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                            June 13, 2024

       Joyce Lee Jue Hui
       Chief Executive Officer
       Fitness Champs Holdings Limited
       7030 Ang Mo Kio
       Avenue 5, #04-48
       NorthStar@AMK
       Singapore 569880

                                                        Re: Fitness Champs
Holdings Limited
                                                            Draft Registration
Statement on Form F-1
                                                            Submitted May 17,
2024
                                                            CIK No. 0002023796

       Dear Joyce Lee Jue Hui:

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

              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 F-1

       Prospectus Summary, page 8

   1.                                                   Disclose the basis on
which you are a "leading" sports education provider in Singapore
                                                        specializing in the
provision of swimming programs to students.
 Joyce Lee Jue Hui
FirstName  LastNameJoyce  Lee Jue Hui
Fitness Champs  Holdings Limited
Comapany
June       NameFitness Champs Holdings Limited
     13, 2024
June 13,
Page 2 2024 Page 2
FirstName LastName
Implications of Our Being a Foreign Private Issuer, page 11

2.       We note your disclosure regarding your ability to adopt certain home
country practices as
         a result of your status as a foreign private issuer. Please clarify
here and throughout
         whether you intend to adopt such home country practices and how they
will impact your
         corporate governance. In this regard, we note your disclosure on page
26 that you plan to
         rely on home country practice "with respect to corporate governance
matters" and your
         disclosure on page 99 that you do not intend to rely on home country
practices following
         the offering.
Implications of Our Being an Emerging Growth Company, page 11

3.       The cover page of your registration statement indicates your election
to use the extended
         transition period for complying with any new or revised financial
accounting standards
         pursuant to Section 7(a)(2)(B) of the Securities Act, but your
disclosure indicates that you
         may take advantage of the provision for emerging growth companies that
allows longer
         phase-in periods for the adoption of new or revised accounting
standards. Please revise to
         clarify your disclosure.
Risk Factors
Risks Related to Our Business and Industry
Our operation is subject to certain regulatory requirements..., page 12

4.       Please expand your disclosure to specify the relevant registrations,
certifications, licenses,
         and memberships to which you refer, and state whether you are
currently in compliance
         with all applicable regulatory requirements.
Risks Related to Our Securities and This Offering, page 21

5.       Please include a risk factor addressing the possibility your shares
may not be approved for
         listing on the Nasdaq Capital Market or another national securities
exchange and the
         potential impact on your business. We note your offering is contingent
upon such
         approval and listing.
Capitalization
Total Indebtedness, page 35

6.       We note your disclosure of the loans entered into by the company and
various lenders.
         Please file the related agreements as exhibits to the registration
statement or tell us why
         you are not required to do so. Refer to Item 8(a) of Form F-1 and Item
601(b)(10) of
         Regulation S-K.
 Joyce Lee Jue Hui
FirstName  LastNameJoyce  Lee Jue Hui
Fitness Champs  Holdings Limited
Comapany
June       NameFitness Champs Holdings Limited
     13, 2024
June 13,
Page 3 2024 Page 3
FirstName LastName

Dividends and Dividend Policy, page 36

7.       Please indicate whether or not you currently expect that comparable
cash dividends paid
         to your shareholders historically will continue to be paid in the
future, and if not, the
         nature of the change in the amount or rate of cash dividend payments.
Business, page 73

8.       We note your disclosure on page 14 suggesting you have an agreement
with the MOE that
         governs your participation in the SwimSafer program. Please describe
the material terms
         of the agreement in your filing and file the agreement as an exhibit
to the registration
         statement. Refer to Item 10.C of Form 20-F and Item 601(b)(10) of
Regulation S-K.
Principal and Selling Shareholders, page 107

9.       Revise to include the disclosure required by Item 7.A.1 of Form 20-F.
In this regard, it
         appears you have only included your directors and officers, despite
disclosing elsewhere
         in your filing that you have major shareholders.
10.      Revise to disclose the nature of any position, office, or other
material relationship which
         the Selling Shareholders have had within the past three years with the
registrant or any of
         its predecessors or affiliates. In addition, revise to disclose the
natural persons who control
         the Selling Shareholders who have had a material relationship with the
registrant or any of
         its predecessors or affiliates within three years prior to the fling
of the registration
         statement. Refer to Item 9.D of Form 20-F.
Consolidated Statements of Cash Flows, page F-8

11.      We note your disclosure of "payment of dividends" and "repayment of
amount due from
         director" as non-cash financing activities. Please tell us your basis
for classifying each of
         these as non-cash activities. In your response, please clarify for us
whether any such
         amounts for dividends or repayments of amounts due from director were
paid or received
         in cash.
Notes to Consolidated Financial Statements
Note 6 - Amount Due from Director, page F-21

