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February 7, 2020

FILED ON EDGAR:

Securities and Exchange Commission

Attn: Division of Corporation Finance

Office of Life Sciences

100 F Street, NE

Washington, DC 20549

Re:      Bio
Essence Corp.

Amendment No. 2 to Form S-1

Filed October 28, 2019

File No. 333-232839

Dear Sir or Madam:

This letter is in response
to your November 26, 2019 comment letter to Ms. Yin Yan, Chairman of the Board, Chief Executive Officer and President Bio Essence
Corp. (the “Company”). The above-captioned firm has been retained by the Company to respond to your comments and to
subsequently amend the above-referenced filings; however, please continue to communicate directly with Ms. Yan in the ordinary
course, and please feel free to contact me with any follow up questions or comments.

Amendment No. 1 to Form S-1

Prospectus Summary and Risk Factors, page
5

1. This section does not contain
all of the information cited in the asterisk. Accordingly, please revise to delete this note or revise.

RESPONSE:

The Company has made the required
revisions.

2. We note your discussion on page
6 concerning your sales channels. With a view to revised disclosure, please tell us whether you have conducted material sales through
each of the identified channels. Given that these channels appear to be in the United States, please tell us whether your sales
are concentrated in the United States. With reference to your disclosure on page 14, please also tell us whether material sales
volume is conducted through your service providers.

      1

RESPONSE:

The Company has conducted sales
meetings with prospects through brokers and direct contacts. Many of these contacts may provide opportunities to sell through mass
channels. Our products are currently sold through GNC. However as of this Amendment to the Registration Statement on Form S-1/A,
the Company has not made any material sales through any other channels. The Company will revise its disclosure as required.

Summary of Business
and Present Offering, page 5

3. Please include a brief
description of the offering in this section.

RESPONSE:

The Company notes the Commission’s
comment and has included the following language in its Amended Registration Statement on Form S-1/A:

“The Company files this
Registration Statement to register 38,109,000 shares of its common stock. The Company is registering 5,000,000 shares of common
stock at $1.00 per share for our IPO. Net proceeds from the IPO with be retained by the Company and deposited into the Company’s
operations account to fund the implementation of its business plan. The Company is also registering 33,209,000 shares of common
stock currently held by our Selling Shareholders. The Selling Shareholders intend on selling their respective shares for the fixed
price of $1.00 per share for the duration of the offering. The Company will not retain any proceeds from Shares sold by the Selling
Shareholders.”

Risk Factors, page 6

4. Please add a risk factor to disclose
that there is substantial doubt about your ability to continue as a going concern. In this risk factor, please describe this going
concern opinion and how it impacts your business operations. Additionally, please disclose your working capital deficit and net
losses to date.

RESPONSE:

The Company notes the Commission’s
comment and has included the following language in its Amended Registration Statement on Form S-1/A:

“There is substantial doubt
as to the Company’s ability to continue as a going concern.

Our auditor's report on our 2018
and 2017 financial statements expresses an opinion that substantial doubt exists as to whether we can continue as an ongoing business.
The Company has suffered recurring losses and generated negative cash flows from operations. These raise substantial doubt about
our ability to continue as a going concern. The accompanying audited financial statements do not include any adjustments relating
to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might
result from the outcome of this uncertainty. The Company incurred net losses of $1.46 million and $1.76 million for the years
ended December 31, 2018 and 2017 respectively. The Company also had an accumulated deficit of $4.41 million and working capital
deficit of $24,381 as of December 31, 2018. The Company incurred net losses of $0.62 million and $0.66 million for the six months
ended June 30, 2019 and 2018, respectively. The Company also had an accumulated deficit of $5.03 million and working capital deficit
of $317,016 as of June 30, 2019.

      2

Because substantial doubt exists
as to whether the company can continue as a going concern, it may be more difficult for the company to attract investors. Our future
is dependent upon our ability to obtain financing to continue operations and attain profitable operations. We will seek additional
funds through private placements of our common stock. Our financial statements do not include any adjustments relating to the recoverability
and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event
we cannot continue in existence.”

Risks Related to Our Business
and Industry, page 6

5. We note that you offer your products
and services in China. Please advise whether any additional permits or certificates are necessary to market your products in China.

