United States securities and exchange commission logo




                                                                                
                             October 6, 2023

       Ivy Zhen
       Chief Financial Officer
       MicroCloud Hologram Inc.
       Room 302, Building A, Zhong Ke Na Neng Building,
       Yue Xing Sixth Road, Nanshan District,
       Shenzhen, People   s Republic of China 518000

                                                        Re: MicroCloud Hologram 
Inc.
                                                            Registration 
Statement on Form F-3
                                                            Filed September 22, 
2023
                                                            File No. 333-274650

       Dear Ivy Zhen:

              We have conducted a limited review of your registration statement 
and have the
       following comments.

              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.

       Form F-3 filed September 22, 2023

       Cover Page

   1.                                                   It appears that the 
officers, directors and significant shareholders hold 91.25% of the
                                                        50,812,035 ordinary 
shares but you indicate that 30,696,307 ordinary shares are held by
                                                        non-affiliates. Please 
tell us how you calculated your public float and the number of
                                                        shares held by 
non-affiliates.
       Prospectus Summary, page 1

   2.                                                   In your summary of risk 
factors, disclose the risks that your corporate structure and being
                                                        based in China poses to 
investors. For example, specifically discuss risks arising from the
                                                        legal system in China, 
including risks and uncertainties regarding the enforcement of laws
                                                        and that rules and 
regulations in China can change quickly with little advance notice; and
                                                        the risk that the 
Chinese government may intervene or influence your operations at any
 Ivy Zhen
MicroCloud Hologram Inc.
October 6, 2023
Page 2
       time, or may exert more control over offerings conducted overseas and/or 
foreign
       investment in China-based issuers, which could result in a material 
change in your
       operations and/or the value of the securities you are registering for 
sale.
Signatures, page 58

3.     Please revise to have your registration statement signed by your 
controller or principal
       accounting officer. If Bei Zhen, the chief financial officer, also 
serves as the controller or
       principal accounting officer, the signature should be captioned as such 
in your amended
       filing. See Instructions 1 and 2 to the Signatures section of Form F-3.
Exhibits

4.     Please file an amended registration statement with a dated and signed 
auditor   s consent.
       See Item 601(b)(23) of Regulation S-K.
        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 Uwem Bassey at 202-551-3433 or Jan Woo at 202-551-3453 
with any
other questions.



                                                               Sincerely,
FirstName LastNameIvy Zhen
                                                               Division of 
Corporation Finance
Comapany NameMicroCloud Hologram Inc.
                                                               Office of 
Technology
October 6, 2023 Page 2
cc:       Greg Lavelle
FirstName LastName