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CORRESP Filing

VisionWave Holdings, Inc.
Date: May 1, 2025 · CIK: 0002038439 · Accession: 0001731122-25-000657

Offering / Registration Process

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File numbers found in text: 333-284472

Date
May 1, 2025
Author
By: /s/Douglas Davis
Form
CORRESP
Company
VisionWave Holdings, Inc.

Letter

VisionWave Holdings, Inc.

300 Delaware Ave., Suite 210 # 301

Wilmington, DE 19801

May 1, 2025

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Matthew Derby

Kathleen Collins

Re: VisionWave Holdings, Inc.

Acceleration Request for Registration Statement on Form S-4

File No. 333-284472

Ladies and Gentlemen:

Pursuant to Rule 461 of the Securities Act of 1933, as amended, VisionWave Holdings, Inc. (the "Registrant") hereby respectfully requests that the effective date of its Registration Statement on Form S-4 (File No. 333-284472), as amended, be accelerated so that it may become effective at 4:00 p.m. Eastern Time on May 5, 2025, or as soon as practicable thereafter.

The Registrant respectfully requests that the Staff notify Mr. Fleming, counsel to the Registrant, at 516-902-6567 or smf@flemingpllc.com, upon declaring the Registration Statement effective or if there are any issues concerning this acceleration request.

Thank you for your attention to this matter.

Sincerely,
VisionWave Holdings, Inc.

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CORRESP
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 filename1.htm

 VisionWave Holdings, Inc.

 300 Delaware Ave., Suite 210 # 301

 Wilmington, DE 19801

 May 1, 2025

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention:
 Matthew Derby

 Kathleen Collins

 Re:
 VisionWave Holdings, Inc.

 Acceleration Request for Registration Statement on Form S-4

 File No. 333-284472

 Ladies and Gentlemen:

 Pursuant to Rule 461 of the Securities
Act of 1933, as amended, VisionWave Holdings, Inc. (the "Registrant") hereby respectfully requests that the effective date
of its Registration Statement on Form S-4 (File No. 333-284472), as amended, be accelerated so that it may become effective at 4:00 p.m.
Eastern Time on May 5, 2025, or as soon as practicable thereafter.

 The Registrant respectfully requests
that the Staff notify Mr. Fleming, counsel to the Registrant, at 516-902-6567 or smf@flemingpllc.com, upon declaring the Registration
Statement effective or if there are any issues concerning this acceleration request.

 Thank you for your attention to
this matter.

 Sincerely,

 VisionWave Holdings, Inc.

 By: /s/Douglas Davis

 Name: Douglas Davis

 Title: CEO

 cc:
 Stephen Fleming, Esq.

 Fleming PLLC

 Robert Yaspan, Esq.