SecProbe.io

CORRESP
 1
 filename1.htm

 September 29, 2025

 VIA EDGAR

 United States Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Re:
 AA Mission Acquisition Corp. II (the "Company")

 Registration Statement on Form S-1

 File No. 333-289768

 Ladies and Gentlemen:

 Reference is made to our letter, filed as correspondence
via EDGAR on September 26, 2025, in which we requested the acceleration of the effective date of the above-referenced Registration Statement
for October 1, 2025, at 4:00 p.m., Eastern time, or as soon thereafter as practicable. We are no longer requesting that such Registration
Statement be declared effective at this time, and we hereby formally withdraw our request for acceleration of the effective date.

 Please call Michael Blankenship of Winston &
Strawn LLP at (713) 651-2678 to provide notice of the effectiveness of the Registration Statement.

 [ Signature
Page Follows ]

 Very truly yours,

 AA Mission Acquisition Corp. II

 By:
 /s/ Qing Sun

 Name:
 Qing Sun

 Tite:
 Chief Executive Officer

 cc:
 Michael Blankenship, Winston & Strawn LLP

CORRESP
 1
 filename1.htm

 September 29, 2025

 VIA EDGAR

 United States Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Re:
 AA Mission Acquisition Corp. II (the "Company")

 Registration Statement on Form S-1

 File No. 333-289768

 Ladies and Gentlemen:

 Pursuant to Rule 461 of the General Rules and
Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"),
Clear Street LLC, as representative of the underwriters of the offering, hereby join the request of the Company that the effective date
of the above-captioned Registration Statement be accelerated so as to permit it to become effective on September 30, 2025 at 4:00 p.m.,
Eastern time, or as soon thereafter as practicable.

 Pursuant to Rule 460 of the General Rules and
Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish
to advise you that, through September 26, 2025, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited
to participate in the distribution of the security, as many copies, as well as "E-red" copies of the Preliminary Prospectus
dated September 11, 2025, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

 We have 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,

 CLEAR STREET LLC

 By:
 /s/ Ryan J. Gerety

 Name:
 Ryan J. Gerety

 Title:
 Managing Director, Investment Banking

CORRESP
 1
 filename1.htm

 AA Mission Acquisition Corp. II
 21 Waterway Avenue, STE 300 #9733

 The Woodlands, TX 77380

 September 29, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention: Howard Efron, Kristina Marrone

 RE:
 AA Mission Acquisition Corp. II

 Registration Statement on Form S-1, as amended

 Filed on September 24, 2025

 File No. 333-289768

 Dear Mr. Howard and Ms. Kristina,

 Pursuant to Rule 461 of the rules and regulations promulgated under
the Securities Act of 1933, as amended, AA Mission Acquisition Corp. II respectfully requests that the effective date of the above-referenced
Registration Statement be accelerated so as to permit it to become effective at 4:00 p.m. Washington D.C. time on September 30, 2025,
or as soon thereafter as practicable.

 Please call Michael Blankenship of Winston & Strawn LLP at (713)
651-2678 to provide notice of the effectiveness of the Registration Statement.

 [ Signature Page Follows ]

 Very truly yours,

 AA Mission Acquisition Corp. II

 By:
 /s/ Qing Sun

 Name:
 Qing Sun

 Tite:
 Chief Executive Officer

 cc:
 Michael Blankenship, Winston & Strawn LLP

CORRESP
 1
 filename1.htm

 September 29, 2025

 VIA EDGAR

 United States Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Re:
 AA Mission Acquisition Corp. II (the "Company")

 Registration Statement on Form S-1

 File No. 333-289768

 Ladies and Gentlemen:

 Reference is made to our letter, filed as correspondence
via EDGAR on September 26, 2025, in which we, Clear Street LLC, as representative of the underwriters of the offering, joined the Company's
request for acceleration of the effective date of the above-referenced Registration Statement for October 1, 2025, at 4:00 p.m., Eastern
time, or as soon thereafter as practicable. The Company is no longer requesting that such Registration Statement be declared effective
at this time and we hereby formally withdraw our request for acceleration of the effective date.

