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    Linklaters LLP

1290 Avenue of the Americas

New York, NY 10104

United States

Telephone (+1) 212 903 9000

VIA EDGAR SUBMISSION

October 14, 2022

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

    Attn:
    Dale Welcome

    Claire Erlanger

    Alex King

    Geoffrey Kruczek

    Re:
    NWTN, Inc.

Amendment No. 3 to Registration Statement Filed on Form F-4

Filed September 28, 2022

File No. 333-266322

Ladies and Gentlemen:

On behalf of NWTN, Inc.
(the “Company”), we are publicly submitting concurrently herewith Amendment No. 3 to the Registration Statement
on Form F-4 filed with the Securities and Exchange Commission (the “Commission”) on October 14, 2022 (the
“Amendment No. 3”) via the Commission’s EDGAR system. In this letter, we respond to the comments of the
staff (the “Staff”) of the Division of Corporation Finance of the Commission contained in the Staff’s
letter dated October 11, 2022 (the “Letter”). For ease of reference, the numbered paragraphs below correspond
to the numbered comments in the Letter, with the Staff’s comments presented in bold font type.

The responses below follow
the sequentially numbered comments from the Letter. All page references in the responses set forth below refer to page numbers
in the Amendment No. 3. Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in the Amendment
No. 3.

Amendment No. 2 to Registration Statement on Form F-4 filed September
28, 2022

General

1. Please file the consent of Frost & Sullivan as an exhibit.

Response: In response to the Staff’s
comment, the Company has filed Frost & Sullivan’s consent as Exhibit 23.6 of the Registration Statement.

2. The legal opinion you file should address each transaction
you intend to register. Exhibit 5.1 currently does not appear to address the issuance of the warrants. Please file a revised opinion.

Response: In response to the Staff’s
comment, the Company has revised Exhibit 5.1 of the Registration Statement. Additionally, since the Pubco Warrants will be governed
by New York law, the Company has filed as Exhibit 5.2 an opinion of counsel to address the validity and enforceability of the Pubco Warrants
to be issued.

3. We note the new disclosures regarding the engagement of China
Renaissance as financial advisor. Please clarify how you complied with the requirements of Items 4(b) and 21(c) to Form F-4.

Response: The Company respectfully submits that it has complied
with the requirements of Items 4(b) and 21(c) to Form F-4 as it has not received any report, opinion or appraisal materially relating
to the Business Combination from China Renaissance nor has any such document been referred to in the Registration Statement. The Company
had inadvertently omitted to disclose China Renaissance’s role as ICONIQ’s financial advisor in prior F-4 submissions. When
the error was discovered, it was immediately rectified, and the Form F-4 was revised on September 28, 2022 to disclose China Renaissance’s
engagement on page 129, and compensation to be paid to China Renaissance was recorded on pages 158-159 as part of estimated transaction
expenses in the Company’s pro forma financial statements. The Company proposes to clarify the scope of China Renaissance’s
services and related compensation by revising page 129 in the final prospectus for the Form F-4 as follows (proposed changes in bold and
italics):

Engagement of China Renaissance as Financial
Advisor to ICONIQ

China Renaissance was engaged by ICONIQ in
February 2022 to act as a financial advisor in connection with the Business Combination and provided certain financial
advisory services in support of the transaction, including but not limited to assisting ICONIQ in identifying potential acquirors,
assisting ICONIQ in preparing marketing materials in connection with the potential merger and analyzing ICONIQ’s prospects for a
transaction. China Renaissance was not engaged to provide a report, opinion or appraisal for ICONIQ’s proposed business combination
with East Stone. As compensation for its services as financial advisor, China Renaissance will receive a fixed
fee of $5,500,000 upon the consummation of the Business Combination. Additionally, until April 2024, China Renaissance is entitled to
a right of first offer to serve as exclusive financial advisor, purchaser, placement agent or underwriter to ICONIQ for any future restructuring
or financing transaction on terms customary to China Renaissance for similar transactions; provided that China Renaissance has not and
will not receive any compensation in connection with the PIPE Investments.

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If you have any questions
regarding the foregoing or the Amendment No. 3, please contact our counsel, Jeffrey Cohen, at jeffrey.cohen@linklaters.com, or by telephone
at (212) 903-9014, and Xiaoxi Lin, at xiaoxi.lin@linklaters.com, or by telephone at (852) 2901-5368.

    Sincerely,

    /s/ Brandon Dong

    Brandon Dong

    SVP, Capital Markets

    cc:
    Jeffrey Cohen, Linklaters LLP

    Xiaoxi Lin, Linklaters LLP

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