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CORRESP
 1
 filename1.htm

 PTL
Limited

 21
Bukit Batok Crescent

 #24-71,
WCEGA Tower

 Singapore
658065

 March
27, 2025

 Via
EDGAR

 U.S.
Securities and Exchange Commission

 Division
of Corporation Finance

 Office
of Trade & Services

 100
F Street, NE

 Washington,
D.C., 20549

 Re:
 PTL Limited

 Registration
 Statement on Form F-1, as amended (File No. 333-286108)

 Request
 for Acceleration of Effectiveness

 Ladies
and Gentlemen:

 In
accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, PTL Limited hereby requests
that the effectiveness of the above-referenced Registration Statement on Form F-1 (the "Registration Statement") be accelerated
and that the Registration Statement become effective at 4:30 p.m., Eastern Time, on March 31, 2025, or as soon thereafter as practicable.

 Very truly yours,

 PTL Limited

 By:
 /s/ Ying
 Ying Chow

 Name:
 Ying Ying Chow

 Title:
 Chief Executive Officer
 and Director

CORRESP
 1
 filename1.htm

 March
27, 2025

 VIA
EDGAR

 U.S.
Securities and Exchange Commission

 Division
of Corporation Finance

 100
F Street, N.E.

 Washington,
D.C. 20549-1004

 Re: PTL
Limited

 Registration
Statement on Form F-1, as amended

 File
No. 333-286108

 Ladies
and Gentlemen:

 As
the placement agent of the proposed offering of PTL Limited (the "Company"), we hereby join the Company's request for
acceleration of the above-referenced Registration Statement, requesting effectiveness for 4:30 p.m., Eastern Time, on March 31, 2025,
or as soon thereafter as is practicable.

 The
undersigned advise that they have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as
amended.

 Very truly yours,

 Revere Securities LLC

 By:
 /s/
 Bill Moreno

 Name:
 Bill Moreno

 Title:
 Chairman and CEO

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 March 24, 2025

Ying Ying Chow
Chief Executive Officer
PTL Ltd
111 North Bridge Road
#23-06A
Peninsula Plaza
Singapore 179098

 Re: PTL Ltd
 Draft Registration Statement on Form F-1
 Submitted March 19, 2025
 CIK No. 0002016337
Dear Ying Ying Chow:

 This is to advise you that we do not intend to review your registration
statement.

 We request that you publicly file your registration statement no later
than 48 hours
prior to the requested effective date and time. Please refer to Rules 460 and
461 regarding
requests for acceleration. We remind you that the company and its management
are
responsible for the accuracy and adequacy of their disclosures, notwithstanding
any review,
comments, action or absence of action by the staff.

 Please contact Eddie Kim at 202-679-6943 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Trade &
Services
cc: Yarona Yieh
</TEXT>
</DOCUMENT>

CORRESP
1
filename1.htm

September 26, 2024

VIA EDGAR

U.S. Securities & Exchange Commission

Office of Trade & Services

Division of Corporation Finance

100 F Street, NE

    Re:
    PTL Limited

    Registration Statement on Form F-1

    Initially Filed July 30, 2024, as amended

    File No. 333-281097

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations under the Securities
Act of 1933, as amended (the “Act”), the undersigned hereby joins in the request of PTL Limited that the effective date of
the above-referenced Registration Statement be accelerated so as to permit it to become effective at 5:15 p.m., Eastern Time, on September
30, 2024, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel, Ortoli Rosenstadt LLP, request
by telephone that such Registration Statement be declared effective.

Pursuant to Rule 460 of the General Rules and Regulations of the Securities
and Exchange Commission under the Securities Act of 1933, as amended, please be advised that there will be distributed to each underwriter
or dealer, who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary
prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The undersigned advises that it has complied and will continue to comply
with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

* * *

[Signature Page Follows]

    Very truly yours,

    Dominari Securities LLC

    By:
    /s/ William L. Haring

    Name:
    William L. Haring

    Title:
    Vice President Investment Banking

[Signature Page to Underwriter’s Acceleration
Request Letter]

CORRESP
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PTL Limited

September 26, 2024

Via EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Trade & Services

100 F Street, NE

Washington, D.C., 20549

    Re:
    PTL Limited

    Registration Statement on Form F-1, as amended (File No. 333-281097)

    Request for Acceleration of Effectiveness

Ladies and Gentlemen:

In accordance with Rule 461 of the General Rules
and Regulations under the Securities Act of 1933, as amended, PTL Limited hereby requests that the effectiveness of the above-referenced
Registration Statement on Form F-1 (the “Registration Statement”) be accelerated and that the Registration Statement become
effective at 5:15 p.m., Eastern Time, on September 30, 2024, or as soon thereafter as practicable.

