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 Qifu Technology, Inc.

 7/F Lujiazui Finance Plaza

 No. 1217 Dongfang Road

 Pudong New Area, Shanghai 200122

 People's
Republic of China

 July 11, 2025

 VIA EDGAR

 Ms. Kathleen Collins

 Ms. Brittany Ebbertt

 Division of Corporation Finance

 Office of Technology

 Securities and Exchange Commission

 100 F Street, N.E.

 Washington, D.C. 20549

 Re: Qifu Technology, Inc. (the "Company")
 Form 20-F for the Year Ended 2024

 Filed March 25, 2025

 File No. 001-38752

 Dear Ms. Collins and Ms. Ebbertt:

 This letter sets forth the
Company's response to the comment contained in the letter dated June 26, 2025 from the staff (the " Staff ")
of the Securities and Exchange Commission (the " Commission ") regarding the Company's Form 20-F for the
fiscal year ended December 31, 2024 filed with the Commission on March 25, 2025 (the " 2024 Form 20-F ").
The Staff's comment is repeated below in bold and is followed by the Company's response thereto. All capitalized terms used
but not defined in this letter shall have the meaning ascribed to such terms in the 2024 Form 20-F.

 Form 20-F for the Year Ended 2024

 Key Information

 Financial Information Related to Our Consolidated Variable Interest
Entities, page 11

 1. Please
 revise the condensed consolidated financial schedules to address the following:

 · Include
 a footnote to the column "primary beneficiaries of VIEs excluding the Company"
 to identify the primary beneficiaries. In this regard, it appears you only have one WFOE
 entity.

 · Revise
 footnote (1) to remove the reference to using the equity method to consolidate the VIEs
 as you do not hold any equity interest in the VIEs. Additionally, clarify that you are the
 primary beneficiary of the VIEs for accounting purposes only.

 Qifu Technology , Inc.

 July 11 , 2025

 Page 2

 · Present
 the service fee expense paid by the VIEs to the primary beneficiary separately from the other
 costs and expenses of the VIE. Relatedly, revise to present the service fee income received
 by the primary beneficiary from the VIEs separately from third-party revenue.

 · Revise
 the "investments in subsidiaries and VIEs" line item in your results of operations
 schedule to present investment in subsidiaries separately from VIEs to distinguish income
 from your equity owned subsidiaries from the income from contractual arrangements with the
 VIEs.

 · Similarly,
 revise the "investments in subsidiaries and VIEs" line item from your schedules
 of financial condition to present investment in subsidiaries separately from net assets of
 the VIEs.

 · Revise
 to refer to these schedules as condensed consolidating schedules rather than consolidated
 schedules. Also, revise to refer to the VIEs rather than "our consolidated VIEs"
 as the latter implies you have ownership of or equity interest in the VIEs.

 The Staff's
comment is duly noted. In response to the Staff's comment, the Company respectfully proposes to revise the referenced
disclosure as follows (page reference is made to the 2024 Form 20-F to illustrate the approximate location of the disclosure)
in its future Form 20-F filings (with deletions shown as strike-through and additions underlined), subject to updates and adjustments
to be made in connection with any material development of the subject matter being disclosed:

 Page 11

 Financial
Information Related to Our Consolidated Variable Interest Entities the VIEs and the VIEs' subsidiaries

 The
following table presents the condensed consolidated   consolidating schedules of financial position, results
of operations and cash flow data for our company, our consolidated VIEs the VIEs and the VIEs'
subsidiaries , our   the WFOE that is the primary beneficiary of the VIEs excluding
our company and other subsidiaries as of the dates or for the years presented, as the case may be. For the purpose of
this presentation, the financial statement amounts for our consolidated subsidiaries are prepared using same accounting policies as
set out in the consolidated financial statements. We are the primary beneficiaries of the VIEs for accounting purposes only.

 Qifu Technology , Inc.