RESPONSE:

The Company notes the Commissions
comment. Some of the products that the Company exports to China require permits, while others only required a standard customs
inspection. The Company has revised its disclosure to clarify this issue.

The herbal, vitamin, and nutraceuticals
industry is an intensely competitive market, page 6

6. Please remove the reference to
the prospectus as a "Private Placement Memorandum." Please also revise other statements throughout the prospectus that
refer to the transaction as a private offering.

RESPONSE:

The Company has made the required
revisions.

We have experienced losses and
we may not achieve or sustain profitability in the future, page 8

7. Please revise this risk factor
to quantify your losses for the past two fiscal years and most recent interim period.

RESPONSE:

The Company notes the Commission’s
comment and has included the following language in its Amended Registration Statement on Form S-1/A:

“We have experienced losses
and we may not achieve or sustain profitability in the future.

We have suffered net losses of
$1,458,686 and $1,760,008 in the 2018 and 2017 fiscal years, respectively. As of June 30, 2019, the Company has suffered a net
loss of $622,491. These losses are primarily due to expenses incurred by the Company related to its operations and are outlined
in detail in our audited financial statements. We have no ability to predict if we will become profitable. We anticipate that
our cost of revenues and operating expenses will increase substantially in the foreseeable future as we continue to grow our business
and develop our new products. These efforts may prove more expensive than we currently anticipate, and we may not succeed in increasing
our revenues sufficiently to offset these higher expenses. Many of our efforts to generate revenues from our business are new,
and any failure to increase our revenues or generate revenues from our products could prevent us from attaining or increasing
profitability. We do not expect to be profitable in the foreseeable future and we cannot be certain that we will be able to attain
profitability on a quarterly or annual basis, or if we do, that we will sustain profitability.”

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Detailed Description of Business,
page 13

8. Please disclose the basis for
your statement that Bio Essence is a “leader” in the nutraceutical industry. Discuss any metrics that support the claim.

RESPONSE:

The Company has determined that
the identified disclosure is subjective and difficult to substantiate given a variety of factors that could be used to determine
which entities are “leaders” in a given field. As such, the Company has removed any reference to being a “leader”
in the nutraceutical industry.

9. Please revise the organizational
chart on page 14 to ensure that it reflects the current size and structure of your company. For example, you appear to show the
CEO and CFO as separate individuals, but those functions are performed by the same person.

RESPONSE:

The Company has made the required
revisions.

Bio Essence Herbal Essentials
dba Bio Essence Health Science, page 14

10. You state that BE Essentials
provides “potent” dietary supplements. Please tell us whether the U.S. Food and Drug Administration or comparable regulatory
body has made any conclusions regarding the efficacy of your products.

RESPONSE:

The Company has determined that
the identified disclosure is subjective and difficult to substantiate given a variety of factors that could be used to determine
what constitutes a “potent” dietary supplement. As such, the Company has removed any reference BE Essentials providing
“potent” dietary supplements.

Outlook, page 15

11. Please provide the basis for
the 20% growth that you expect over the next two years and what metric you are expecting to grow.

RESPONSE:

The Company is in the process
of securing supply relationships with Walmart and several companies in China. This promising growth is the basis for our belief
that the Company may experience up to twenty percent (20%) growth in the next two years. The Company has made revisions to the
identified disclosure to expand on this information and temper the disclosures regarding projected growth.

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Fusion Naturals, page 15

12. We note your statement that your
products are "clinically proven." Please clarify which of your products are clinically proven and discuss the clinical
results. Also discuss whether any regulatory authority has reviewed the trial data and/or approved the products.

RESPONSE:

The Company uses ingredients in
its products that are internationally patented by other entities not affiliated with the Company. In order to be patented, these
ingredients must be subjected to clinical trials. Additionally, the Company engages in independent clinical trial studies through
a lab in Taiwan. However, to eliminate the possibility of investor confusion, the Company has revised its disclosure as follows:

“At Fusion Naturals, we
believe that beauty should come from within naturally. That’s why we combine simple, clean, and wholesome products with a
genuine concern for our customers’ health and wellness. On the production side, our supply chain coordinators and quality
control staff personally select and inspect each ingredient. On the consumer side, staff dietitians connect with our customers
personally in order to cater to their individual needs and support them wherever they are on their wellness journey.”