 [ Signature
Page Follows ]

 Very truly yours,

 CLEAR STREET LLC

 By:
 /s/ Ryan J. Gerety

 Name:
 Ryan J. Gerety

 Title:
 Managing Director, Investment Banking

CORRESP
 1
 filename1.htm

 AA Mission Acquisition Corp. II
 21 Waterway Avenue, STE 300 #9733

 The Woodlands, TX 77380

 September 26, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention: Howard Efron, Kristina Marrone

 RE:
 AA Mission Acquisition Corp. II

 Registration Statement on Form S-1, as amended

 Filed on September 24, 2025

 File No. 333-289768

 Dear Mr. Howard and Ms. Kristina,

 Pursuant to Rule 461 of the rules and regulations promulgated under
the Securities Act of 1933, as amended, AA Mission Acquisition Corp. II respectfully requests that the effective date of the above-referenced
Registration Statement be accelerated so as to permit it to become effective at 4:00 p.m. Washington D.C. time on October 1, 2025, or
as soon thereafter as practicable.

 Please call Michael Blankenship of Winston & Strawn LLP at (713)
651-2678 to provide notice of the effectiveness of the Registration Statement.

 [ Signature Page Follows ]

 Very truly yours,

 AA Mission Acquisition Corp. II

 By:
 /s/ Qing Sun

 Name:
 Qing Sun

 Tite:
 Chief Executive Officer

 cc:
 Michael Blankenship, Winston & Strawn LLP

CORRESP
 1
 filename1.htm

 September 26, 2025

 VIA EDGAR

 United States Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Re:
 AA Mission Acquisition Corp. II (the "Company")

 Registration Statement on Form S-1

 File No. 333-289768

 Ladies and Gentlemen:

 Pursuant to Rule 461 of the General Rules and
Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"),
Clear Street LLC, as representative of the underwriters of the offering, hereby join the request of the Company that the effective date
of the above-captioned Registration Statement be accelerated so as to permit it to become effective on October 1, 2025 at 4:00 p.m., Eastern
time, or as soon thereafter as practicable.

 Pursuant to Rule 460 of the General Rules and
Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several underwriters, wish
to advise you that, through September 26, 2025, we distributed to each underwriter or dealer, who is reasonably anticipated to be invited
to participate in the distribution of the security, as many copies, as well as "E-red" copies of the Preliminary Prospectus
dated September 11, 2025, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

 We have 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,

 CLEAR STREET LLC

 By:
 /s/ Ryan J. Gerety

 Name:
 Ryan J. Gerety

 Title:
 Managing Director, Investment Banking

CORRESP
 1
 filename1.htm

 September 24, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, NE
Washington, D.C. 20549

 Attn:
 Howard Efron, Kristina Marrone

 Re:
 AA Mission Acquisition Corp. II

 Amendment No 1 to Registration Statement on
Form S-1

 Filed on September 11, 2025

 CIK No. 0002075336

 Ladies and Gentlemen:

 On behalf of our client, AA Mission Acquisition
Corp. II, a Cayman Islands exempted company (the " Company "), we file herewith Amendment No. 2 (" Amendment
No. 2 ") to the above-referenced registration statement on Form S-1 filed on September 11, 2025 (the " Registration Statement ").
Set forth below are the responses of the Company to the comments of the staff of the Division of Corporation Finance of the U.S. Securities
and Exchange Commission (the " Staff ") with respect to the Registration Statement contained in the Staff's letter
dated September 23, 2025 (the " Comment Letter ").

 For ease of reference, each comment contained
in the Comment Letter is printed below and is followed by the Company's response. All page references in the responses set forth
below refer to page numbers in Amendment No. 2.

 Amendment No. 1 to Registration Statement
on Form S-1 filed September 11, 2025

 General

 1.
 We note your disclosure that the completion window is 18 months from the closing of this offering, or up to 24 months from the closing of this offering if you extend the period of time to consummate a business combination by up to two additional periods of three months each. We also note your disclosure that, pursuant to the terms of your amended and restated memorandum and articles of association and the trust agreement, in order for the time to be extended in this manner, your sponsor must deposit $0.10 per each public share then outstanding into the trust account for each three-month extension. However, the form of amended and restated memorandum and articles of association filed as Exhibit 3.2 refers to a completion window of 24 months and does not appear to contain any provisions that would allow for additional time pursuant to a sponsor extension as you describe in the prospectus. Similarly, the form of investment management trust agreement filed as Exhibit 10.2 refers to a completion window of 18 months and does not appear to speak to a sponsor extension as you describe in the prospectus. Please revise as appropriate to reconcile these discrepancies.

 Response : The Company respectfully
advises the Staff that it has included a revised Exhibit 3.2 and Exhibit 10.2 with Amendment No. 2 in response to the Staff's comment.