 July 11 , 2025

 Page 3

 For the Year Ended December 31, 2024

 Primary

 Beneficiary

 The VIEs and

 of
 VIEs

 the VIEs'

 excluding
 the
 Other

 subsidiaries
 The Company
 Company (1) The
 WFOE
 Subsidiaries
 Eliminations
 Consolidated Total

 (RMB in thousands)

 Total
 net revenues
 16,415,359
 -
 5,020,162
 962,412
 (5,232,277 )
 17,165,656

 Service
 fee revenues of the primary beneficiary from the VIEs and the VIEs' subsidiaries
 -
 -
 5,003,073
 -
 (5,003,073 )
 -

 Other
 revenues
 16,415,359
 -
 17,089
 962,412
 (229,204 )
 17,165,656

 Total operating
 costs and expenses
 14,121,455
 19,770
 378,419
 349,719
 (5,232,277 )
 9,637,086

 Service
 fee expenses of the VIEs and the VIEs' subsidiaries to the primary beneficiary
 5,003,073
 -
 -
 -
 (5,003,073 )
 -

 Other
 operating costs and expenses
 9,118,382
 19,770
 378,419
 349,719
 (229,204 )
 9,637,086

 Income (loss)
 from operations
 2,293,904
 (19,770 )
 4,641,743
 612,693
 -
 7,528,570

 Income before
 income tax expense
 2,465,141
 20,861
 4,712,203
 694,217
 -
 7,892,422

 Investments
 in subsidiaries and VIEs
 -
 6,248,235
 2,794,427
 6,067,994
 (15,110,656 )
 -

 Income
 from subsidiaries
 -
 6,248,235
 592,234
 6,067,994
 (12,908,463 )
 -

 Income
 from contractual arrangements with the VIEs and the VIEs' subsidiaries
 -
 -
 2,202,193
 -
 (2,202,193 )
 -

 Net
 income
 2,185,995
 6,264,314
 6,660,228
 6,248,235
 (15,110,656 )
 6,248,116

 Net
 (loss) income attributable to ordinary shareholders of the Company
 2,202,193
 6,264,314
 6,660,228
 6,248,235
 (15,110,656 )
 6,264,314

 Qifu Technology , Inc.

 July 11 , 2025

 Page 4

 Page 12

 For the Year Ended December 31, 2023

 Primary

 Beneficiary

 The VIEs and

 of
 VIEs

 the VIEs'

 excluding
 the
 Other

 subsidiaries
 The Company
 Company (1) The
 WFOE
 Subsidiaries
 Eliminations
 Consolidated Total

 (RMB in thousands)

 Total
 net revenues
 15,472,430
 -
 1,485,711
 1,051,284
 (1,719,398 )
 16,290,027

 Service
 fee revenues of the primary beneficiary from the VIEs and the VIEs' subsidiaries
 -
 -
 1,411,509
 -
 (1,411,509 )
 -

 Other
 revenues
 15,472,430
 -
 74,202
 1,051,284
 (307,889 )
 16,290,027

 Total operating
 costs and expenses
 12,346,061
 25,517
 338,912
 441,971
 (1,719,398 )
 11,433,063

 Service
 fee expenses of the VIEs and the VIEs' subsidiaries to the primary beneficiary
 1,411,509
 -
 -
 -
 (1,411,509 )
 -

 Other
 operating costs and expenses
 10,934,552
 25,517
 338,912
 441,971
 (307,889 )
 11,433,063

 Income (loss)
 from operations
 3,126,369
 (25,517 )
 1,146,799
 609,313
 -
 4,856,964

 Income before
 income tax expense
 3,364,788
 20,536
 1,258,871
 633,256
 -
 5,277,451

 Investments
 in subsidiaries and VIEs
 -
 4,264,800
 3,395,894
 3,903,935
 (11,564,629 )
 -

 Income
 from subsidiaries
 -
 4,264,800
 580,495
 3,903,935
 (8,749,230 )
 -

 Income
 from contractual arrangements with the VIEs and the VIEs' subsidiaries
 -
 -
 2,815,399
 -
 (2,815,399 )
 -

 Net
 income (loss)
 2,798,640
 4,285,336
 4,484,430
 4,264,800
 (11,564,629 )
 4,268,577

 Net
 income (loss) attributable to ordinary shareholders of the Company
 2,815,399
 4,285,336
 4,484,430
 4,264,800
 (11,564,629 )
 4,285,336

 Qifu Technology , Inc.

