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December 2, 2022

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Real Estate and Construction

100 F Street, N.E.

Washington, D.C. 20549

Attn: Jeffrey Gabor, Stacie Gorman and Maryse Mills-Apenteng

    Re:

    InterPrivate IV InfraTech Partners Inc.

    Preliminary Proxy Statement on Schedule 14A

    Filed November 22, 2022

    File No. 001-40153

Dear Mr. Gabor, Ms. Gorman and Ms. Mills-Apenteng:

On behalf of our client, InterPrivate
IV InfraTech Partners Inc., a Delaware corporation (the “Company”), we are writing to submit the Company’s responses
to the comments of the staff of the Division of Corporation Finance (the “Staff”) of the United States Securities and
Exchange Commission (the “Commission”) with respect to the above-referenced preliminary proxy statement on Schedule
14A filed on November 22, 2022 (the “Preliminary Proxy Statement”), contained in the Staff’s letter dated December
1, 2022 and received telephonically on December 1, 2022 (collectively, the “Staff’s Comments”).

Set forth below are the Company’s
responses to the Staff’s Comments. The Company’s responses below are preceded by the Staff’s Comments for ease of reference.
Capitalized terms used but not defined herein have the meanings given to them in the Preliminary Proxy Statement.

Preliminary Proxy Statement on Schedule 14A

General

 1. With a view toward disclosure, please tell us whether your
sponsor is, is controlled by, or has substantial ties with a non-U.S. person. If so, please revise your disclosure in future filings
to include disclosure that addresses how this fact could impact your ability to complete your initial business combination. For instance,
discuss the risk to investors that you may not be able to complete an initial business combination with a U.S. target company should
the transaction be subject to review by a U.S. government entity, such as the Committee on Foreign Investment in the United States (CFIUS),
or ultimately prohibited. Disclose that as a result, the pool of potential targets with which you could complete an initial business
combination may be limited. Further, disclose that the time necessary for government review of the transaction or a decision to prohibit
the transaction could prevent you from completing an initial business combination and require you to liquidate. Disclose the consequences
of liquidation to investors, such as the losses of the investment opportunity in a target company, any price appreciation in the combined
company, and the warrants, which would expire worthless.

Response:
The Company respectfully advises the Staff that the Company’s sponsor, InterPrivate Acquisition Management IV, LLC, is not controlled
by, nor does it have substantial ties with, a non-U.S. person.

United States Securities and Exchange Commission

December 2, 2022

 2. We note that the Company is seeking stockholder approval to extend the date by which
the Company must consummate a business combination beyond the date that is 24 months from the closing date of the Company’s initial
public offering. We further note your disclosure on page 8 and the risk factor entitled “If we are deemed to be an investment company…”
beginning on page 15 which states that the company “may, in [its] discretion, on or prior to the 24-month anniversary of the effective
date of the registration statement relating to [the] IPO, or March 4, 2023, instruct Continental Stock Transfer & Trust Company, the
trustee with respect to the trust account, to liquidate the U.S. government treasury obligations or money market funds held in the trust
account and thereafter to hold all funds in the trust account in cash (i.e., in one or more bank accounts) until the earlier of the consummation
of a business combination or [the Company’s] liquidation.” Please revise your disclosure to either disclose that the Company
will liquidate the U.S. government treasury obligations or money market funds held in the trust account and thereafter to hold all funds
in the trust account in cash or to clarify the heightened risk that that the Company may be deemed an unregistered investment company
if it continues to invest the amounts held in the trust account in U.S. government treasury obligations or money market funds.

We also note your disclosure
in such risk factor that “it is possible that a claim could be made that we have been operating as an unregistered investment company
if the SPAC Rule Proposals are adopted as proposed.“Please revise your disclosure to remove statements that the risk that the company
may be deemed to be operating in the future or to have been operating as an unregistered investment company arises from the SPAC Rule
Proposals. In addition, please revise your disclosure to remove the statement that “…the SEC has recently been taking informal
positions regarding the Investment Company Act consistent with the SPAC Rule Proposals.”

Response:
In response to the comments of the Staff, the Company has revised the disclosure on pages 8, 9, 15 and 16.

