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      K
      Wave Media Ltd.
c/o Maples Corporate Services Limited
PO
      Box 309, Ugland House
Grand Cayman, KY1-1104
Cayman
      Islands

      July 1, 2024

      Via EDGAR

      Division of Corporation Finance

      Office of Trade & Services

      U.S. Securities and Exchange Commission

      100 F Street, N.E.

      Washington, DC 20549

            Attention:
            Rebekah Reed

            Erin Jaskot

            RE:
            K Wave Media Ltd.

            Amendment No. 1 to Registration Statement on Form F-4

            Filed May 13, 2024

            File No. 333-278221

      Dear Ms. Reed and Mr. Jaskot:

      On behalf of K Wave Media Ltd. (“K Wave” or the “Company”), we are responding to the letter from the staff of the Division of Corporation
         Finance Office of Trade & Services (the “Staff”) dated June 7, 2024 (the “Comment Letter”) regarding K Wave’s Amendment No. 1 to Registration Statement on Form F-4 filed with the Securities and Exchange Commission
         (the “SEC”) on May 13, 2024 (the “Registration Statement”). Concurrently with the submission of this letter, the Company is submitting Amendment
         No. 2 to the Registration Statement on Form F-4 (“Amended Registration Statement”) via EDGAR to the Commission for review in accordance with the procedures of the
         Commission.

      The Company has responded to all of the Staff’s comments by revising the Amended Registration Statement to address the comments,
         by providing an explanation if the Company has not so revised the Amended Registration
         Statement, or by providing supplemental information as requested. The Staff’s comments are repeated below in italics and followed by the Company’s response. We have included page references to the Amended Registration Statement
         where the language addressing a particular comment appears. Terms used but not otherwise
         defined herein have the meanings set forth in the Amended Registration Statement.
         The changes reflected in the Amended Registration Statement include those made in
         response to the Staff’s comments as well as other updates.

      For ease of reference, the text of the Division of Corporation Finance Office of Trade
         & Services’ comment is included in bold-face type below, followed by K Wave’s response.

      Amendment No. 1 to Registration Statement on Form F-4 filed May 13, 2024

      Summary of the Proxy Statement/Prospectus

      K Enter Holdings, page 18

      1. You disclose here and elsewhere that the financial projections in the Second Fairness Opinion are based on the assumption that K Enter acquired the Six Korean Entities
         and the Business Combination closed on or before March 31, 2024, and that the delay in the acquisition and closing will reduce PubCo’s projected revenues for 2024. Given that the revenues for PubCo will be generated by operations of the Six Korean Entities, and
         that pro forma projections always assume a particular acquisition date, it is unclear if
         the disclosure is implying that there is an actual reduction in projected revenues by
         the Six Korean Entities. Please tell us what is meant by this disclosure and explain whether there is any impact on the fairness opinion given the delay in the acquisition.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at pages 19, 34, 53, 115 and 117 of the Amended Registration Statement.

      K Enter’s Acquisition of the Six Korean Entities, page 20

      2. You state here you will close the share purchase agreement with Play Company first
         and thereafter, K Enter will close the share purchase agreements with the remaining
         five of the Six Korean Entities, which may occur concurrently or in any order. The
         heading of the chart at the top of page 21 indicates K Enter’s acquisition of equity interests in the four remaining Six Korean Entities will occur
         after the closing of the share purchase agreement concerning Solaire Partners. Please
         clarify whether the acquisition of Solaire will or will not occur prior to the acquisition of the remaining four Korean Entities.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment by revising disclosure and charts to confirm that K Enter will close the share purchase agreement with Play Company first and thereafter, K Enter will close the share purchase agreements with the remaining five of the Six Korean Entities, which may occur concurrently or in any order at pages 20 and 21 of the Amended Registration Statement.

