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                              May 15, 2024

       Qing Sun
       Chief Executive Officer
       AA Mission Acquisition Corp.
       21 Waterway Avenue, STE 300 #9732
       The Woodlands, TX 77380

                                                        Re: AA Mission
Acquisition Corp.
                                                            Draft Registration
Statement on Form S-1
                                                            Submitted April 18,
2024
                                                            CIK No. 0002012964

       Dear Qing Sun:

                                                        We have reviewed your
draft registration statement and have the following comments.

              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 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 the information you provide in response to this
letter and your amended
       draft registration statement or filed registration statement, we may
have additional comments.

       Draft Registration Statement on Form S-1 submitted April 18, 2024

       Cover Page

   1.                                                   Please clearly disclose
whether the legal and operational risks associated with the majority
                                                        of your officers and
directors being based in or having significant ties to China could
                                                        result in a material
change in your search for a target company.
   2.                                                   Please revise the
disclosure on the cover page to clearly state that only holders of Class B
                                                        ordinary shares will
have the right to "vote" on the appointment of directors before and in
                                                        connection with the
initial business combination. See the disclosure beginning on page
                                                        158. Please also
reconcile the disclosure on page 23, which states the class A and B shares
                                                        vote together as one
class on all matters, with the disclosure here and on page 158.
   3.                                                   We note the statement
that of the proceeds from this offering and the private placement
                                                        units, "$301,500,000
.... will be deposited into a trust account, after deducting $4,500,000
                                                        in underwriting
discounts ... and an aggregate of $7,500,000 ... to pay fees and expenses in
 Qing Sun
FirstName
AA MissionLastNameQing   Sun
            Acquisition Corp.
Comapany
May        NameAA Mission Acquisition Corp.
     15, 2024
May 15,
Page 2 2024 Page 2
FirstName LastName
         connection with the closing of this offering and for working capital
following the closing
         of this offering." Please explain how you calculated this amount given
that you are
         seeking to raise $300 million in this IPO and the concurrent private
placement will
         raise $7,590,000. After deducting the underwriting expenses and the
working capital
         amount, the amount available to place in the trust would only be
$295,590,000.
Summary
Permission, Licenses or Approvals Required from the PRC Authorities, page 10

4.       We note your disclosure on page 12 regarding the Trial Measures that
impose certain
         filing requirements for direct and indirect overseas listings and
offerings. Please disclose
         how, if at all, the Trial Measures apply to this transaction, whether
you have complied
         with your obligations under the Trial Measures, and the risks to
investors of non-
         compliance.
5.       Disclose each permission or approval that your officers and directors
are required to
         obtain from Chinese authorities to search for a target company. State
whether your
         directors and officers are covered by permissions requirements from
the China Securities
         Regulatory Commission (CSRC), Cyberspace Administration of China (CAC)
or any
         other governmental agency, and state affirmatively whether you have
received all
         requisite permissions or approvals and whether any permissions or
approvals have been
         denied.
Risks
Summary of Risk Factors, page 37

6.       In your summary of risk factors, disclose the risks that the majority
of your directors and
         officers being based in or having significant ties to China poses to
investors. In particular,
         describe the significant regulatory, liquidity, and enforcement risks
with cross-references
         to the more detailed discussion of these risks in the prospectus. For
example, specifically
         discuss risks arising from the legal system in China, including risks
and uncertainties
         regarding the enforcement of laws and that rules and regulations in
China can change
         quickly with little advance notice; and the risk that the Chinese
government may intervene
         or influence your search for a target company or completion of your
initial business
         combination at any time, which could result in a material change in
your operations and/or
         the value of the securities you are registering for sale.
Risk Factors, page 39