The
changes are as shown below:

Pages
8 and 9:

How are the funds
in the trust account currently being held?

With respect to the regulation of special
purpose acquisition companies like us (“SPACs”), on March 30, 2022, the SEC issued proposed rules (the
“SPAC Rule Proposals”) relating to, among other items, the extent to which SPACs could become subject to regulation
under the Investment Company Act of 1940, as amended (the “Investment Company Act”), including a proposed
rule that would provide SPACs a safe harbor from treatment as an investment company if they satisfy certain conditions that limit a SPAC’s
duration, asset composition, business purpose and activities.

There is currently uncertainty concerning
the applicability of the Investment Company Act to a SPAC, including a company like ours, that has not
entered into a definitive agreement within 18 months after the effective date of its IPO registration statement or that does not
complete its initial business combination within 24 months after such date. It is possible
that a claim could be made that we have been operating as an unregistered investment company, including under the subjective test of Section
3(a)(1)(A) of the Investment Company Act, based on the current views of the SEC. While the funds in the trust account have, since
the Company’s IPO, been held only in U.S. government securities within the meaning set forth in Section 2(a)(16) of
the Investment Company Act, with a maturity of 185 days or less, or money market funds meeting certain conditions of Rule 2a-7
of the Investment Company Act, to mitigate the risk of being viewed as operating as an unregistered investment company (including
under the subjective test of Section 3(a)(1)(A) of the Investment Company Act), we may, in our discretion, on or prior to the 24-month
anniversary of the effective date of the registration statement relating to our IPO, or March 4, 2023, instruct Continental Stock
Transfer & Trust Company, the trustee with respect to the trust account, to liquidate the U.S. government securities or
money market funds held in the trust account and thereafter to hold all funds in the trust account in cash until the earlier of consummation
of our initial business combination or our liquidation. Following a liquidation of the trust account assets, we would likely receive minimal
interest, if any, on the funds held in the trust account, which would reduce the dollar amount our public stockholders would otherwise
receive upon any redemption or liquidation of the Company if the assets in the trust account remained in U.S. government securities
or money market funds. This means that the amount available for redemption may not increase in the future, and those stockholders who
elect not to redeem their public shares in connection with the Extension Amendment may receive no more than the same per share amount,
without additional interest, if they redeem their public shares in connection with a business combination or if the Company is liquidated
in the future, in each case as compared with the per share amount they would have received if they had redeemed their public shares in
connection with the Extension Amendment.

    2

United States Securities and Exchange Commission

December 2, 2022

In addition, even prior to the 24-month anniversary
of the effective date of the registration statement relating to our IPO, we may be deemed to be an investment company. The longer that
the funds in the trust account are held in short-term U.S. government securities or in money market funds invested exclusively in
such securities, even prior to the 24-month anniversary, there is a greater risk that we may be considered an unregistered investment
company, in which case we may be required to liquidate. For so long as the funds in the trust account are
held in short-term U.S. government securities or in money market funds invested exclusively in such securities, the risk that we may be
considered an unregistered investment company and required to liquidate is greater than that of a special purpose acquisition company
that has elected to liquidate such investments and to hold all funds in its trust account in cash (i.e., in one or more bank accounts).
Accordingly, we may determine, in our discretion, to liquidate the securities held in the trust account at any time, even prior
to the 24-month anniversary, and instead hold all funds in the trust account in cash, which would further reduce the dollar amount our
public stockholders would receive upon any redemption or our liquidation. For more information, see the section entitled “Risk
Factors — If we are deemed to be an investment company for purposes of the Investment Company Act, we may be forced to
abandon our efforts to complete an initial business combination and instead be required to liquidate the Company. To mitigate the risk
of that result, on or prior to the 24-month anniversary of the effective date of the registration statement relating to our IPO, we may,
in our discretion, instruct Continental Stock Transfer & Trust Company to liquidate the securities held in the trust account
and instead hold all funds in the trust account in cash. As a result, following such change, we would likely receive minimal, if any,
interest, on the funds held in the trust account, which would reduce the dollar amount that our public stockholders would otherwise receive
upon any redemption or liquidation of the Company if the assets in the trust account had remained in U.S. government securities or
money market funds.”