      Risk Factors

      Risk Factors Relating to K Enter’s
Business, the Six Korean Entities’ Business, and New K Enter’s Business

      We may not be able to prevent others from unauthorized use..., page 32

      3. We note your response to prior comment 13 and reissue in part. Revise to specify the
         particular intellectual property that is material to the success of New K Enter, including
         the current entity(ies) which hold the intellectual property and the significance
         of the intellectual property. In this regard, your revised disclosure mentions “copyrights,
         registered trademark and pending trademarks, service marks...proprietary technologies
         and similar intellectual property,” but continues to provide no specific examples
         of material intellectual property. For example, explain the nature of the intellectual
         property rights under Play Company’s agreements with HYBE and SM Entertainment discussed at page 40, and/or clarify the
         nature of any copyrights held by the Production Companies. Make conforming revisions
         to identify any material intellectual property in the business disclosure.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at page 43 of the Amended Registration Statement.

      We currently face concentration risk within Play Company..., page 40

      4. Please revise this risk factor to present information regarding your concentration
         risk and reliance on HYBE or any other significant customers as of a date more recent
         than June 30, 2023, as we note that financial information as of December 31, 2023 has been added to the filing. Make similar revisions where you discuss concentration
         risk “as of June...2023 (Year-to-Date)” at page 189.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at pages 42, 169, 192 of the Amended Registration Statement.

      Proposal No. 2 - The Acquisition Merger
Proposal

      Conditions to Closing

      General Conditions, page 101

      5. Please further revise your disclosure responsive to prior comment 17 to acknowledge
         as general conditions to closing (i) the approval of K Enter stockholders and (ii)
         the execution of the joinder agreement by K Wave Media Ltd. and GLST Merger Sub Inc., as stated in Sections 9.1(e) and (k) of the Merger Agreement.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at page 104 of the Amended Registration Statement.

    2

      Background of the Business Combination, page 105

      6. The disclosure added to page 113 in response to prior comment 21 suggests that there
         were no concrete developments at the time that the updated projections were prepared
         in November 2023 with respect to K Enter’s “opportunity...to acquire a music-focused management company” and “the acquisition
         of a ‘webtoons’ company.” However, statements such as, “It is not hard to imagine...,” and, “K Enter
         will be uniquely positioned to acquire...webtoon companies,” are unclear and may imply
         that such acquisition opportunities are currently contemplated and/or likely to occur.
         Revise to state clearly, if true, that no definitive agreements or prospects have
         been identified or were at the time that K Enter’s projections were updated. Discuss how K Enter’s financial condition may limit its ability to realize any such acquisition opportunities
         that arise.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at pages 116 and 134 of the Amended Registration Statement.

Opinion of Global Star’s Financial Advisor,
page 117.

      7. Please revise to summarize the revisions
that EverEdge made to the second fairness opinion on April 29, 2024.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at page 120 of the Amended Registration Statement.

      First Fairness Opinion by EverEdge

      Supplemental Exhibit A: K Enter Forecasts, page 124

      8. Please relocate the K Enter forecasts included as Supplemental Exhibit A, as well
         as the other supplemental exhibits at pages 124-134, so that they are located after
         the section titled “Second Fairness Opinion by Everedge” beginning at page 135. In
         this regard, it appears that these are the updated projections and other information
         used in connection with EverEdge’s updated fairness opinion dated March 12, 2024. Revise to either include the original set of K Enter forecasts and other
         information supporting EverEdge’s original fairness opinion dated June 9, 2023 where Supplemental Exhibits A-D are currently located in the proxy statement/prospectus,
         or provide a cross-reference to where they can be found in Annex F.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at pages 123 and 139-146 of the Amended Registration Statement.