 July 11 , 2025

 Page 5

 For the Year Ended December 31, 2022

 Primary

 Beneficiary

 The VIEs and

 of
 VIEs

 the VIEs'

 excluding
 the
 Other

 subsidiaries
 The Company
 Company (1) The
 WFOE
 Subsidiaries
 Eliminations
 Consolidated Total

 (RMB in thousands)

 Total
 net revenues
 15,362,636
 -
 893,968
 1,296,242
 (998,916 )
 16,553,930

 Service
 fee revenues of the primary beneficiary from the VIEs and the VIEs' subsidiaries
 -
 -
 392,759
 -
 (392,759 )
 -

 Other
 revenues
 15,362,636
 -
 501,209
 1,296,242
 (606,157 )
 16,553,930

 Total operating
 costs and expenses
 11,681,635
 17,468
 421,181
 960,378
 (998,916 )
 12,081,746

 Service
 fee expenses of the VIEs and the VIEs' subsidiaries to the primary beneficiary
 392,759
 -
 -
 -
 (392,759 )
 -

 Other
 operating costs and expenses
 11,288,876
 17,468
 421,181
 960,378
 (606,157 )
 12,081,746

 Income
 (loss) from operations
 3,681,001
 (17,468 )
 472,787
 335,864
 -
 4,472,184

 Income
 (loss) before income tax expense
 3,856,803
 (34,045 )
 569,614
 350,000
 -
 4,742,372

 Investments
 in subsidiaries and VIEs
 -
 4,058,218
 3,526,061
 3,793,486
 (11,377,765 )
 -

 Income
 from subsidiaries
 -
 4,058,218
 276,797
 3,793,486
 (8,128,501 )
 -

 Income
 from contractual arrangements with the VIEs and the VIEs' subsidiaries
 -
 -
 3,249,264
 -
 (3,249,264 )
 -

 Net
 income (loss)
 3,230,659
 4,024,173
 4,070,283
 4,058,218
 (11,377,765 )
 4,005,568

 Net
 income (loss) attributable to ordinary shareholders of the Company
 3,249,264
 4,024,173
 4,070,283
 4,058,218
 (11,377,765 )
 4,024,173

 Qifu Technology , Inc.

 July 11 , 2025

 Page 6

 Page 13

 Selected Condensed
 Consolidated Consolidating Balance Sheets Information

 As of December 31, 2024

 Primary

 Beneficiary

 The VIEs and

 of
 VIEs

 the VIEs'

 excluding
 the
 Other

 subsidiaries
 The Company
 Company (1) The
 WFOE
 Subsidiaries
 Eliminations
 Consolidated Total

 (RMB in thousands)

 Cash
 and cash equivalents
 4,005,463
 274,514
 882
 171,557
 -
 4,452,416

 Restricted cash
 2,353,384
 -
 -
 -
 -
 2,353,384

 Security deposit
 prepaid to third-party guarantee companies
 162,617
 -
 -
 -
 -
 162,617

 Short term investments
 222
 493,947
 7,299
 2,892,604
 -
 -

 Accounts receivable
 and contract assets, net
 1,003,079
 -
 -
 1,238,583
 -
 2,241,662

 Financial assets
 receivable, net
 1,724,691
 -
 -
 -
 -
 1,724,691

 Loans receivable,
 net
 29,252,177
 -
 -
 -
 -
 29,252,177

 Land use right,
 net
 956,738
 -
 -
 -
 -
 956,738

 Intercompany
 receivables
 9,121,175
 3,016,777
 2,483,739
 2,490,196
 (17,111,887 )
 -