 * * *

 Please do not hesitate to contact Michael Blankenship at (713) 651-2678
with any questions or comments regarding this letter.

 Sincerely,

 /s/ Winston & Strawn LLP

 Winston & Strawn LLP

 cc:
 Qing Sun, Chief Executive Officer, AA Mission Acquisition Corp. II

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
                                                            September 23, 2025

Qing Sun
Chief Executive Officer
AA Mission Acquisition Corp. II
21 Waterway Avenue, STE 300 #9733
The Woodlands, TX 77380

       Re: AA Mission Acquisition Corp. II
           Amendment No. 1 to Registration Statement on Form S-1
           Filed September 11, 2025
           File No. 333-289768
Dear Qing Sun:

     We have reviewed your amended registration statement and have the
following
comment.

        Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe the comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

       After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments.

Amendment No. 1 to Registration Statement on Form S-1 filed September 11, 2025
General

1.     We note your disclosure that the completion window is 18 months from the
closing of
       this offering, or up to 24 months from the closing of this offering if
you extend the
       period of time to consummate a business combination by up to two
additional periods
       of three months each. We also note your disclosure that, pursuant to the
terms of your
       amended and restated memorandum and articles of association and the
trust
       agreement, in order for the time to be extended in this manner, your
sponsor must
       deposit $0.10 per each public share then outstanding into the trust
account for each
       three-month extension. However, the form of amended and restated
memorandum and
       articles of association filed as Exhibit 3.2 refers to a completion
window of 24 months
       and does not appear to contain any provisions that would allow for
additional time
       pursuant to a sponsor extension as you describe in the prospectus.
Similarly, the form
 September 23, 2025
Page 2

      of investment management trust agreement filed as Exhibit 10.2 refers to
a completion
      window of 18 months and does not appear to speak to a sponsor extension
as you
      describe in the prospectus. Please revise as appropriate to reconcile
these
      discrepancies.
       Please contact Howard Efron at 202-551-3439 or Kristina Marrone at
202-551-3429 if
you have questions regarding comments on the financial statements and related
matters.
Please contact Pearlyne Paulemon at 202-551-8714 or Benjamin Holt at
202-551-6614 with
any other questions.

                                                         Sincerely,

                                                         Division of
Corporation Finance
                                                         Office of Real Estate
& Construction
cc:   Michael J. Blankenship
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 September 11, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, NE
Washington, D.C. 20549

 Attn: Howard Efron, Kristina Marrone

 Re: AA Mission Acquisition Corp. II

 Registration Statement on Form S-1

 Filed on August 22, 2025

 CIK No. 0002075336

 Ladies and Gentlemen:

 On behalf of our client, AA Mission Acquisition
Corp. II, a Cayman Islands exempted company (the " Company "), we file herewith Amendment No. 1 (" Amendment
No. 1 ") to the above-referenced registration statement on Form S-1 filed on August 22, 2025 (the " Registration Statement ").
Set forth below are the responses of the Company to the comments of the staff of the Division of Corporation Finance of the U.S. Securities
and Exchange Commission (the " Staff ") with respect to the Registration Statement contained in the Staff's letter
dated September 4, 2025 (the " Comment Letter ").

 For ease of reference, each comment contained
in the Comment Letter is printed below and is followed by the Company's response. All page references in the responses set forth
below refer to page numbers in Amendment No. 1.

 Registration Statement on Form S-1 filed
August 22, 2025

 Summary

 Implication of Holding Foreign Companies
Accountable Act, page 23

 1. We acknowledge your response to prior comment 6. Please revise to clarify the meaning of your added
disclosure on pages 24-25, which appears to suggest that PRC laws or regulations governing cash flows associated with the business combination,
including shareholder redemption rights, will not apply if you are able to consummate an initial business combination with a non-PRC target
company-and inversely that such laws or regulations will apply if you consummate an initial business combination with a PRC target
company. In this regard, we note your disclosure on page 24 that you do not intend to enter into a business combination with a PRC target
company. However, we also note your disclosure on page 17 and elsewhere that as a result of the significant ties of your executive officers
and directors to China, you are more likely to acquire a company based in China.

 Response : The Company
respectfully advises the Staff that it has revised the disclosure on pages 23, 25 and 110 of Amendment No. 1 in response to the
Staff's comment.

