August 10, 2018

Bin Li
Chief Executive Officer
NIO Inc.
Building 20, No. 56 AnTuo Road, Jiading District
Shanghai, 201804
People's Republic of China

       Re: NIO Inc.
           Amendment No. 3 to Draft Registration Statement on Form F-1
           Submitted July 30, 2018
           CIK No. 0001736541

Dear Mr. Li:

      We have reviewed your amended draft registration statement and have the
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. Unless we note otherwise, our references to prior comments are to
comments in our
June 29, 2018 letter.

Amendment No. 3 to Draft Registration Statement on Form F-1

Management's Discussion and Analysis of Financial Condition and Results of
Comparison of Six Months Ended June 30, 2017 and 2018
Cost of sales, page 85

1.     We note you pay JAC a per vehicle processing fee for each vehicle
produced that appears
       to be in addition to the compensation for operating losses incurred by
JAC. We also note
       you present assets for production facilities and building and
construction. Please clarify
 Bin Li
FirstName LastNameBin Li
NIO Inc.
Comapany NameNIO Inc.
August 10, 2018
August 10, 2018 Page 2
Page 2
FirstName LastName
         for us and in your analysis of cost of sales whether the fee and
depreciation associated
         with the noted assets and any other assets associated with the
production of your
         vehicles are included in cost of sales. To the extent material to your
analysis, quantify
         these costs as you do for other costs identified in your existing

         In connection with the above, please add a note to your notes to the
financial statements
         describing your accounting policy for cost of sales, including the
costs included therein.
Manufacturing, Supply Chain and Quality Control
Our Future Manufacturing Plant, page 135

2.       We note your response to our prior comment one and reissue in part.
Please disclose here
         an estimate of the costs associated with the construction and rent of
the manufacturing
         plant. To the extent you are not able to provide an estimate, please
describe the factors, if
         known, that the Shanghai authority will consider when determining the
rental fee, the
         construction costs, renewal terms and your contribution to the local
Description of American Depositary Shares
Jurisdiction and Arbitration, page 189

3.       We note your disclosure on page 189 that the deposit agreement
contains provisions that
         irrevocably waive any right to a trial by jury in any lawsuit or
proceeding against the
         depositary or the company related to the company's shares, the ADSs or
the deposit
         agreement. Please disclose whether such waiver includes claims made
under the federal
         securities laws. If the provision applies to claims under the federal
securities laws,
         provide a risk factor regarding the impact of this provision of the
deposit agreement on the
         rights of ADS holders. In addition, address potential enforceability
issues. Finally, clarify
         that by agreeing to the provision, investors will not be deemed to
have waived the
         company's or the depositary's compliance with U.S. federal securities
laws and the rules
         and regulations promulgated thereunder.
4.       We note your disclosure that the deposit agreement has an exclusive
forum provision.
         Please add a risk factor addressing the risks of this provision for
your ADS holders.
5.       We note your disclosure on page 189 that the depositary will have the
right to refer any
         claim or dispute arising from the relationships created by the deposit
agreement to
         arbitration in accordance with the Commercial Arbitration Rules of the
         Arbitration Association. Please tell us and disclose the impact of
this provision on holders
         of your ADSs for claims under the federal securities laws.
 Bin Li
NIO Inc.
August 10, 2018
Page 3
Notes to Unaudited Interim Condensed Consolidated Financial Statements
Note 2. Summary of Significant Accounting Policies
(i) Revenue recognition
(iii) Other scenarios, page F-65

6.       We note your response to prior comment two. Please explain to us what
"other cost"
         represents in your example of a redemption using credits and cash.

         In connection with the above, we understand that a selling and
marketing expense is
         initially recognized in the exchange transaction upon the awarding of
credits. However, it
         continues to appear that other income and cost of sales should be
recorded to properly
         reflect when merchandise is sold, regardless of whether the form of
payment is cash or
         credits. Please advise.
       You may contact Theresa Brillant at 202-551-3307 or Doug Jones at
202-551-3309 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Sonia Bednarowski at 202-551-3666 or Justin Dobbie, Legal Branch Chief,
at 202-551-
3469 with any other questions.

FirstName LastNameBin Li                                      Sincerely,
Comapany NameNIO Inc.
                                                              Division of
Corporation Finance
August 10, 2018 Page 3                                        Office of
Transportation and Leisure
FirstName LastName