    Very truly yours,

    PTL Limited

    By:
    /s/ Ying Ying, Chow

    Name:
    Ying Ying, Chow

    Title:
    Chief Executive Officer and Director

    cc:
    Mengyi “Jason” Ye, Esq.

    Ortoli Rosenstadt LLP

CORRESP
1
filename1.htm

July 30, 2024

VIA EDGAR

Division of Corporation Finance

Office of Trade & Services

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, D.C., 20549

    Re:
    PTL Limited (CIK No. 0002016337)

Draft Registration Statement
on Form F-1 Submitted June 4, 2024

Response to the Staff’s
Comments Dated June 17, 2024

Dear Ms. Chaudhry, Mr. Gorsky, Ms. Hayes, Mr.
Jones:

As counsel for PTL Limited (the “Company”)
and on its behalf, this letter is being submitted in response to the letter dated June 17, 2024 from the U.S. Securities and Exchange
Commission (the “Commission”) in which the staff of the Commission (the “Staff”) commented on the
above-referenced Draft Registration Statement on Form F-1 submitted on June 4, 2024. Concurrently with the submission of this letter,
we hereby transmit, via EDGAR, a Registration Statement on Form F-1 (“Form F-1”) for filing with the Commission, which
has been revised to reflect the Staff’s comments as well as certain other updates to the Form
F-1.

For the Staff’s convenience, the Staff’s
comment has been stated below in its entirety, with the Company’s response set out immediately underneath such comment. Page references
below in the Company’s responses are to the page numbers in Form F-1. Capitalized terms used but not otherwise defined herein have
the meanings set forth in the Form F-1.

Amendment No. 2 to Draft Registration Statement
on Form F-1

Management’s Discussion and Analysis of Financial
Condition and Results of Operations Liquidity and Capital Resources, page 61

1. Refer
to your revised disclosure in response to prior comment 2. You twice mention therein “when the sales volume reaches a certain level.”
Please disclose what that sales volume level is and why that level is determinative.

RESPONSE: In response to the
Staff’s comment, we have revised the disclosure on page 61, to disclose  what the specific sales volume level is, and to explain
why such level is determinative.

We hope this response has addressed all of the
Staff’s concerns relating to the comment letter. Should you have additional questions regarding the information contained herein,
please contact the Company’s securities counsel William S. Rosenstadt, Esq., Mengyi “Jason” Ye, Esq. or Yarona Yieh,
Esq. of Ortoli Rosenstadt LLP at wsr@orllp.legal, jye@orllp.legal or yly@orllp.legal.

    Very truly yours,

    /s/ Mengyi “Jason” Ye

    Mengyi “Jason” Ye

    Direct dial: +1 (973) 931-2036

United States securities and exchange commission logo
June 17, 2024
Ying Ying Chow
Chief Executive Officer
PTL Limited
111 North Bridge Road
#23-06A
Peninsula Plaza
Singapore 179098
Re:PTL Limited
Amendment No. 2 to Draft Registration Statement on Form F-1
Submitted on June 4, 2024
CIK No. 0002016337
Dear Ying Ying Chow:
            We have reviewed your amended draft registration statement and have the following
comment.
            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. Unless we note otherwise, any references to prior comments are to comments in our
May 23, 2024 letter.
Amendment No. 2 to Draft Registration Statement on Form F-1
Management's Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Capital Resources, page 61
1.Refer to your revised disclosure in response to prior comment 2. You twice mention
therein "when the sales volume reaches a certain level." Please disclose what that sales
volume level is and why that level is determinative.