12.      Please reconcile the change in the amount reported as "amounts due
from director" in your
         consolidated balance sheets, the "amount due from director" reported
in your
         consolidated statements of cash flows, and repayment of amount due
from director
         reported in supplemental disclosure of non-cash financing activities
for the fiscal
         year ended December 31, 2023. Please also revise your statements of
cash flow to revise
         the label of the line item "Amount due from director" to indicate the
underlying cash flow
         activity, such as "loan to director." Please also ensure that cash
outflows for dividends and
         cash inflows for repayments of loans are not netted.
 Joyce Lee Jue Hui
FirstName  LastNameJoyce  Lee Jue Hui
Fitness Champs  Holdings Limited
Comapany
June       NameFitness Champs Holdings Limited
     13, 2024
June 13,
Page 4 2024 Page 4
FirstName LastName
Note 17 - Subsequent Events, page F-30

13.      In regard to your May 3, 2024, declared dividend to your shareholders,
please tell us of
         your consideration for providing the information required by SAB Topic
1B.3.
Resale Prospectus, page Alt-1

14.      We note your disclosure that the sale of any shares by the Resale
Shareholders that occur
         "until our Ordinary Shares are listed or quoted on an established
public trading market
         will take place at the public offering price of the Ordinary Shares
which we are selling in
         our initial public offering." You also state that "no sales of the
shares covered by this
         prospectus shall occur until the Ordinary Shares sold in our initial
public offering begin
         trading on the Nasdaq Capital Market or another national securities
exchange." Revise for
         consistency.
15.      Please revise to disclose the nature of any position, office, or other
material relationship
         which the Resale Shareholders have had within the past three years
with the registrant or
         any of its predecessors or affiliates. In addition, revise to disclose
the natural persons who
         control the Resale Shareholders who have had a material relationship
with the registrant or
         any of its predecessors or affiliates within three years prior to the
filing of the registration
         statement. Refer to Item 9.D of Form 20-F.
General

16.      Regarding our concerns that the proposed resale transactions could be
indirect primary
         offerings, to help us better understand your position that the
transactions should not be so
         characterized, please provide us with the following information:

                Please tell us why you determined to separate the shares into
Selling Shareholder
              shares and Resale shares. Also clarify why Fuji   s shares are
split between the Selling
              Shareholder shares and Resale shares.
                Please tell us when you intend to issue the Selling Shareholder
shares and the Resale
              shares, as your current disclosure indicates the Resale shares
have not yet been issued
              and provides no details regarding when the Selling Shareholder
shares were or will be
              issued. Also tell us how you determined the timing and why you
intend to register
              them now.
                Please tell us the price at which you intend to issue the
Resale and Selling
              Shareholder shares.
                Please tell us how you intend to determine the number of shares
to be sold via each
              resale transaction.
                Please clarify whether the lead underwriter for the initial
public offering, Eddid
              Securities USA, Inc., has any role in, or direct or indirect
participation in, facilitating
              the primary sales of shares to the Selling Shareholders and
Resale Shareholders.
                Please tell us why Big Treasure is not subject to the lock-up
arrangements and why
              Biostar and Creative Path are subject only to leak-out
agreements. On page 132 you
 Joyce Lee Jue Hui
Fitness Champs Holdings Limited
June 13, 2024
Page 5
           disclose that the lock-up does not include the ordinary shares sold
by the Selling
           Shareholders or the Resale Shareholders, yet elsewhere you disclose
that only Big
           Treasure is excluded from the lock-up. Revise for consistency. Also
clarify whether
           Fuji and Easy Builder, the other Resale Shareholders, are subject to
the lock-up or
           leak-out agreements.
             Please tell us how you intend to determine the thresholds for the
leak-out agreements
           and why you adopted the agreements.
             You state on pages 5-6 that Biostar, Creative Path, Fuji and True
Height are owned
           by independent third parties. You do not indicate whether Easy
Builder is owned by
           an independent third party or an affiliate. On page F-10 you
disclose that Biostar,
           Easy Builder, Creative Path, Fuji and True Height were all part of
the Restructuring,
           and that the Restructuring is considered a merger of entities under
common control.
           Tell us why you believe they are independent third parties.

       Please contact Patrick Kuhn at 202-551-3308 or Lyn Shenk at 202-551-3380
if you have
questions regarding comments on the financial statements and related matters.
Please contact
Alyssa Wall at 202-551-8106 or Taylor Beech at 202-551-4515 with any other
questions.



                                                           Sincerely,
FirstName LastNameJoyce Lee Jue Hui
                                                           Division of
Corporation Finance
Comapany NameFitness Champs Holdings Limited
                                                           Office of Trade &
Services
June 13, 2024 Page 5
cc:       David Ficksman
FirstName LastName