December 19, 2019

Baoli Ma
Chief Executive Officer
BlueCity Holdings Limited
Block 2 Tower B Room 028, No. 22 Pingguo Shequ, Bai Zi Wan Road
Chaoyang District
Beijing 100022
People's Republic of China

       Re: BlueCity Holdings Limited
           Draft Registration Statement on Form F-1
           Submitted November 22, 2019
           File No. 377-02918

Dear Mr. Ma:

       We have reviewed your draft 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 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.

Draft Registration Statement on Form F-1 submitted November 22, 2019

Prospectus Summary
The BlueCity Story: From One to 40 Million, page 1

1.     You disclose here that you had a registered user base of over 40 million
on your Blued
       mobile app as of September 30, 2019. Please revise here to define
registered user and
       provide further context for this metric, including a discussion of
whether this metric
       includes inactive accounts. To the extent this metric may not reflect
the number of people
       currently using Blued, please consider moving your discussion of daily
and monthly
       active users to this section to balance this disclosure.
 Baoli Ma
FirstName LastNameBaoli
BlueCity Holdings Limited Ma
Comapany19,
December  NameBlueCity
              2019        Holdings Limited
December
Page 2    19, 2019 Page 2
FirstName LastName
A Snapshot of BlueCity Today, page 2

2.       You state that in the six months ended June 30, 2019, your users
"opened Blued 16 times
         and spent approximately 59 minutes a day on average." Please revise to
clarify your
         definition of users here. In this regard, clarify whether the term
refers to all of your
         registered users or a subset of your registered users, such as your
daily or monthly active
         users. Additionally, clarify whether the statement means that your
users during the six
         months ended June 30, 2019, on average, opened Blued 16 times per day
or whether your
         users, on average, opened Blue a total of 16 times during this period.
3.       You disclose that you have users in over 200 countries and regions as
of September 30,
         2019 and that these users represented over 40% of your monthly average
users (MAUs) in
         September 2019. We also note your disclosure on pages F-38 and F-54
that over 96% of
         your revenue was generated from users in China for both fiscal 2018
and the nine months
         ended September 30, 2019. In an effort to balance the disclosures
concerning your
         international operations, please revise this discussion here and
elsewhere to disclose the
         percentage of revenue you have generated from users outside of China.
Additionally,
         where appropriate, please include a discussion of the challenges you
have faced
         monetizing users outside of China at the same rate you have been able
to monetize your
         China-based users.
Conventions that Apply to this Prospectus, page 7

4.       Please clarify whether your definition of MAUs and DAUs includes both
paying and non-
         paying and how you measure whether a user is active within a period.
Also, clarify that
         MAUs and DAUs are based on accounts and not "unique users." We note
your disclosure
         on page 25 that you treat each account as a separate user for the
purposes of calculating
         your active users and that it may not always be possible to identify
people who have set up
         more than one account. Finally, disclose how you calculate average
MAUs and DAUs.
Risk Factors
Computer and mobile malware, viruses, hacking and phishing attacks..., page 36

5.       You disclose here that computer and mobile malware, viruses, hacking
and phishing
         attacks have occurred on your platform in the past. Please revise to
discuss any material
         cybersecurity incidents and quantify the related costs that you have
incurred or reasonably
         expect to incur, as appropriate. Alternatively, please confirm that
you have not
         experienced any material cybersecurity incidents.
Your rights to pursue claims against the depositary..., page 61

6.       Please clarify here whether the deposit agreement provision requiring
certain claims to be
         instituted in a state or federal court in New York, New York is
intended to apply to claims
         brought under the U.S. federal securities laws. Furthermore, clarify
whether the exception
         to the arbitration provision that allows for claims brought under the
U.S. federal securities
 Baoli Ma
FirstName LastNameBaoli
BlueCity Holdings Limited Ma
Comapany19,
December  NameBlueCity
              2019        Holdings Limited
December
Page 3    19, 2019 Page 3
FirstName LastName
         laws to be instituted in federal courts also allows for those claims
to be instituted in state
         courts. Lastly, ensure your discussion of these provisions and the
jury trial waiver
         provision is consistent with your disclosure of these provisions on
page 173.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Key Factors Affecting Our Results of Operations
User growth and engagement, page 80

