September 19,
2024

Shufang Gao
Chief Executive Officer
Tianci International, Inc.
Unit B,10/F., Ritz Plaza, No.122 Austin Road, Tsim Sha Tsui
Kowloon, Hong Kong 999077

       Re: Tianci International, Inc.
           Amendment No. 2 to Registration Statement on Form S-1
           Filed September 5, 2024
           File No. 333-280089
Dear Shufang Gao:

     We have reviewed your amended 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.

Amendment No. 2 to Registration Statement on Form S-1
Risk Factors
While we believe that we and our subsidiaries are currently not required to
obtain permissions or
approvals from Mainland China..., page 34

1.     Please revise to clarify that although certain risks specific to
variable interest entities may
       not be applicable to you, the issues and risks identified in the
Division of Corporation
       Finance's November 23, 2020 "Disclosure Considerations for China-Based
       Issuers" related to China-based operating companies registering
securities with the SEC
       do still apply, and that the PRC government has oversight authority
notwithstanding the
       fact that your operations are based in Hong Kong.
 September 19, 2024
Page 2
General

2.     We note your disclosure that you do not believe you are required "to
obtain any
       permissions or approvals from the Mainland China authorities, including
but not limited
       to the China Securities Regulatory Commission (   CSRC   ) and the
Cyberspace
       Administration of China (   CAC   ), to operate Roshing   s business or
to list our securities
       on the U.S. exchanges and offer securities, including but not limited to
issuing our
       common stock to foreign investors; and (ii) we and our subsidiaries have
not applied for
       or been denied of any such permissions or approvals from the Mainland
China
       authorities." Please tell us whether you relied upon an opinion of
counsel with respect to
       such conclusions and if not, revise in to state as much and explain why
such an opinion
       was not obtained. Additionally, revise your disclosure to clarify
whether you or your
       subsidiaries are required to obtain any permissions or approvals from
Hong Kong
       to operate your business and revise your risk factors as appropriate. To
the extent that you
       are subject to any permission or approval requirements, state
affirmatively whether you
       have received all requisite permissions or approvals and whether any
permissions or
       approvals have been denied. Please also describe the consequences to you
and your
       investors if you or your subsidiaries: (i) do not receive or maintain
such permissions or
       approvals, (ii) inadvertently conclude that such permissions or
approvals are not required,
       or (iii) applicable laws, regulations, or interpretations change and you
are required to
       obtain such permissions or approvals in the future.

      Please contact Matthew Derby at 202-551-3334 with any questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of
Technology