 FirstName LastNameYing Ying Chow
 Comapany NamePTL Limited
 June 17, 2024 Page 2
 FirstName LastName
Ying Ying Chow
PTL Limited
June 17, 2024
Page 2
            Please contact Aamira Chaudhry at 202-551-3389 or Doug Jones at 202-551-3309 if you
have questions regarding comments on the financial statements and related matters. Please
contact Joshua Gorsky at 202-551-7836 or Suzanne Hayes at 202-551-3675 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Mengyi “Jason” Ye, Esq.

United States securities and exchange commission logo
May 23, 2024
Ying Ying Chow
Chief Executive Officer
PTL Limited
111 North Bridge Road
#23-06A
Peninsula Plaza
Singapore 179098
Re:PTL Limited
Amendment No. 1 to Draft Registration Statement on Form F-1
Submitted on May 9, 2024
CIK No. 0002016337
Dear Ying Ying Chow:
            We have reviewed your amended 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. Unless we note otherwise, any references to prior comments are to comments in our
April 29, 2024 letter.
Amendment No. 1 to Draft Registration Statement on Form F-1
Conventions That Apply to This Prospectus , page iii
1.We note your response to prior comment 1 and your revised disclosure on page iii. It
continues to appear that you are disclaiming liability for statements related to the accuracy
of current and/or past market data. Please revise your disclosure to delete the statement
that neither you, the Underwriters nor any other party involved in the offering makes any
representation as to the accuracy of information included in your registration statement.

 FirstName LastNameYing Ying Chow
 Comapany NamePTL Limited
 May 23, 2024 Page 2
 FirstName LastName
Ying Ying Chow
PTL Limited
May 23, 2024
Page 2
Management's Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Capital Resources, page 61
2.We note your revised disclosure in response to prior comment 6 regarding the impact to
your operations upon the acquisition of vessels. Please discuss the basis of why you
expect lower costs of marine fuel through direct purchases will more than offset the
effects of additional costs of vessel ownership and competitive pricing such that your
gross profit margin will increase and your profit level will be maximized. Also,
discuss the impacts on working capital and operating cash flows regarding the purchase of
fuel inventory and additional costs of vessel ownership in advance of collection of
associated revenues.
            Please contact Aamira Chaudhry at 202-551-3389 or Doug Jones at 202-551-3309 if you
have questions regarding comments on the financial statements and related matters. Please
contact Joshua Gorsky at 202-551-7836 or Suzanne Hayes at 202-551-3675 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Mengyi “Jason” Ye, Esq.

United States securities and exchange commission logo
April 29, 2024
Ying Ying Chow
Chief Executive Officer
PTL Ltd
111 North Bridge Road
#23-06A
Peninsula Plaza
Singapore 179098
Re:PTL Ltd
Draft Registration Statement on Form F-1
Submitted on March 29, 2024
CIK No. 0002016337
Dear Ying Ying Chow:
            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 F-1
Conventions That Apply to This Prospectus, page iii
1.We note your disclosure here that the prospectus "contains information derived from
various public sources and certain information from an industry report commissioned by
[you] and prepared by Frost & Sullivan" and that you "have not independently verified the
accuracy or completeness of the data contained in these industry publications and reports."
While you may provide cautionary language about forward looking statements, it appears
these statements may be interpreted as disclaimers of liability for statements related to the
current and/or past market data. Please revise these discussions to clarify the statements
that neither you nor any other party involved in this offering has independently verified
such information and neither you nor any other party involved in the offering makes any
representation as to the accuracy of such informtion to explain that you, Frost & Sullivan

