September 16, 2019

Douglas Saltzman
Chief Executive Officer
XpresSpa Group, Inc.
780 Third Avenue, 12th Floor
New York, New York 10017

       Re: XpresSpa Group, Inc.
           Registration Statement on Form S-3
           File no. 333-233419
           Filed on August 23, 2019

Dear Mr. Saltzman:

       We have limited our review of your registration statement to those
issues we have
addressed in our 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 amending your registration statement
and providing the
requested information. 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 any amendment to your registration statement and the
information you
provide in response to these comments, we may have additional comments.

Registration Statement on Form S-3, file no. 333-233419

Selling Securityholders, page 24

1.     Please ensure that your selling shareholder table accurately reflects
the shares you are
       registering for resale. For example, we note that Alpha Capital Anstalt
beneficially owns
       202,800 common shares prior to the offering, intends to sell 8,112
common shares
       pursuant to the prospectus, yet will beneficially own no shares upon
completion of the
       offering. Likewise, Brio Capital Master Fund holds 142,808 shares prior
to the offering,
       will sell a maximum of 45,000 shares pursuant to the prospectus, and
will beneficially
       own 142,800 shares upon completion. Please revise or advise. Also
clarify how you
       arrived at the number and percentage of shares beneficially held by each
selling
       shareholder after the offering.
 Douglas Saltzman
XpresSpa Group, Inc.
September 16, 2019
Page 2
General

2.    We note that you are registering the sale of approximately 35 million
shares of common
      stock. Given the size relative to the number of shares outstanding held
by non-affiliates,
      the nature of the offering and some of the selling security holders, it
appears that the
      transaction may be an indirect primary offering. Please provide us with
an analysis as to
      why the offering by the selling stockholders should properly be regarded
as a secondary
      offering and, if applicable, why you would be eligible to register the
transaction as an
      indirect primary offering on Form S-3. In your analysis, tell us why you
are registering
      200% of the shares issuable upon conversion and exercise of each of the
securities
      referenced. Refer to Securities Act Rules Compliance and Disclosure
Interpretation
      612.09.
        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 Paul Fischer, Staff Attorney, at 202-551-3415, or Kathleen
Krebs, Special
Counsel, at 202-551-3350, with any questions.



                                                            Sincerely,
FirstName LastNameDouglas Saltzman
                                                            Division of
Corporation Finance
Comapany NameXpresSpa Group, Inc.
                                                            Office of
Telecommunications
September 16, 2019 Page 2
cc:       Kenneth Koch
FirstName LastName