      9. We note that there are discrepancies between the forecasted results of K Enter and
         certain of the Six Korean Entities presented in Supplemental Exhibit A and historical
         results for the year ended December 31, 2023 included elsewhere in the proxy statement/prospectus. For example, total revenues
         of Play Company are forecasted as KRW95,194,000,000 and actual revenues for fiscal
         2023 were KRW67,481,156,000. Please add to the tables in Supplemental Exhibit A an
         additional column that discloses actual results for the year ended December 31, 2023, and explain to investors why such additional column is included via footnote
         or another clear method of presentation. Additionally, where you discuss the financial
         projections contained in the second fairness opinion elsewhere in the proxy statement/prospectus,
         including at pages 18, 32, and 112-113, revise to highlight that certain forecasted
         and actual results for the year ended December 31, 2023 differ.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at pages 139-146 of the Amended Registration Statement.

    3

      Second Fairness Opinion by EverEdge

      Summary of EverEdge’s Financial Analysis of K Enter, page 137

      10. Please contextualize your statement added in response to prior comment 23 that, “...the
         entities to be contracted as subsidiaries of the Target boast a well-established operational
         history” with disclosure that two of the Six Korean Entities were formed in 2023.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at page 134 of the Amended Registration Statement.

Selected Historical Financial Information of K
Enter, page 157

      11. Please present line items for each of revenue, cost of revenue and general and administrative
         expenses to put the included line item for net income in better context.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at page 201 of the Amended Registration Statement.

Capabilities and the Six Korean Entities to be
acquired, page 177.

      12. The revisions at pages 178-188 that you reference as responsive to prior comment 25
         do not address our comment and we reissue. Elaborate on the nature of the rights created
         by the Equity Pledge Agreements with certain shareholders of the Six Korean Entities
         and explain how and why they enable K Enter to exercise “de facto” or “effective”
         control over the “pledged equity interests” of the entities. In this regard, your
         disclosure that the shareholders of the entities, as pledgors, will “retain all voting
         and economic rights with respect to the pledged equity interests” makes it more unclear
         how the agreements operate to “guarantee the performance” of the entities under the
         respective share purchase agreements. Alternatively, remove disclosure suggesting
         that the Equity Pledge Agreements allow K Enter to control the Six Korean Entities
         through the ownership of pledged equity interests.

      Response: The Company
      respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at pages 181, 192, 184,
      185, 188 and 190 of the Amended Registration Statement. The Company notes the Equity Pledge Agreements were entered into by K Enter to provide assurance that the selling
shareholders of the Six Korean Entities would consummate the closing of the Share Purchase Agreement and thus provide greater certainty
of K Enter’s acquisition of controlling equity interests in the Six Korean Entities. The Equity Pledge Agreements are not intended
to provide K Enter control over the Six Korean Entities, but rather to restrict the voting and hypothecation of the pledged shares which
could hinder or obstruct the consummation of the transactions contemplated by the Share Purchase Agreements. Accordingly, the Company
believes that the Equity Pledge Agreements help to ensure K Enter’s acquisition of controlling equity interests in the Six Korean
Entities under the Share Purchase Agreements.

      K Enter’s Relationship with First Virtual Lab, Inc., page 187

      13. We note your response to prior comment 26 and reissue in part. Please articulate in
         additional detail the basis of your statement that the acquisition of a controlling
         interest in First Virtual is “not probable.” While we note from your response that
         the option held by the shareholders of First Virtual expires after five years, it
         remains unclear why you believe that the option will not be successfully exercised
         within that time frame.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company
has addressed the Staff’s comment at pages 19, 119, 192, 200 and 293 of the Amended Registration Statement.

      Management’s Discussion and Analysis
of Financial Condition and Results of Operations of Play Company.

      Results of Operations, page 207

      14. Please discuss whether the significant reduction of revenue for Play Company and Apeitda
         and reduced amount of operating expenses for Play Company is a known trend pursuant
         to Item 5.D of Form 20-F and your expectations concerning this condition. Also, discuss
         whether the decreased operating expenses of Play Company are directly related to the
         reduction in revenue, and if so, how they correlate.

      Response: The Company respectfully acknowledges the Staff’s comment. The Company has addressed the Staff’s comment at pages 211, 213 and 219 of the Amended Registration Statement.

    4

      Cash Flow, page 208

      15. Please discuss