13. Please provide the basis for
your estimate of $40 million in sales within 5 years. Given the extent of the projected increase, substantially revise the prospectus
to discuss all material assumptions, including, as applicable, the estimated costs to add production capacity, increase brand recognition
and develop the distribution network. To the extent that you wish to present this forecast in your revised prospectus, please also
clarify whether this is an annual revenue figure or is cumulative for the five-year period.

RESPONSE:

The Company notes the Commission’s
comment. The estimate was developed using internal projections; however, the Company has determined that removing this disclosure
is appropriate.

Bio Essence Pharmaceutical, page
15

14. In the description of the production
process you refer to research and development experts and a manufacturing facility and warehouse. We note that you currently have
13 employees. Please indicate whether you perform research and development and staff the manufacturing and distribution facility
internally or whether these functions are staffed by a third party.

RESPONSE:

While the Company has some level
of inhouse manufacturing and distribution capabilities, and a research and development team, the Company primarily contracts with
third parties or contract employees for matters involving research and development and manufacturing and distribution matters.
The Company has revised the disclosure as follows:

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“Bio Essence Pharmaceuitical’s
production process involves the following four steps:

-	Careful product formulation
using contract research and development professionals.

-	Diligent material sourcing
to ensure the highest quality in finished goods.

-  Contracting with efficient, state-of-the-art manufacturing facilities, warehouses, and distribution
centers.

-	Customized end-to-end production,
from formulation to labeling and packaging.”

Challenges, page 17

15. Please disclose the name of the
market research analytics firms that have provided future forecasts for the nutraceuticals industry. In your response letter, please
tell us whether you commissioned these reports or any other market reports or forecasts presented in the prospectus.

RESPONSE:

The Company has not commissioned
any market reports. The information cited in the Registration Statement was developed by New Hope Network, a company that offers
news, insights and information in connection with the natural products industry. This information is publicly available. The Company
has revised its disclosures as follows:

“Domestic and International
growth of the nutraceuticals industry appear to be in a healthy position overall and future forecasts given by market research
organizations such as the New Hope Network, an organization that offers news and insights into the natural products industry.”

The U.S., China, India and Japan
Vitamin and Dietary Supplement Market, page 17

16. Please explain the difference
between the dietary supplement market and the nutraceuticals market. Please also provide the source for the Japanese market estimate
of $30 billion.

RESPONSE:

The Company states that the dietary
supplement market is a segment of the nutraceuticals market, and includes supplements with ingredients such as minerals, vitamins,
omega-3 fatty acids, and carotenoids. The Company has revised its disclosure as follows:

“Euromonitor International
expects that the U.S. vitamin and dietary supplement market—a segment of the nutraceuticals market—will grow by 53%
to $28.7 billion by 2021. With more consumers focused on a diet full of natural, whole foods, as well as functional, value-added
products like nutritional beverages and dietary supplements, the market is well positioned to continue its growth. Transparency
Market Research estimates that the global nutraceuticals market will reach $278.95 billion by year 2020 with a CAGR of 7.3%. The
estimates are due in part to the growing conscious of consumers towards functional foods and beverage, dietary supplements and
personal care.

Vitamin and dietary along with
herbal supplement sales in China has grown double digits for the past ten years to over $20 billion per year in 2017. Social and
demographic factors play a huge role in China as the working age population of 18-59 years old in China is projected to decline
from 925 million today to 700 million in 2050. By that time, nearly 500 million people will be over the age of 60, compared with
200 million today. China has a strong history in herbal and botanical products along with Hong Kong and Taiwan.

      6

The market in India is largely
controlled by pharmaceutical drug manufacturers, while 30% is controlled by Ayurveda medicine manufacturers. The Indian market
is rapidly growing due to supplements and nutraceuticals being viewed as lifestyle products. Popular supplement categories in India
are joint care, hair loss, memory, and childcare products.”

The Company has removed the reference
to Japan, as the data originally used in t