 Summary of Risk Factors, page 55

 2. We acknowledge your response to prior comment 4 and reissue. Where you describe the significant regulatory,
liquidity, and enforcement risks that the majority of your directors and officers being based in or having significant ties to China poses
to investors, please revise to provide cross-references to the more detailed discussion of these risks in the prospectus.

 Response : The Company respectfully
advises the Staff that it has revised the disclosure on page 57 of Amendment No. 1 in response to the Staff's comment.

 U.S. Securities and Exchange Commission

 September 11, 2025

 Capitalization, page 128

 3. We note that you are offering 10,000,000 Class A ordinary shares, but only show 9,347,686 Class A common
shares subject to possible redemption in your Capitalization table. Notwithstanding the revisions you made to the dilution table in response
to prior comment 7, please tell us how you considered the guidance in ASC 480-10-S99-3A, which requires securities that are redeemable
for cash or other assets to be classified outside of permanent equity if they are redeemable (1) at a fixed or determinable price on a
fixed or determinable date, (2) at the option of the holder, or (3) upon the occurrence of an event that is not solely within the control
of the issuer, in concluding that all 10,000,000 Class A common shares were not required to be presented outside of permanent equity and
part of shares subject to possible redemption.

 Response : The Company respectfully
advises the Staff that it has revised the disclosure on page 54 of Amendment No. 1 to reflect all 10,000,000 Class A ordinary shares outside
of permanent equity in the Capitalization table in response to the Staff's comment. The Company has also made a conforming revision
to the Summary Financial Data table on page 128 of Amendment No. 1.

 * * *

 Please do not hesitate to contact Michael Blankenship at (713) 651-2678
with any questions or comments regarding this letter.

 Sincerely,

 /s/ Winston & Strawn LLP

 Winston & Strawn LLP

 cc: Qing Sun, Chief Executive Officer, AA Mission Acquisition
Corp. II

September 4, 2025
Qing Sun
Chief Executive Officer
AA Mission Acquisition Corp. II
21 Waterway Avenue, STE 300 #9733
The Woodlands, TX 77380
Re:AA Mission Acquisition Corp. II
Registration Statement on Form S-1
Filed August 22, 2025
File No. 333-289768
Dear Qing Sun:
            We have reviewed your registration statement and have the following comments.
            Please respond to this letter by amending your registration statement and providing
the requested information. 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 any amendment to your registration statement and the information
you provide in response to this letter, we may have additional comments. Unless we note
otherwise, any references to prior comments are to comments in our August 5, 2025 letter.
Registration Statement on Form S-1 filed August 22, 2025
Summary
Implication of Holding Foreign Companies Accountable Act, page 23
We acknowledge your response to prior comment 6. Please revise to clarify the
meaning of your added disclosure on pages 24-25, which appears to suggest that PRC
laws or regulations governing cash flows associated with the business combination,
including shareholder redemption rights, will not apply if you are able to consummate
an initial business combination with a non-PRC target company—and inversely that
such laws or regulations will apply if you consummate an initial business combination
with a PRC target company. In this regard, we note your disclosure on page 24 that
you do not intend to enter into a business combination with a PRC target company.
However, we also note your disclosure on page 17 and elsewhere that as a result of
 1.

September 4, 2025
Page 2
the significant ties of your executive officers and directors to China, you are more
likely to acquire a company based in China.
Summary of Risk Factors, page 55
2.We acknowledge your response to prior comment 4 and reissue. Where you describe
the significant regulatory, liquidity, and enforcement risks that the majority of your
directors and officers being based in or having significant ties to China poses to
investors, please revise to provide cross-references to the more detailed discussion of
these risks in the prospectus.
Capitalization, page 128
3.We note that you are offering 10,000,000 Class A  ordinary shares, but only show
9,347,686 Class A common shares subject to possible redemption in your
Capitalization table. Notwithstanding the revisions you made to the dilution table in
response to prior comment 7, please tell us how you considered the guidance in ASC
480-10-S99-3A, which requires securities that are redeemable for cash or other assets
to be classified outside of permanent equity if they are redeemable (1) at a fixed or
determinable price on a fixed or determinable date, (2) at the option of the holder, or
(3) upon the occurrence of an event that is not solely within the control of the issuer,
in concluding that all 10,000,000 Class A common shares were not required to be
presented outside of permanent equity and part of shares subject to possible
redemption.
            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.
            Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            Please contact Howard Efron at 202-551-3439 or Kristina Marrone at 202-551-3429 if
you have questions regarding comments on the financial statements and related matters.
Please contact Pearlyne Paulemon at 202-551-8714 or Benjamin Holt at 202-551-6614 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:Michael J. Blankenship