7.       Given the Chinese government   s significant oversight and discretion
over the conduct of
         your directors    and officers    search for a target company, please
revise to highlight
         separately the risk that the Chinese government may intervene or
influence your
         operations at any time, which could result in a material change in
your search and/or the
         value of the securities you are registering. We remind you that,
pursuant to federal
         securities rules, the term    control    (including the terms
controlling,       controlled by,    and
 Qing Sun
FirstName
AA MissionLastNameQing   Sun
            Acquisition Corp.
Comapany
May        NameAA Mission Acquisition Corp.
     15, 2024
May 15,
Page 3 2024 Page 3
FirstName LastName
            under common control with   ) means    the possession, direct or
indirect, of the power to
         direct or cause the direction of the management and policies of a
person, whether through
         the ownership of voting securities, by contract, or otherwise.
8.       We note the disclosure on the cover page and in the risk factor on
page 43 that the
         proceeds in the trust account and the interest earned on the trust
account shall not be used
         to pay any excise tax. It is unclear how you determined the proceeds
in the trust and the
         interest earned on the account would not be used to pay for any excise
tax due, in
         particular post business combination or in connection with a court
order or bankruptcy
         after a redomestication.
9.       Please reconcile the risk factor disclosure on page 68 where you
discuss the risks related
         to acquiring control through contractual arrangements with the
disclosure on the
         prospectus cover page that you will not acquire a company with China
operations
         consolidated through a variable interest entity structure.
If we are deemed to be an unregistered investment company under the Investment
Company
Act...., page 51

10.      Please revise this risk factor to disclose that if you are found to be
operating as an
         unregistered investment company, you may be required to change your
operations, wind
         down your operations, or register as an investment company under the
Investment
         Company Act. In addition, please confirm that if your facts and
circumstances change
         over time, you will update your disclosure to reflect how those
changes impact the risk
         that you may be considered to be operating as an unregistered
investment company.
Exchange controls that exist in the PRC may restrict or prevent us from using
the proceeds.....,
page 70

11.      Please address any impact PRC law or regulation may have on
shareholder redemption
         rights here and elsewhere as appropriate.
Permitted Purchases of Our Securities, page 125

12.      We note your disclosure on page 126 stating that, in the event your
sponsor, directors,
         executive officers, advisors or their affiliates were to purchase
shares or warrants from
         public shareholders, such purchases would be structured in compliance
with the
         requirements of Rule 14e-5 under the Exchange Act, including that your
registration
         statement/proxy statement filed for your business combination
transaction would include a
         representation that any of your securities purchased by your sponsor,
directors, executive
         officers, advisors or any of their affiliates would not be voted in
favor of approving the
         business combination transaction. Please reconcile with the statement
on page 125 that
         "the purpose of any such purchases of shares could be to vote such
shares in favor of the
         initial business combination." We also note disclosure on page 151 and
elsewhere stating
         that    [i]n the event that we submit our initial business combination
to our public
         shareholders for a vote, our initial shareholders have agreed to vote
their founder shares,
 Qing Sun
AA Mission Acquisition Corp.
May 15, 2024
Page 4
         and they and the other members of our management team have agreed to
vote any founder
         shares they hold and any shares purchased during or after the offering
in favor of our
         initial business combination.    Please reconcile or advise. Refer to
Tender Offer Rules and
         Schedules Compliance and Disclosure Interpretation 166.01 for
guidance.
Notes to Financial Statements
Note 7: Shareholder's Equity, page F-14

13.      We note you have classified the private placements warrants as equity.
Please provide us
         with your analysis under ASC 815-40 to support your accounting
treatment for these
         warrants. As part of your analysis, please address whether there are
any terms or
         provisions in the warrant agreement that provide for potential changes
to the settlement
         amounts that are dependent upon the characteristics of the holder of
the warrant, and if so,
         how you analyzed those provisions in accordance with the guidance in
ASC 815-40. Your
         response should address, but not be limited to, your disclosure that
"[i]f the Private
         Placement Warrants are held by someone other than the initial
purchasers or their
         permitted transferees, the Private Placement Warrants will be
redeemable by the Company
         and exercisable by such holders on the same basis as the Public
Warrants."
General

14.      Please clearly disclose the location of the sponsor.
15.      Please include a separate section on enforcement of liabilities
addressing the enforcement
         risks related to civil liabilities due to all of your officers and
directors being located in
         China. For example, revise to discuss more specifically the
limitations on investors being
         able to effect service of process and enforce civil liabilities in
China, lack of reciprocity
         and treaties, and cost and time constraints.
       Please contact Eric McPhee at 202-551-3693 or Shannon Menjivar at
202-551-3856 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Ronald (Ron) E. Alper at 202-551-3329 or Pam Howell at 202-551-3357
with any other
questions.



FirstName LastNameQing Sun                                      Sincerely,
Comapany NameAA Mission Acquisition Corp.
                                                                Division of
Corporation Finance
May 15, 2024 Page 4                                             Office of Real
Estate & Construction
FirstName LastName