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 March 25, 2025

Menachem Shalom
Chief Executive Officer
Kochav Defense Acquisition Corp.
575 Fifth Avenue, 14th Floor
New York, NY 10017

 Re: Kochav Defense Acquisition Corp.
 Draft Registration Statement on Form S-1
 Submitted February 26, 2025
 CIK No. 0002053799
Dear Menachem Shalom:

 We have reviewed your draft registration statement and have the
following comments.

 Please respond to this letter by providing the requested information and
either
submitting an amended draft registration statement or publicly filing your
registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing the information you provide in response to this letter
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Draft Registration Statement on Form S-1
Cover Page

1. Please state here that you intend to focus on a business combination in
the defense and
 aerospace industries, as you do on pages 3 and 110.
2. We note your discussion regarding redemption rights limitations. We also
note your
 disclosure on page 56 that you will have net tangible assets in excess
of $5,000,000
 upon the completion of this offering. Please also state, if true, that
you may not
 redeem your public shares in an amount that would cause your net
tangible assets to
 be less than $5,000,001. See Item 1602(a)(2) of Regulation S-K.
3. We note that you intend to apply to have your units listed on Nasdaq and
that there is
 no guarantee that your securities will be approved for listing. Please
also state whether
 this offering is conditioned on Nasdaq approval.
 March 25, 2025
Page 2

Business Strategy, page 3

4. Please revise this section to clarify, as you have on page 56, that your
ability to
 identify and evaluate a target company may be impacted by competition
among other
 SPACs pursuing business combination transaction candidates. Please also
clarify that
 this competition may impact the attractiveness of the acquisition terms
that you will
 be able to negotiate with potential targets.
Our Management Team, page 4

5. Please revise your disclosure both here and on pages 111 and 112 to
disclose whether
 the sponsor, its affiliates, or any promoters have experience in
organizing special
 purpose acquisition companies. If so, please discuss the extent to which
the sponsor,
 its affiliates, or promoters are involved in such other special purpose
acquisition
 company's activities. Your disclosure should discuss any completed
business
 combinations, liquidated SPACs, pending de-SPAC transactions and any
SPACs still
 searching for a target. See Item 1603(a)(3) of Regulation S-K.
Our Sponsor, page 6

6. You state that Menachem Shalom is the sole managing member of Star 52
Sponsor
 LLC and no other entity or person has a direct or indirect material
interest in your
 sponsor. Please also disclose the amount of Menachem Shalom's interest
as required
 by Item 1603(a)(7) of Regulation S-K.
7. We note your table beginning on page 6 sets forth the payments to be
received by
 your sponsor and its affiliates in connection with the completion of
your initial
 business combination. Please disclose the nature and amounts of any
finder's fees,
 advisory fees, consulting fees, and success fees or salaries to be paid
to Star 52
 Sponsor LLC, your officers, directors, and/or their affiliates, as
required by Item
 1603(a)(6) of Regulation S-K, or otherwise advise.
Initial Business Combination, page 12

8. Please state here and on page 27 that there are no limits to the number
of extensions
 that you may seek and that you do not expect to extend the time period
to consummate
 your initial business combination beyond 36 months from the closing of
this offering,
 as you do on page 119. See Item 1602(b)(4) of Regulation S-K.
Our Business Combination Process, page 12

9. We note your statements on pages 12 and 118 that you do not believe that
the
 fiduciary or contractual duties of your officers or directors will
materially affect your
 ability to complete a business combination. We also note your statements
elsewhere
 that the fiduciary duties or contractual obligations of your officers or
directors "could
 materially affect" your ability to complete your initial business
combination. Please
 reconcile. To the extent you do not believe such duties will materially
affect your
 ability to complete a business combination, please provide a basis for
such statement.
 March 25, 2025
Page 3
Conflict of Interest, page 42

10. You state here and on page 117 that certain of your officers and
directors presently
 have fiduciary or contractual obligations to other entities pursuant to
which such
 officer or director is required to present a business combination
opportunity to such
 entity. Please identify the specific officers or directors and the other
entities
 referenced.

 Please contact Vanessa Robertson at 202-551-3649 or Lynn Dicker at
202-551-3616
if you have questions regarding comments on the financial statements and
related
matters. Please contact Doris Stacey Gama at 202-551-3188 or Laura Crotty at
202-551-7614
with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Life
Sciences
cc: David E. Fleming, Esq.
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