CORRESP
 1
 filename1.htm

 August 21, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, NE
Washington, D.C. 20549

 Attn: Howard Efron, Kristina Marrone

 Re: AA Mission Acquisition Corp. II

 Draft Registration Statement on Form S-1

 Submitted on July 9, 2025

 CIK No. 0002075336

 Ladies and Gentlemen:

 On behalf of our client, AA Mission Acquisition Corp. II (the " Company "),
we are writing to submit the Company's response to the comments of the staff (the " Staff ") of the Division
of Corporation Finance of the United States Securities and Exchange Commission (the " Commission ") set forth
in its letter, dated August 5, 2025, relating to the Company's Draft Registration Statement on Form S-1 filed via EDGAR on July
9, 2025.

 The Company is concurrently publicly filing
via EDGAR the Registration Statement on Form S-1 (the " Registration Statement "), which reflects the
Company's responses to the comments received by the Staff and certain updated information.

 We have set forth below the comments in the Staff's letter, in
bold, and the Company's responses thereto.

 Draft Registration Statement on Form S-1
submitted July 9, 2025 Cover Page

 1. Where you first discuss the voting rights of the Class B ordinary shares, please revise to clearly
state that only holders of Class B ordinary shares will have the right to vote on the appointment or removal of directors prior to or
in connection with the completion of your initial business combination, as you disclose elsewhere. Please also revise under the caption
"Voting" on page 34 to clearly state the different voting rights of the Class B and Class A ordinary shares, including the appointment
or removal of directors and the continuation of the company in a jurisdiction outside of the Cayman Islands.

 Response : The Company respectfully
advises the Staff that it has revised the disclosure on the cover page and page 35 in response to the Staff's comment.

 Summary Our Sponsor, page 6

 2. We note your disclosure on page 12 and elsewhere that members of your management team (including your
independent directors) may directly or indirectly own founder shares and/or private placement units following this offering. Please revise
to disclose the persons who have direct and indirect material interests in the sponsor, as well as the nature and amount of their interests.
See Item 1603(a)(7) of Regulation S-K.

 Response : The Company respectfully advises the Staff that it has revised the
disclosure on pages 7, 60, 99, 142 and 168 in response to the Staff's comment.

 U.S. Securities and Exchange Commission

 August 21, 2025

 Permission, Licenses or Approvals Required from the PRC Authorities
for this Offering and a

 Business Combination, page 19

 3. We note your disclosure that you believe you are not required to obtain permissions or approvals from
any PRC government authorities. Please expand to disclose each permission or approval that your officers and directors are required to
obtain from Chinese authorities to search for a target company, as you discuss on pages 102 and 108. 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. Please also describe the consequences to you and your investors if your officers
and directors (i) do not receive or maintain such permissions or approvals, (ii) inadvertently conclude that such permissions or approvals
are not required, or (iii) applicable laws, regulations, or interpretations change and you are required to obtain such permissions or
approvals in the future.

 Response : The Company respectfully
submits that we believe that our officers and directors are not required to obtain permissions or approvals from any PRC government authorities
(including neither the China Securities Regulatory Commission (the " CSRC ") nor the Cyberspace Administration
of China) to issue or offer our securities in this offering, to list on a U.S. stock exchange and to operate our business, including
searching for a target company. However, we have included additional disclosures on the cover page and page 21 regarding the risk if
relevant PRC governmental authorities, including the CSRC, do not reach the same conclusion, or that the CSRC or any other PRC governmental
authorities promulgate new rules or new interpretation of the current rules to require us to obtain CSRC or other PRC governmental approvals
for this offering or for the initial business combination.

 Summary of Risk Factors, page 54

 4. Where you describe the significant regulatory, liquidity, and enforcement risks that the majority of
your directors and officers being based in or having significant ties to China poses to investors, please revise to provide cross-references
to the more detailed discussion of these risks in the prospectus.

 Response : The Company respectfully advises the Staff that it has revised the
disclosure on page 57 in response to the Staff's comment.

 Risk Factors, page 57

 5. In light of recent events indicating greater oversight by the Cyberspace Administration of China (CAC)
over data security, please revise your disclosure to explain how this oversight impacts your officers and directors and to what extent
you believe that you are compliant with the regulations or policies that have been issued by the CAC to date.