 Investments
 in subsidiaries and VIEs
 -
 20,393,966
 21,388,847
 21,117,637
 (62,900,450 )
 -

 Investment
 in subsidiaries
 -
 20,393,966
 (688,464 )
 18,916,637
 (38,622,139 )
 -

 Net
 assets of the VIEs and the VIEs' subsidiaries
 -
 -
 22,077,311
 2,201,000
 (24,278,311 )
 -

 Total assets
 51,940,322
 24,191,284
 23,949,122
 28,064,227
 (80,012,337 )
 48,132,618

 Payable to investors
 of the consolidated trusts-current
 10,389,454
 -
 -
 -
 (2,201,000 )
 8,188,454

 Guarantee liabilities-stand
 ready
 2,383,202
 -
 -
 -
 -
 2,383,202

 Guarantee liabilities-contingent
 1,820,350
 -
 -
 -
 -
 1,820,350

 Income tax payable
 618,932
 -
 401,320
 20,435
 -
 1,040,687

 Payable to investors
 of the consolidated trusts-noncurrent
 5,719,600
 -
 -
 -
 -
 5,719,600

 Intercompany
 payables
 4,897,887
 -
 4,826,527
 7,387,474
 (17,111,888 )
 -

 Total
 liabilities
 29,806,836
 1,241
 5,720,949
 7,670,261
 (19,312,888 )
 23,886,399

 Total
 equity
 22,133,486
 24,190,043
 18,228,173
 20,393,966
 (60,699,449 )
 24,246,219

 Qifu Technology , Inc.

 July 11 , 2025

 Page 7

 Page 14

 As of December 31, 2023

 Primary

 Beneficiary

 The VIEs and

 of
 VIEs

 the VIEs'

 excluding
 the
 Other

 subsidiaries
 The Company
 Company (1) The
 WFOE
 Subsidiaries
 Eliminations
 Consolidated Total

 (RMB in thousands)

 Cash
 and cash equivalents
 4,037,256
 2,636
 114,897
 23,101
 -
 4,177,890

 Restricted cash
 3,381,107
 -
 -
 -
 -
 3,381,107

 Security deposit
 prepaid to third-party guarantee companies
 207,071
 -
 -
 -
 -
 207,071

 Accounts receivable
 and contract assets, net
 2,417,490
 -
 -
 638,750
 -
 3,056,240

 Financial assets
 receivable, net
 3,118,873
 -
 -
 -
 -
 3,118,873

 Loans receivable,
 net
 27,502,492
 -
 -
 -
 -
 27,502,492

 Land use right,
 net
 977,461
 -
 -
 -
 -
 977,461

 Intercompany
 receivables
 2,559,164
 -
 1,571,102
 2,728,150
 (6,858,416 )
 -

 Investments
 in subsidiaries and VIEs
 -
 21,933,951
 22,921,727
 18,841,758
 (63,697,436 )
 -

 Investment
 in subsidiaries
 -
 21,933,951
 3,202,302
 18,841,758
 (43,978,011 )
 -

 Net
 assets of the VIEs and the VIEs' subsidiaries
 -
 -
 19,719,425
 -
 (19,719,425 )
 -

 Total assets
 47,389,071
 21,952,789
 24,695,812
 22,336,752
 (70,555,852 )
 45,818,572

 Payable to investors
 of the consolidated trusts-current
 8,942,291
 -
 -
 -
 -
 8,942,291

 Guarantee liabilities-stand
 ready
 3,949,601
 -
 -
 -
 -
 3,949,601

 Guarantee liabilities-contingent
 3,207,264
 -
 -
 -
 -
 3,207,264

 Income tax payable
 648,893
 -
 79,806
 13,511
 -
 742,210

 Payable to investors
 of the consolidated trusts-noncurrent
 3,581,800
 -
 -
 -
 -
 3,581,800

 Intercompany
 payables
 4,276,218
 14,153
 2,364,791
 203,254
 (6,858,416 )
 -

 Total
 liabilities
 27,597,272
 15,306
 2,651,752
 402,801
 (6,858,416 )
 23,808,715

 Total
 equity
 19,791,799
 21,937,483
 22,044,060
 21,933,951
 (63,697,436 )
 22,009,857

 Qifu Technology , Inc.

