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                               February 5, 2024

       Weilai Zhang
       Chief Executive Officer
       Antelope Enterprise Holdings Ltd
       Room 1802, Block D, Zhonghai International Center
       Hi-Tech Zone, Chengdu
       Sichuan Province, PRC

                                                        Re: Antelope Enterprise 
Holdings Ltd
                                                            Amendment No. 1 to 
Form 20-F for Fiscal Year Ended December 31, 2022
                                                            File No. 001-34944

       Dear Weilai Zhang:

            We have reviewed your amendment filed February 2, 2024 and have the 
following
       comment.

              Please respond to this letter within ten business days by 
providing the requested
       information or advise us as soon as possible when you will respond. If 
you do not believe a
       comment applies to your facts and circumstances, please tell us why in 
your response.

               After reviewing your response to this letter, we may have 
additional comments. Unless
       we note otherwise, any references to prior comments are to comments in 
our January 22, 2024
       letter.

       Amendment No. 1 to Form 20-F for Fiscal Year Ended December 31, 2022

       Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent 
Inspections, page 4

   1.                                                   With respect to the 
disclosures required by Item 16I(b)(2), please supplementally clarify
                                                        the jurisdiction in 
which Antelope Enterprise Holdings Limited is organized or
                                                        incorporated and tell 
us the percentage of your shares owned by governmental entities in
                                                        that foreign 
jurisdiction. In this regard, it appears that you are organized or incorporated
                                                        in the British Virgin 
Islands.
              Please contact Jennifer Thompson at 202-551-3737 or Andrew Mew at 
202-551-3377
       with any questions.



                                                                                
                               Sincerely,
 Weilai Zhang
Antelope Enterprise Holdings Ltd
February 5, 2024
Page 2

FirstName LastNameWeilai Zhang
                                                Division of Corporation Finance
Comapany NameAntelope Enterprise Holdings Ltd
                                                Disclosure Review Program
February 5, 2024 Page 2
cc:       Joan Wu
FirstName LastName