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December 13, 2022
Guy Adrian Robertson
Chief Executive Officer and Director
Fitell Corporation
23-25 Mangrove Lane
Taren Point, NSW 2229
Australia
Re:Fitell Corporation
Amendment No. 1 to Registration Statement on Form F-1
Filed November 29, 2022
File No. 333-267778
Dear Guy Adrian Robertson:
            We have reviewed your amended registration statement 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 this letter by amending your registration statement and providing the
requested information.  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 any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Amendment No. 1 to Registration Statement on Form F-1 filed November 29, 2022
Cover Page
1.We note your disclosure on page 61 about beneficial ownership, including the percentage
of votes held after this offering.  Please disclose on the cover page the percentage
ownership of Jieting Zhao after the offering and the ability to control decisions to be made
by stockholders.
2.With a view toward disclosure, please tell us whether you will be a controlled company
under applicable exchange rules, and, if so, whether that status creates material risks.

 FirstName LastNameGuy Adrian Robertson
 Comapany NameFitell Corporation
 December 13, 2022 Page 2
 FirstName LastName
Guy Adrian Robertson
Fitell Corporation
December 13, 2022
Page 2
Risk Factors, page 14
3.We note recent instances of extreme stock price run-ups followed by rapid price declines
and stock price volatility seemingly unrelated to company performance following a
number of recent initial public offerings, particularly among companies with relatively
smaller public floats. Revise to include a separate risk factor addressing the potential for
rapid and substantial price volatility and any known factors particular to your offering that
may add to this risk and discuss the risks to investors when investing in stock where the
price is changing rapidly. Clearly state that such volatility, including any stock-run
up, may be unrelated to your actual or expected operating performance and financial
condition or prospects, making it difficult for prospective investors to assess the rapidly
changing value of your stock.
Recent Sales of Unregistered Securities, page II-1
4.Please disclose the consideration received by you for each issuance of securities disclosed
in this section. See Item 701(c) of Regulation S-K.
Exhibits
5.In Exhibit 5.1, please have counsel revise to remove assumptions that go to material facts
that support the opinion, such as Assumption 2(h) which appears to assume that you have
sufficient authorized shares.
6.Please have counsel revise its opinion to remove this assumption or tell us why they
believe Assumption 2(k) in Exhibit 5.1 is appropriate.

            You may contact Andi Carpenter, Staff Accountant, at 202-551-3645 or Andrew Blume,
Senior Accountant, at 202-551-3254 if you have questions regarding comments on the financial
statements and related matters.  Please contact Thomas Jones, Staff Attorney, at 202-551-3602 or
Jay Ingram, Legal Branch Chief, at 202-551-3397 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Mark E. Crone, Esq.