 July 11 , 2025

 Page 8

 Page 15

 As of December 31, 2022

 Primary

 Beneficiarys

 The VIEs and

 of
 VIEs

 the VIEs'

 excluding
 the
 Other

 subsidiaries
 The Company
 Company (1) The
 WFOE
 Subsidiaries
 Eliminations
 Consolidated Total

 (RMB in thousands)

 Cash
 and cash equivalents
 6,437,420
 464,323
 175,243
 88,598
 -
 7,165,584

 Restricted cash
 3,346,779
 -
 -
 -
 -
 3,346,779

 Security deposit
 prepaid to third-party guarantee companies
 396,699
 -
 -
 -
 -
 396,699

 Accounts receivable
 and contract assets, net
 1,933,292
 -
 -
 1,196,652
 -
 3,129,944

 Financial assets
 receivable, net
 3,670,919
 -
 -
 -
 -
 3,670,919

 Loans receivable,
 net
 18,484,656
 -
 -
 -
 -
 18,484,656

 Land use right,
 net
 998,185
 -
 -
 -
 -
 998,185

 Intercompany
 receivables
 5,906,972
 295,180
 2,030,097
 4,163,777
 (12,396,026 )
 -

 Investments
 in subsidiaries and VIEs
 -
 18,275,772
 19,305,251
 15,692,041
 (53,273,064 )
 -

 Investment
 in subsidiaries
 -
 18,275,772
 2,621,793
 15,692,041
 (36,589,606 )
 -

 Net
 assets of the VIEs and the VIEs' subsidiaries
 -
 -
 16,683,458
 -
 (16,683,458 )
 -

 Total assets
 44,093,493
 19,041,600
 21,535,086
 21,342,081
 (65,669,090 )
 40,343,170

 Payable to investors
 of the consolidated trusts-current
 6,099,520
 -
 -
 -
 -
 6,099,520

 Guarantee liabilities-stand
 ready
 4,120,346
 -
 -
 -
 -
 4,120,346

 Guarantee liabilities-contingent
 3,418,391
 -
 -
 -
 -
 3,418,391

 Income tax payable
 614,687
 -
 33,295
 13,033
 -
 661,015

 Payable to investors
 of the consolidated trusts-noncurrent
 4,521,600
 -
 -
 -
 -
 4,521,600

 Intercompany
 payables
 6,327,635
 -
 3,038,297
 3,030,094
 (12,396,026 )
 -

 Total
 liabilities
 27,325,894
 194,444
 3,221,252
 3,066,309
 (12,396,026 )
 21,411,873

 Total
 equity
 16,767,599
 18,847,156
 18,313,834
 18,275,772
 (53,273,064 )
 18,931,297

 Selected Condensed Consolidated
Consolidating Cash Flows Information

 Page 16

 Note:

 (1) The financial statement amounts
 for our consolidated subsidiaries are prepared using same accounting policies as set out
 in the consolidated financial statements except that equity method has been used to account
 for investments in VIEs.

 The Company undertakes to refer to
the VIEs and the VIEs' subsidiaries collectively as "VIEs and VIEs' subsidiaries," rather than as "consolidated
VIEs" or "consolidated variable interest entities" in all relevant sections of future Form 20-F filings.

 Qifu Technology , Inc.

 July 11 , 2025

 Page 9

 Risk Factors

 Changes in China's economic, political or social conditions or
government policies could have a material adverse effect..., page 54

 2. We
 note changes you made to this risk factor disclosure relating to legal and operational risks
 associated with operating in China and PRC regulations. It is unclear to us that there have
 been changes in the regulatory environment in the PRC since the filing of your prior Form 20-F
 on April 26, 2024 that would warrant revised disclosure to mitigate the challenges yo