 Response :

 The Company acknowledges the Staff's
comment and advises the Staff that it has addressed the impact in its risk factor titled "Since all of our directors and officers
are based in or have significant ties to China, the Chinese government may have potential oversight and discretion over the conduct of
our directors' and officers' search for a target company. The Chinese government may intervene or influence our operations
at any time through our directors and officers who are based in or have significant ties in China, which could result in a material change
in our search for a target business and/or the value of the securities we are offering. Changes in the policies, regulations, rules, and
the enforcement of laws of the PRC government may be adopted quickly with little advance notice and could have a significant impact upon
our ability to operate" on pages 102-103 in response to the Staff's comment.

 2

 U.S. Securities and Exchange Commission

 August 21, 2025

 6. Please expand your disclosure where appropriate to address
any impact PRC law or regulation may have on the cash flows associated with the business combination, including shareholder redemption
rights.

 Response : The Company respectfully advises the Staff that it has revised the
disclosure on pages 21 and 57 in response to the Staff's comment.

 Dilution, page 123

 7. We refer to the tabular presentation of dilution at quartile
intervals on the cover page and on pages 123-127. Such tabular presentation assumes the maximum redemption threshold is the entire amounts
of shares to be sold to public shareholders as part of this offering. This appears to contradict your disclosure throughout the document
that redemptions cannot cause your net tangible assets to fall below $5,000,001. Please tell us how you considered this redemption restriction
in your determination of the maximum redemption threshold in the dilution table. Please refer to Item 1602 of Regulation S-K.

 Response : The Company respectfully advises the Staff that it has revised the
disclosure on pages 125, 126 and 127 in response to the Staff's comment.

 8. Please
tell us how you have accounted for the 375,000 Class B shares subject to forfeiture if the underwriters' overallotment is not exercised
in the denominator calculation on pages 125 and 127.

 Response : The Company respectfully advises the Staff that it has revised the
disclosure on pages 125 and 127 in response to the Staff's comment.

 Proposed Business

 Our Sponsor, page 142

 9. Please describe the general character of the sponsor's
business, as required by Item 1603(a)(2) of Regulation S-K.

 Response : The Company respectfully advises the Staff that it has revised the
disclosure on page 142 and 168 in response to the Staff's comment.

 3

 U.S. Securities and Exchange Commission

 August 21, 2025

 Management

 Conflicts of Interest, page 173

 10. As applicable, please revise your conflicts of interest
discussion here and elsewhere, including in the Summary and Proposed Business sections, to ensure you have addressed any actual or potential
material conflict of interest, as required by Items 1602(b)(7) and 1603(b) of Regulation S-K. For example, we note your statements here
that you do not believe that (i) the fiduciary duties or contractual obligations of your officers or directors will materially affect
your ability to complete your initial business combination and (ii) any potential conflict from your management and sponsor's other business
or investment ventures would materially affect your ability to complete your initial business combination. However, we also note that
all of your officers and directors are also officers and directors of AA Mission Acquisition Corp., which you state is currently searching
for a target business and also appears to be focusing on the food and beverage industry.

 Response : The Company respectfully advises the Staff that it has revised the
disclosure on pages 12, 13, 87, 88 and 145 in response to the Staff's comment.

 Note 8. Segment Information, page F-17

 11. We note that the key measures of segment profit or loss
reviewed by the Company's CODM are general and administrative expenses. Please tell us how you determined that general and administrative
expenses reflect a measure of profit or loss, and whether or not your CODM considers net loss when evaluating your single operating segment.

 Response : The Company respectfully advises the Staff that it has revised the
disclosure on page F-17 in response to the Staff's comment.

 * * *

 Please do not hesitate to contact Michael Blankenship at (713) 651-2678
with any questions or comments regarding this letter.

 Sincerely,

 /s/ Michael J. Blankenship

 Michael J. Blankenship

 Winston & Strawn LLP

 cc: Qing Sun, Chief Executive Officer, AA Mission Acquisition Corp. II

 4

August 5, 2025
Qing Sun
Chief Executive Officer
AA Mission Acquisition Corp. II
21 Waterway Avenue, STE 300 #9733
The Woodlands, TX 77380
Re:AA Mission Acquisition Corp. II
Draft Registration Statement on Form S-1
Submitted July 09, 2025
CIK No. 0002075336
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 July 09, 2025
Cover Page
1.Where you first discuss the voting rights of the Class B ordinary shares, please revise
to clearly state that only holders of Class B ordinary shares will have the right to vote
on the appointment or removal of directors prior to or in connection with the
completion of your initial business combination, as you disclose elsewhere. Please
also revise under the caption "Voting" on page 34 to clearly state the different voting
rights of the Class B and Class A ordinary shares, including the appointment or
removal of directors and the continuation of the company in a jurisdiction outside of
the Cayman Islands.

