your March 31, 2023 response letter and the
cooperation agreement refer to a “list of servers to be rented” that shall be submitted to
you.  Please describe when you receive the first list.  Explain how often you receive a new
list and describe what information is provided to you on the list.
4.Please clarify the rental price terms of Section 1.5 of the cooperation agreement.  That is,
indicate whether rental price changes every month and, if its possible, there is no price
change each month.  Describe how large of a rental price change can occur.  Based on
your experience, please provide a range for the price change.  Please confirm whether you
concluded that payments associated with leases are fixed or variable or a combination of
both.

5.We note in your response to prior comment 5 in your March 31, 2023 letter you state you
have “entered into a long-term hosting service framework agreement with Bitmain and
entrusts Bitmain to host its self-owned and leased mining equipment thereafter, at hosting
facilities sourced by Bitmain”.  Please provide an accounting analysis that addresses
whether this hosting services qualifies as a lease or contains an embedded lease.  Please
ensure that you consider rack space, (e.g., a space on a shelf in a climate-controlled
environment that has a plug to access electricity), as well as your accounting for executory
services like electricity, hardware maintenance, and network connectivity.
            You may contact Ryan Rohn, Senior Staff Accountant, at (202) 551-3739 or Stephen
Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions regarding
comments on the financial statements and related matters.  Please contact Mitchell Austin, Staff
Attorney, at (202) 551-3574 or Matthew Derby, Legal Branch Chief, at (202) 551-3334 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Andrei Sirabionian