 FirstName LastNameYing Ying Chow
 Comapany NamePTL Ltd
 April 29, 2024 Page 2
 FirstName LastNameYing Ying Chow
PTL Ltd
April 29, 2024
Page 2
and the underwriters have liability for the information presented in the registration
statment.
Prospectus Summary
Our Company, page 1
2.We note your disclosure on page 1 that you provide "marine fuel logistics services for
vessel refueling[.]" Please revise your disclosure here and in your Business section to
provide further details about the specific types of vessels that your customers utilize.
3.We note your disclosure on page 1 that you recorded an increase in revenue from
approximately $74,817,208 for the year ended December 31, 2022 to approximately
$102,106,509 for the year ended December 31, 2023, representing an increase of
approximately 36.5%. In order to provide a more balanced presentation, please revise your
prospectus summary to disclose the cost of your revenue during the relevant time periods.
We generally do not enter into any long-term contracts with customers..., page 20
4.Please clarify the typical length of your customer contracts.
Risk Factors
Risks Relating to Our Business and Operations
We are dependent on our senior management team and other key employees . . . , page 22
5.We note your disclosure on page 23 that "[i]f any of [y]our directors or senior
management is unable or unwilling to continue in the present position and [you] are
unable to find [a] suitable replacement with similar knowledge, skills, experience and
expertise in a timely manner, there could be an adverse impact to [y]our business, results
of operations an profitability of [y]our business." Please disclose here, and elsewhere as
appropriate, whether you maintain key person life insurance policies for any of your key
personnel.
Management's Discussion and Analysis of Financial Condition and Results of Operations, page
55
6.You disclose you intend to use a percentage of the proceeds from the offering for
acquisition of vessels, in particular, bunkering tankers acquisition. Please discuss
the anticipated impacts of doing so to your results of operations, for example, cost of
revenue for vessel depreciation and costs to operate vessels like fuel and crew, and impact
to other operating costs, like maintenance and repairs. Also, discuss the impacts on the
pricing of your services in view of the additional costs of owning vessels and operating
vessels and the competitiveness of your pricing relative to others to maximize your profit
level as stated on page 67. Further, discuss impacts to your cash flows related to the
preceding, including, for example, acquiring and, if applicable, maintaining a ready
supply of fuel inventory for loading into vessels to supply customers. Refer to Item 5.D of
Form 20-F.

 FirstName LastNameYing Ying Chow
 Comapany NamePTL Ltd
 April 29, 2024 Page 3
 FirstName LastNameYing Ying Chow
PTL Ltd
April 29, 2024
Page 3
Industry, page 64
7.We note your disclosure in this section that you "intend to enhance [y]our sales network"
in Singapore. Please clarify here, as you disclose on page 2, that Petrolink Singapore has
not conducted any operations to date and that it is currently "dormant."
Business
Overview, page 66
8.We note your disclosure on page 66 that you "do not conclude or book any transactions in
Mainland China." We also note your disclosure on page 59 that approximately 0.6% of
your revenue for the fiscal year ended December 31, 2023 originated from China. Please
reconcile your disclosure in this regard, or advise.
Growth Strategies, page 67
9.We note your disclosure on page 67 that you plan to "further expand the reach of [y]our
business through opening new offices in selected locations globally, with the focus on the
Asia Pacific Region, in the next several years." If know, please identify the selected
locations here.
Our Services
Providing the vessel refueling options for our customers' vessel refueling needs at various ports
along voyages . . . , page 68
10.Please disclose with more specificity the "various types of marine fuel products" that you
are able to provide to your customers.
Customers, page 70
11.Please explain your basis for not filing any of your customer agreements, which have
contributed to approximately 44.3% of total revenue for the year ended December 31,
2023. Please see Item 601(b)(10)(ii)(B) of Regulation S-K.
Supply Chain, page 71
12.We note your risk factor disclosure on page 19 indicating that you do have contracts with
suppliers. Tell us the basis for your belief that you are not required to file your agreements
with suppliers that provided 82.2% of your aggregated supplies for the year ended
December 31, 2023. Please see Item 601(b)(10)(ii)(B) of Regulation S-K.
Index to Financial Statements , page F-2
13.Please tell us why the audit report refers to "Petrolink Energy Limited" and the headers of
the related consolidated financial statements and notes refer to" PTL Limited and
Subsidiaries."

 FirstName LastNameYing Ying Chow
 Comapany NamePTL Ltd
 April 29, 2024 Page 4
 FirstName LastName
Ying Ying Chow
PTL Ltd
April 29, 2024
Page 4
General
14.Please provide us with copies of all written communications, as defined in Rule 405 under
the Securities Act, that you, or anyone authorized to do so on your behalf, present to
potential investors in reliance on Section 5(d) of the Securities Act, whether or not they
retain copies of the communications.
            Please contact Aamira Chaudhry at 202-551-3389 or Doug Jones at 202-551-3309 if you
have questions regarding comments on the financial statements and related matters. Please
contact Joshua Gorsky at 202-551-7836 or Suzanne Hayes at 202-551-3675 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services