SecProbe.io

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 September 30, 2025

Yucheng Hu
Chief Executive Officer
Mega Matrix Inc
Level 21, 88 Market Street
CapitaSpring
Singapore, 048948

 Re: Mega Matrix Inc
 Registration Statement on Form F-3
 Filed September 4, 2025
 File No. 333-290026
Dear Yucheng Hu:

 We have conducted a limited review of your registration statement and
have the
following comment(s).

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies 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 this letter, we may have additional comments.

Registration Statement on Form F-3
Our Company
Overview, page 1

1. We note your disclosure that you have already launched your treasury
reserve asset
 strategy using Ethena governance tokens ("ENA") as well as your
disclosed existing
 holdings of 40 ETH and 12 BTC. Please expand your disclosure to describe
whether
 you plan on integrating cryptocurrencies into your FlexTV operations. If
so, please
 revise to state how you plan to treat the cryptocurrency received in
connection with
 business operations, including, if applicable, how you plan on using
digital assets to
 support your streaming customers. Lastly, please make corresponding
changes to your
 Risk Factors, as appropriate.
 September 30, 2025
Page 2
2. We note your disclosure that as part of your Digital Asset treasury
strategy, you will
 have significant investments in ENA, BTC, ETH, and other Digital Assets.
Please
 expand your disclosure to:
 Provide a discussion of the material aspects of your treasury
strategy and how you
 intend to generate profit through this strategy.
 Quantify the amount of Digital Assets the company intends to acquire
and hold,
 and in what proportions. If the company has not yet identified all of
the Digital
 Assets, disclose when and how the company plans to identify the
particular
 Digital Assets it expects to acquire and hold. As appropriate, please
also update
 your use of proceeds disclosure accordingly.
 Provide a discussion of tokenomics discussing the past and
current supply of
 the Digital Assets you hold or intend to acquire and hold, how they
are created,
 any burn mechanism, the amount locked up and the related unlocking
schedule,
 and any inflationary or deflationary mechanisms.
3. Please identify the third-party advisors, if any, involved in the
execution of your ENA
 treasury strategy, how you determined to retain or engage with them, and
describe
 their various roles and material terms of your arrangements with them.
In addition,
 please disclose whether you will be relying on third-parties to hold
ENAs or any other
 digital assets you hold or intend to hold in the future, such as
Bitcoin. In this regard,
 we note a reference to your intent to use "established custodians,
including Anchorage
 and Cactus Wallet," however it is not clear if you currently use such
custodians.
4. We note your disclosure that you may engage in staking, re-staking or
other permitted
 activities that involve the use of smart contracts or decentralized
applications as part
 of your treasury management strategy. Please revise to:
 Describe the material aspects of your plans to stake digital assets
that you hold.
 Disclose your policies and procedures regarding your staking plans.
For example,
 state how much of your digital assets you intend to stake, and
explain how your
 agreement with any staking provider will operate.
5. You state that as of the date hereof you hold 40 ETH and, as of June 25,
2025, you
 held 12 BTC. Confirm whether these amounts continue to represent all of
your current
 Digital Asset holdings. Clarify how you used the proceeds of the
offering you closed
 on July 24, 2025, the proceeds of which you disclose "will provide a
solid capital
 foundation for [y]our digital asset treasury strategy."
Digital Assets have historically experienced, and are expected to continue to
experience, high
price volatility..., page 13

6. Please revise to include quantitative examples of the historic prices
for the Digital
 Assets that you plan to acquire.
Risk Factors
Risks Related to our Digital Assets Treasury Reserve Strategy and Staking, page
13

7. We note your risk factor disclosure that addresses the novelty of
digital assets and the
 resulting risks, including commercial and technical uncertainty. There
or in a new risk
 factor, please revise to enhance your disclosure by describing any
material financing,
 liquidity, or other risks you face related to the impact that a crypto
asset market
 September 30, 2025
Page 3

 disruption may have, directly or indirectly, on the value of ENA
(including the staked
 version) or other digital assets you hold or intend to hold.
8. We note your disclosure that the Company will safeguard its Digital
Assets using
 custodians, including Anchorage and Cactus Wallet. Please revise to
identify your
 custodians and disclose the material terms of your custody arrangements.
Please also
 file your agreement(s) as exhibits to your registration statement if
material. In
 addition, please revise to disclose the scope and limitations of the
insurance coverage
 that your custodians provide and discuss whether coverage is shared by
other custody
 customers, and whether that could result in the coverage being
insufficient to
 compensate you for losses.
 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence
of action by the staff.

 Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

 Please contact Nicholas Nalbantian at 202-551-7470 or Mara Ransom at
202-551-
3264 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Trade &
Services
cc: John Yung
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