Pages
15 and 16:

If we are deemed
to be an investment company for purposes of the Investment Company Act, we may be forced to abandon our efforts to complete an initial
business combination and instead be required to liquidate the Company. To mitigate the risk of that result, on or prior to the 24-month
anniversary of the effective date of the registration statement relating to our IPO, we may instruct Continental Stock Transfer &
Trust Company to liquidate the securities held in the trust account and instead hold all funds in the trust account in cash. As a result,
following such change, we would likely receive minimal, if any, interest, on the funds held in the trust account, which would reduce the
dollar amount that our public stockholders would otherwise receive upon any redemption or liquidation of the Company if the assets in
the trust account had remained in U.S. government securities or money market funds.

On
March 30, 2022, the SEC issued the SPAC Rule Proposals, relating, among other things, to circumstances in which SPACs such as us could
potentially be subject to the Investment Company Act and the regulations thereunder. The SPAC Rule Proposals would provide a safe harbor
for such companies from the definition of “investment company” under Section 3(a)(1)(A) of the Investment Company Act, provided
that a SPAC satisfies certain criteria. To comply with the duration limitation of the proposed safe harbor, a SPAC would have a limited
time period to announce and complete a de-SPAC transaction. Specifically, to comply with the safe harbor, the SPAC Rule Proposals would
require a company to file a report on Form 8-K announcing that it has entered into an agreement with a target company for an initial business
combination no later than 18 months after the effective date of the registration statement for its initial public offering. The company
would then be required to complete its initial business combination no later than 24 months after the effective date of the registration
statement for its initial public offering. As indicated above, we completed our IPO in March 2021 and have
operated as a blank check company searching for a target business with which to consummate an initial business combination since such
time (or approximately 20 months after the effective date of our IPO, as of the date of this proxy statement).We
understand that the SEC has recently been taking informal positions regarding the Investment Company Act consistent with the SPAC Rule
Proposals.

    3

United States Securities and Exchange Commission

December 2, 2022

There
is currently uncertainty concerning the applicability of the Investment Company Act to a SPAC.,
including a company like ours, that does not complete its initial business combination within the proposed time frame set forth in the
proposed safe harbor rule. As indicated above, we completed our IPO in March 2021 and have operated as a blank check company searching
for a target business with which to consummate an initial business combination since such time (or approximately 20 months after the effective
date of our IPO, as of the date of this proxy statement). As a result, it It is possible
that a claim could be made that we have been operating as an unregistered investment company, if the
SPAC Rule Proposals are adopted as proposed including under the subjective test of Section
3(a)(1)(A) of the Investment Company Act, based on the current views of the SEC. If we were deemed to be an investment company
for purposes of the Investment Company Act, we might be forced to abandon our efforts to complete an initial business combination and
instead be required to liquidate the Company. If we are required to liquidate the Company, our investors would not be able to realize
the benefits of owning shares in a successor operating business, including the potential appreciation in the value of our shares and warrants
or rights following such a transaction, and our warrants or rights would expire worthless.

The
funds in the trust account have, since our IPO, been held only in U.S. government treasury obligations with a maturity of 185 days or
less or in money market funds investing solely in U.S. government treasury obligations and meeting certain conditions under Rule 2a-7
under the Investment Company Act. As of [•], 2022, amounts held in trust account included approximately $[•] of accrued interest.
To mitigate the risk of us being deemed to have been operating as an unregistered investment company under the Investment Company Act,
we may, in our discretion, on or prior to the 24-month anniversary of the effective date of the registration statement relating to our
IPO, or March 4, 2023, instruct Continental Stock Transfer & Trust Company, the trustee with respect to the trust account, to liquidate
the U.S. government treasury obligations or money market funds held in the trust account and thereafter to hold all funds in the trust
account in cash (i.e., in one or more bank accounts) until the earlier of the consummation of a business combination or our liquidation.
Following such a liquidation of the assets in our trust account, we would likely receive minimal interest, if any, on the funds held in
the trust account, which would reduce the dollar amount our public stockholders w