August 5, 2025
Page 2
Summary
Our Sponsor, page 6
2.We note your disclosure on page 12 and elsewhere that members of your management
team (including your independent directors) may directly or indirectly own founder
shares and/or private placement units following this offering. Please revise to disclose
the persons who have direct and indirect material interests in the sponsor, as well as
the nature and amount of their interests. See Item 1603(a)(7) of Regulation S-K.
Permission, Licenses or Approvals Required from the PRC Authorities for this Offering and a
Business Combination, page 19
3.We note your disclosure that you believe you are not required to obtain permissions or
approvals from any PRC government authorities. Please expand to disclose each
permission or approval that your officers and directors are required to obtain from
Chinese authorities to search for a target company, as you discuss on pages 102 and
108. 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. Please also describe the
consequences to you and your investors if your officers and directors (i) do not
receive or maintain such permissions or approvals, (ii) inadvertently conclude that
such permissions or approvals are not required, or (iii) applicable laws, regulations,
or interpretations change and you are required to obtain such permissions or approvals
in the future.
Summary of Risk Factors, page 54
4.Where you describe the significant regulatory, liquidity, and enforcement risks that
the majority of your directors and officers being based in or having significant ties to
China poses to investors, please revise to provide cross-references to the more
detailed discussion of these risks in the prospectus.
Risk Factors, page 57
5.In light of recent events indicating greater oversight by the Cyberspace
Administration of China (CAC) over data security, please revise your disclosure to
explain how this oversight impacts your officers and directors and to what extent you
believe that you are compliant with the regulations or policies that have been issued
by the CAC to date.
6.Please expand your disclosure where appropriate to address any impact PRC law or
regulation may have on the cash flows associated with the business combination,
including shareholder redemption rights.

August 5, 2025
Page 3
Dilution, page 123
7.We refer to the tabular presentation of dilution at quartile intervals on the cover page
and on pages 123-127. Such tabular presentation assumes the maximum redemption
threshold is the entire amounts of shares to be sold to public shareholders as part of
this offering. This appears to contradict your disclosure throughout the document that
redemptions cannot cause your net tangible assets to fall below $5,000,001. Please tell
us how you considered this redemption restriction in your determination of the
maximum redemption threshold in the dilution table. Please refer to Item 1602 of
Regulation S-K.
8.Please tell us how you have accounted for the 375,000 Class B shares subject to
forfeiture if the underwriters' overallotment is not exercised in the denominator
calculation on pages 125 and 127.
Proposed Business
Our Sponsor , page 142
9.Please describe the general character of the sponsor's business, as required by Item
1603(a)(2) of Regulation S-K.
Management
Conflicts of Interest, page 173
10.As applicable, please revise your conflicts of interest discussion here and elsewhere,
including in the Summary and Proposed Business sections, to ensure you have
addressed any actual or potential material conflict of interest, as required by Items
1602(b)(7) and 1603(b) of Regulation S-K. For example, we note your statements
here that you do not believe that (i) the fiduciary duties or contractual obligations of
your officers or directors will materially affect your ability to complete your initial
business combination and (ii) any potential conflict from your management and
sponsor's other business or investment ventures would materially affect your ability to
complete your initial business combination. However, we also note that all of your
officers and directors are also officers and directors of AA Mission Acquisition Corp.,
which you state is currently searching for a target business and also appears to be
focusing on the food and beverage industry.
Note 8. Segment Information, page F-17
11.We note that the key measures of segment profit or loss reviewed by the Company’s
CODM are general and administrative expenses.  Please tell us how you determined
that general and administrative expenses reflect a measure of profit or loss, and
whether or not your CODM considers net loss when evaluating your single operating
segment.

August 5, 2025
Page 4
            Please contact Howard Efron at 202-551-3439 or Kristina Marrone at 202-551-3429 if
you have questions regarding comments on the financial statements and related matters.
Please contact Pearlyne Paulemon at 202-551-8714 or Benjamin Holt at 202-551-6614 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:Michael J. Blankenship