7.       You disclose that you had a 71.9% average next-month retention rate in
the six months
         ended June 30, 2019. Please disclose your average next-month retention
rate for
         comparative prior periods and include a narrative discussion of any
material changes or
         trends.
Monetization of our user base, page 81

8.       You disclose your average revenue per paying user (ARPPU) for live
streaming services
         for fiscal 2018 and the nine months ended September 30, 2018 and 2019.
Please also
         disclose the number of paying users for live streaming services for
each period for which
         you provide ARPPU and provide a narrative discussion of material
changes or trends. In
         this regard, we note your statements that your growth is significantly
dependent on
         maintaining or growing your number of paying users and that it appears
that your number
         of paying users for live streaming services decreased from September
30, 2018 to
         September 30, 2019. Please also tell us what consideration you have
given to disclosing
         your ARPPU and number of paying users for live streaming services for
each quarterly
         period, similar to your Average MAU and DAU disclosures.
Critical Accounting Policies, page 91

9.       We note on page 46 that you pay broadcasters through their talent
agencies and the fees
         are determined based on a percentage of revenue from virtual gift
sales that is attributed to
         the broadcasters live streams. We also note on pages 113 and 114 that
talent agencies
         represent broadcasters and recruit, train and manage broadcasters on
your platform. In
         addition, we note that broadcasters that join without a talent agency
are referred to a third-
         party talent agency for better management and development. Please
expand your critical
         accounting policies and disclosure on page F-16 to clarify the basis
for your recognition of
         revenues on a gross basis rather than net of broadcaster fees paid to
talent agencies. Refer
         to ASC 606-10-55-36 for guidance.
Regulation
Regulations Relating to Virtual Currency, page 127

10.      We note that you generate a substantial portion of your revenue from
the sale of beans, a
         virtual currency used on your live streaming platform. On page 127,
you disclose that to
         comply with a 2007 circular that bans the conversion of virtual
currency into real currency
         or property, your virtual currency currently can only be used by
viewers to exchange for
 Baoli Ma
BlueCity Holdings Limited
December 19, 2019
Page 4
      virtual items to show support for performers or gain access to privileges
and special
      features in the channels. Please explain how your statement on pages
46-47 that, in some
      cases, virtual assets on your platform are sold for actual money is in
compliance with the
      2007 circular. Additionally, please clarify whether you believe the other
regulations
      relating to virtual currencies discussed on pages 127-128 are applicable
to your business,
      and if so, whether you believe you are in compliance with these
regulations.
Financial Statements
Balance Sheet, page F-3

11.   We note that Redeemable Convertible Preferred Stock will automatically
convert to
      common stock as of the closing date of the IPO. We also note that stock
options cannot
      be exercised until you complete an IPO. Please provide in a separate
column alongside
      your most recent historic balance sheet, a pro forma balance sheet that
reflects these
      changes in capitalization at the closing of the IPO.
Note 9. Mezzanine Equity, page F-25

12.   Refer to your definition of Qualified IPO on page F-26. Please expand the
disclosure to
      clarify whether the automatic conversion of the Series A Preferred Shares
into Ordinary
      Shares is contingent on a future vote of the preferred shareholders or is
triggered as of the
      effective date of the IPO.
General

13.   Please provide us with copies of all written communications, as defined
in Rule 405 under
      the Securities Act, that you, or anyone authorized to do so on your
behalf, present to
      potential investors in reliance on Section 5(d) of the Securities Act,
whether or not they
      retain copies of the communications.
        You may contact Claire DeLabar, Staff Accountant, at (202) 551-3349 or
Robert
Littlepage, Accounting Branch Chief, at (202) 551-3361 if you have questions
regarding
comments on the financial statements and related matters. Please contact
Mitchell Austin, Staff
Attorney, at (202) 551-3574 or Jan Woo, Legal Branch Chief, at (202) 551-3453
with any other
questions.



                                                             Sincerely,
FirstName LastNameBaoli Ma
                                                             Division of
Corporation Finance
Comapany NameBlueCity Holdings Limited
                                                             Office of
Technology
December 19, 2019 Page 4
cc:       Z. Julie Gao, Esq.
FirstName LastName