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Graubard
Miller

The
Chrysler Building

405
Lexington Avenue

New
York, N.Y. 10174-4499

(212)
818-8800

    Facsimile

    direct
    dial number

    (212)
    818-8881

    (212)
    818-8638

    email
    address

    jgallant@graubard.com

January
5, 2024

Securities
and Exchange Commission

Division
of Corporation Finance

Office
of Real Estate & Construction

100
F Street, NE

Washington,
D.C. 20549

 Re: Legato
                                            Merger Corp. III

    Registration
                                            Statement on Form S-1

File
December 7, 2023

File
No. 333-275930

Ladies
and Gentlemen:

On
behalf of Legato Merger Corp. III (the “Company”), we hereby respond as follows to the comment letter from the staff of the
Securities and Exchange Commission (the “SEC”) dated January 2, 2024, relating to the above-referenced Registration Statement
on Form S-1 (“Registration Statement”). Captions and page references herein correspond to those set forth in Amendment No.
1 to the Registration Statement.

Registration
Statement on Form S-1 filed December 7, 2023

General

 1. Please
                                            clearly disclose the identity of your sponsor. We note references to Eric Rosenfeld as an
                                            officer of the Sponsor in your financial statements, but are unable to find the specific
                                            entity disclosed. In addition, please tell us whether your sponsor is, is controlled by,
                                            or has substantial ties with a non-U.S. person. If so, also include risk factor disclosure
                                            that addresses how this fact could impact your ability to complete your initial business
                                            combination.

We
wish to advise the Staff that the Company does not have a “sponsor.” The reference to sponsor in the financial statements
included in the Registration Statement was an error – the disclosure in the Registration Statement has been revised to remove the
reference to a “sponsor” and indicate that Mr. Rosenfeld is an officer of the Company.

 GRAUBARD
                                            MILLER

Securities
and Exchange Commission

January 5,
2024

Page 2

Summary

Effecting
a Business Combination, page 4

 2. Please
                                            revise your disclosure to state how you will advise shareholders of a potential business
                                            combination whether or not you seek shareholder approval of your initial business combination.

We
have revised the disclosure on page 4 and elsewhere in the Registration Statement as requested.

Risk
Factors

Our
initial shareholders will control a substantial interest in us..., page 21

 3. We
                                            note that in connection with any vote for a proposed business combination, your initial shareholders,
                                            as well as all of your officers and directors, have agreed to vote the ordinary shares owned
                                            by them immediately before this offering as well as “any ordinary shares acquired in
                                            this offering or in the aftermarket in favor of such proposed business combination.”
                                            Please explain how such purchases would comply with the requirements of Rule 14e-5 under
                                            the Exchange Act. Refer to Tender Offer Rules and Schedules Compliance and Disclosure Interpretation
                                            166.01 for guidance.

We
have revised the disclosure on page 21 of the Registration Statement to indicate that the voting of any purchased securities would only
be in accordance with applicable securities laws and have further revised the disclosure on page 65 of the Registration Statement to
indicate how any purchases would be made in compliance with Compliance and Disclosure Interpretation 166.01.

We
may issue our shares to investors..., page 35

 4. We
                                            note your disclosure that potential PIPE transactions are meant to enable you to provide
                                            sufficient liquidity to the post-business combination entity. Clearly disclose their impact
                                            to you and public shareholders, including that the arrangements result in costs particular
                                            to the de-SPAC process that would not be anticipated in a traditional initial public offering.

We
have revised the disclosure on page 35 of the Registration Statement as requested.

*************

GRAUBARD
                                            MILLER

Securities
and Exchange Commission

January 5,
2024

Page 3

If
you have any questions, please do not hesitate to contact me at the above telephone and facsimile numbers.

  Sincerely,

  /s/ Jeffrey M.
  Gallant

cc. Gregory
                                            Monahan