October 9, 2024

Jiangang Luo
Chief Executive Officer
Bowen Acquisition Corp
420 Lexington Avenue, Suite 2446
New York, New York 10170

Liangwen Wang
Chief Financial Officer
Qianzhi Group Holdings (Cayman) Limited
1705, Block B, KK 100 Building
5016 East Shennan Road
Luoho District, Shenzhen
Guangdong Province, 51800
Peoples Republic of China

       Re: Bowen Acquisition Corp
           Amendment No. 1 to Registration Statement on Form S-4
           Filed October 4, 2024
           File No. 333-282021
Dear Jiangang Luo and Liangwen Wang:

     We have reviewed your amended registration statement and have the
following
comment(s).

        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. Unless
we note
otherwise, any references to prior comments are to comments in our September
24,
2024 letter.
 October 9, 2024
Page 2
Amendment No. 1 to Registration Statement on Form S-4 filed October 4, 2024
SPAC Sponsor Compensation, page v

1.    We note your response to prior comment 2, and your statement on page 15:
"based on
      the value of the Bowen securities invested in and the amount of the loans
and
      unreimbursed expenses as set forth above, the aggregate amount that the
SPAC
      Sponsors and Bowen   s officers and directors have at risk is $[3,442,820
($3,434,570
      by Createcharm and $8,250 by Bowen Holding)]." Please expand this section
of the
      shareholder letter to add disclosure of all compensation received or to
be received by
      the SPAC sponsors, their affiliates, and promoters in connection with the
de-SPAC
      transaction or any related financing transaction, including the nature
and amounts of
      any reimbursements to be paid to the Sponsors, their affiliates, and any
promoters
      upon the completion of the de-SPAC transaction, such as the loans to the
Sponsors
      and out-of-pocket expenses due to the Sponsors, or advise. We understand
from your
      response that there are not currently any outstanding amounts owed under
any
      unsecured promissory notes.
Potential Dilution to Non-Redeeming Bowen Public Shareholders, page 109

2.    We note your revised disclosure to include a dilution table pursuant to
Item 1604(c) of
      Regulation S-K. Please revise your presentation to clearly show the
unadjusted net
      tangible book value per share as of the most recent balance sheet date
filed, the nature
      and amount of each specific adjustment to net tangible book value, and
the total
      number of adjusted shares used to determine net tangible book value per
share, as
      adjusted. In this regard, we note that it is not clear from your current
presentation
      whether you have made any adjustments to net tangible book value per
share for
      transaction expenses, repayment or conversion of any outstanding loans
due to your
      sponsors or as a result of a reclassification from the trust account, or
the total number
      of as-adjusted shares used to calculate as-adjusted net tangible book
value per share
      and how the level of redemptions impacts this number. Finally, outside of
the table,
      please describe each material potential source of future dilution that
nonredeeming
      shareholders may experience by electing not to tender their shares in
connection with
      the de-SPAC transaction, including sources not included in the table with
respect to
      the determination of net tangible book value per share, as adjusted. This
presentation
      should include the 1,400,000 Earnout Shares if their issuance is not
considered a
      materially probable or consummated transaction for purposes of the
tabular
      disclosure.
General

3.    We note the consent of Frost & Sullivan filed as Exhibit 99.7 mentions an
investor
      presentation, and an investor presentation is mentioned on page 118 as
well. Please
      revise to provide any material information from this presentation that is
not included
      in your registration statement and describe the purpose of this
presentation.
 October 9, 2024
Page 3

       Please contact Christie Wong at 202-551-3684 or Terence O'Brien at
202-551-3355 if
you have questions regarding comments on the financial statements and related
matters. Please contact Conlon Danberg at 202-551-4466 or Margaret Sawicki at
202-551-
7153 with any other questions.



                                                         Sincerely,

                                                         Division of
Corporation Finance
                                                         Office of Industrial
Applications and
                                                         Services
cc:   Jeffrey Gallant, Esq.