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Roman DBDR Acquisition Corp. II

9858 Clint Moore Road, Suite 205

Boca Raton, FL 33496

VIA EDGAR

November 14, 2024

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Real Estate & Construction

100 F Street, NE

Washington, D.C. 20549

    Attention:
    Pam Howell

    Kibum Park

Re: Roman DBDR Acquisition Corp.
II

Amended Registration Statement on
Form S-1

Filed October 18, 2024

File No. 333-282186

Dear Ms. Howell and Mr. Park:

Roman DBDR Acquisition Corp. II (the “Company”)
hereby transmits its response to the comment letter received from the staff (the “Staff”) of the U.S. Securities and
Exchange Commission (the “Commission”) on November 8, 2024, relating to Amendment No. 1 to Registration
Statement on Form S-1 (the “Registration Statement”), filed by the Company with the Commission on October 18,
2024.

For the Staff’s convenience, we have repeated
below the Staff’s comment in bold and have followed each comment with the Company’s response. Disclosure changes have been
made in Amendment No. 2 to the Registration Statement (the “Amendment No. 2”), which is being filed contemporaneously
with the submission of this response letter.

Amendment No. 1 to Registration Statement on Form S-1

Cover page

 1. We note the revisions made in response to prior comment
                                            1. We also note the statement that you do not expect any purchase of units by the non-managing
                                            sponsor investors to negatively impact your ability to meet Nasdaq listing eligibility requirements.
                                            In light of the disclosure that there is no limit on the amount that the non-managing sponsor
                                            investors may purchase in this offering, please revise to disclose whether the limited number
                                            of public investors could impact the company’s ability to meet the Nasdaq listing requirements.

In response to the Staff’s comment, we have revised
Amendment No. 2 (cover page and pages 30, 86, 167 and 208) to disclose that the limited number of public investors will
not adversely impact the Company’s ability to meet the Nasdaq listing requirements. We also respectfully advise the Staff that
the lead underwriter has advised the Company that it intends to sell securities in the offering so that there are a minimum of 400 unrestricted
round lot holders following the offering.

Summary

Limited Payments to Insiders, page 41

 2. We note your response to prior comment 8. Please revise
                                            here and elsewhere as applicable, to clarify whether "members of our management team"
                                            include your independent directors. In this regard, the table on page 6 seems to indicate
                                            that your independent directors (James Nelson, James Nevels, Bryn Sherman and Michael Woods)
                                            may receive consulting, success, advisory or finder's fees in connection with the consummation
                                            of your initial business combination.

In response to the
Staff’s comment, we have revised Amendment No. 2 (pages 41, 45, 113, 114, 132, 155, 156, 161, 162, 169, 170, and
171) to clarify that our directors may receive consulting fees in connection with the consummation of our initial business
combination.

Dilution, page 104

 3. We note your response to prior comment 13. As previously
                                            requested, please disclose outside the table each material potential source of future
dilution following the registered offering. In addition, your disclosure should
clarify whether any of the items listed in footnote 5 may result in a material future
dilution. See Item 1602(c) of Regulation S-K. Lastly, please also discuss the anti-dilution
rights relating to the founder shares.

In response to the Staff’s comment, we have
revised Amendment No. 2 (page 105) to disclose outside the table each material potential source of future dilution
following the registered offering, including the anti-dilution rights relating to the founder shares.

Executive Officer and Director Compensation, page 154

 4. We reissue prior comment 18. Please revise to include the
                                            membership interests in the sponsor to be issued to your independent directors, as
disclosed on page 5 for their services as a director. See Item 402(r)(3) of Regulation
S-K.

In response to the Staff’s comment, we have revised
Amendment No. 2 (pages 42, 155 and 171) to include the membership interests in the sponsor to be issued to our independent
directors.

Restrictions on Transfers of Founder Shares and Private Placement
Warrants, page 166

 5. We reissue prior comment 20. Please revise to disclose
                                            those "certain limited circumstances" when the members of the sponsor may
transfer their membership interests, as required by Item 1603(a)(6) of Regulation
S-K. The addition of the reference to the disclosure above is not relevant as
the disclosure in this section, other than this sentence does not relate to the membership
interests in the sponsor itself.

In response to the Staff’s comment, we have revised
Amendment No. 2 (page 168) to include the limited circumstances when the members of the sponsor may transfer their membership
interests.

****

We thank the Staff for its review of the foregoing.
If you have further comments, please feel free to contact our counsel, Joshua Englard, Esq. at jenglard@egsllp.com or by
telephone at (212) 370-1300.

    Sincerely,

    /s/ Dixon Doll, Jr.

    Dixon Doll, Jr., Chief Executive Officer

cc: Ellenoff Grossman & Schole LLP

  Kirkland & Ellis LLP