SecProbe.io

CORRESP
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filename1.htm

    G. Alex Weniger-Araujo

    Partner

    345 Park Avenue

    New York, NY 10154

                                            Direct      212.407.4063
 Main        212.407.4000
 Fax           212.407.4990
 aweniger@loeb.com

September
6, 2024

VIA
EDGAR

U.S.
Securities and Exchange Commission

Division
of Corporation Finance

Office
of Manufacturing

100
F Street, N.E.

Washington,
D.C. 20549

    Attention:
    Erin
    Donahue

    Erin
    Purnell

    Mindy
    Hooker

    Andrew
    Blume

 Re: Drugs
Made In America Acquisition Corp.

Registration
Statement on Form S-1

Filed
August 1, 2024

File
No. 333-281170

Ladies
and Gentlemen:

On
behalf of our client, Drugs Made In America Acquisition Corp., a Cayman Islands exempted company (the “Company”), we respond
to the comments of the staff of the Division of Corporation Finance of the Securities and Exchange Commission (the “Staff”)
contained in the Staff’s letter dated August 27, 2024 (the “Comment Letter”) with respect to the above-referenced Registration
Statement on Form S-1 filed on August 1, 2024 (the “Registration Statement”).

Concurrent
herewith, the Company is filing via EDGAR Amendment No. 1 to the Registration Statement (“Amendment No. 1”), which reflects
the Company’s responses to the comments received by the Staff and certain updated information. 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 the page numbers in Amendment No. 1.

Form
S-1 filed August 1, 2024

Cover
Page

 1. We
                                            note your disclosure on the cover page that redemptions of your public shares are subject
                                            “to the limitations described herein.” Please describe all limitations redemptions
                                            are subject to, such as the $5,000,001 net tangible asset requirement. See Item 1602(a)(2)
                                            of Regulation S-K.

COMPANY
RESPONSE: In response to the Staff’s comment, the Company has revised the disclosure on the cover page of Amendment No. 1.
We respectfully advise the Staff that there will be no limitation relating to the Company having at least $5,000,001 of net tangible
assets and as a result the Company has not included that in the revised disclosure.

Executive
Team, page 1

 2. Please
                                            revise Lynn Stockwell’s biographical paragraph to state that she is the managing member
                                            of the sponsor. See Item 1603(a)(2) of Regulation S-K.

COMPANY
RESPONSE: In response to the Staff’s comment, the Company has revised the disclosure on pages 1, 89 and 113 of
Amendment No. 1.

Summary,
page 1

 3. When
                                            discussing the amount of compensation received or to be received, as required by Item 1602(a)(3)
                                            of Regulation S-K, please indicate the repayment of loans.

COMPANY
RESPONSE: In response to the Staff’s comment, the Company has revised the disclosure on page 5 of
Amendment No. 1.

 4. We
                                            note your disclosure that you may need to obtain additional financing either to complete
                                            an initial business combination. Please describe more clearly how additional financing may
                                            impact unaffiliated security holders. See Item 1602(b)(5) of Regulation S- K.

COMPANY
RESPONSE: In response to the Staff’s comment, the Company has revised the disclosure on page 8 of
Amendment No. 1.

 5. Please
                                            expand your disclosure to clearly identify any special purpose acquisition company business
                                            combinations in which your management team has participated. For each SPAC, clearly disclose
                                            any extensions and redemption levels in connection with any extension and/or business combinations.
                                            For those SPACs that have completed a de-SPAC transaction, disclose the current trading prices.
                                            See Item 1603(a)(3) of Regulation S-K.

COMPANY
RESPONSE: The Company has revised the disclosure on pages 114-115 of Amendment No. 1 by adding a section titled “Prior SPAC
Experience” to include the requested information.

Conflicts
of Interest, page 26

 6. When
                                            discussing the conflicts of interest of the sponsor and management team from owning securities
                                            in the company, please revise to clearly disclose the nominal price paid for the securities
                                            and the conflict of interest in determining whether to pursue a de-SPAC transaction. In addition,
                                            please add disclosure of the conflicts of interest relating to the compensation, repayment
                                            of loans, and reimbursements of expenses that will be paid to officers and directors affiliated
                                            with the sponsor upon completion of a de-SPAC transaction. See Item 1602(b)(7) of Regulation
                                            S-K.

COMPANY
RESPONSE: In response to the Staff’s comment, the Company has revised the disclosure on pages 27-28 of
Amendment No. 1.

 7. Please
                                            provide the basis for your statement on page 27 that you do not believe that the fiduciary
                                            duties or contractual obligations of your directors or officers will materially affect your
                                            ability to identify and pursue business combination opportunities.

COMPANY
RESPONSE: In response to the Staff’s comment, the Company has revised the disclosure on pages 6, 27, 94, 120 of
Amendment No. 1.

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Risk
Factors

We
may be deemed to be an investment company..., page 47

 8. Please
                                            revise your disclosure in this section to state clearly that if you are found to be operating
                                            as an unregistered investment company, you may be required to change your operations or wind
                                            down your operations. Also include disclosure with respect to the consequences to investors
                                            if you are required to wind down your operations as a result of this status, such as the
                                            losses of the investment opportunity in a target company or any price appreciation in the
                                            combined company.

COMPANY
RESPONSE: In response to the Staff’s comment, the Company has revised the disclosure on page 49 of
Amendment No. 1.

Please
do not hesitate to contact G. Alex Weniger-Araujo of Loeb & Loeb LLP at (212) 407-4063 with any questions or comments regarding this
letter.

    Sincerely,

    /s/
    G. Alex Weniger-Araujo

    G.
    Alex Weniger-Araujo

    Partner

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