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VIA EDGAR AND ELECTRONIC MAIL

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

    Attn:
    SiSi Cheng

Claire Erlanger

Erin Donahue

Geoffrey Kruczek

Division of Corporation Finance

Office of Real Estate &
Construction

    Re:
    Terra Innovatum Global S.R.L.

Registration Statement on Form S-4

Filed May 14, 2025

File No. 333-287271

To the addressees set forth above:

On behalf of our clients,
Terra Innovatum Global S.R.L., Terra Innovatum s.r.l. and GSR III Acquisition Corp. (collectively, the “Registrants”),
we submit this letter setting forth the responses of the Registrants to the comments provided by the staff (the “Staff”)
of the Securities and Exchange Commission (the “Commission”) in its comment letter dated June 12, 2025 (the
“Comment Letter”) with respect to the Registration Statement on Form S-4 filed with the Commission by the Registrants
on May 14, 2025. Concurrently with the filing of this letter, the Registrants has filed a Registration Statement on Form S-4/A (the “Registration
Statement”) through EDGAR.

For your convenience, we have
set forth each comment of the Staff from the Comment Letter in bold type below followed by the Registrants’ response thereto. Unless
otherwise indicated, capitalized terms used herein have the meanings assigned to them in the Registration Statement.

Registration Statement on Form S-4

Cover Page

    1.
    Please revise your cover page to state that the GSR III Board determined that the Business Combination and Plan of Merger were "advisable, fair to, and in the best interests of, GSR III and its shareholders," as disclosed on page 5. Also revise to state that GSR III Board obtained a fairness opinion from EntrepreneurShares LLC. See Item 1604(a)(1) of Regulation S-K.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised the disclosure on the cover page of the
Registration Statement.

    2.
    Please revise your disclosure to include and quantify all amounts of compensation received or to be received by the SPAC Sponsor, its affiliates, and promoters. In the instance that out-of-pocket expenses or outstanding loans are incurred, quantify the amount to be paid. Please also provide a cross-reference to the locations of related disclosure in the prospectus. Address each aspect of Item 1604(a)(3) of Regulation S- K.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on the cover page of the Registration
Statement.

    3.
    Please expand the ownership table to include the ownership percentages of all holders of PubCo shares immediately after the Business Combination.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on the cover page to show the
ownership of all holders of PubCo shares immediately after the Business Combination.

    4.

    Please describe any material financing
    transactions that have occurred since the initial public offering of the special purpose acquisition company or will occur in
    connection with the consummation of the de-SPAC transaction. For example, we note you entered into a Bridge Loan on May 4, 2025 and
    a related agreement on May 6, 2025. See Item 1604(a)(2) of Regulation S-K. We also note references to a PIPE transaction or
    alternative financing.

Response:
The Registrants acknowledge the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure
on pages 126 and 166
of the Registration Statement. The Registrants further advise the Staff that no PIPE transaction has occurred as of this date.

    2

    5.
    We note your disclosure that the GSR III Board has approved the business combination agreement and business combination. Please revise your disclosure here, and where appropriate, to state whether any director or member of a similar governing body of the SPAC voted against, or abstained from voting on, approval of the de- SPAC transaction. If so, identify such persons, and indicate, if known after making a reasonable inquiry, the reasons for the vote against the transaction or the abstention. See Item 1606(e) of Regulation S-K.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that no members of the GSR III Board abstained from voting on or voted against
the de-SPAC transaction, and the Registration Statement discloses the GSR III Board unanimously approved the Business Combination Agreement.

    6.
    We note your disclosure that public shareholders may elect to redeem their shares even if they vote "for" the Business Combination Proposal. Please revise to clarify, if true, that public shareholders may elect to redeem whether they vote for or against the Business combination Proposal.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on the cover page of the Registration
Statement.

Cautionary Note Regarding Forward-Looking Statements,
page xiv

    7.
    We note your disclosure that statements "are inherently uncertain, and you are cautioned not to unduly rely on these statements." Such statement may imply an inappropriate disclaimer of liability for information in the proxy statement/prospectus. Please revise to remove any implication that investors are not entitled to rely on information in your registration statement.

Response: The Registrants
acknowledge the Staff’s comment and respectfully advise the Staff that the Registrants have removed the disclosure on page xv
of the Registration Statement.

Questions and Answers

What will Terra Innovatum quotaholders receive in the Business Combination?,
page xxii

    8.
    Please clarify here the "certain circumstances" in which legacy Terra Innovatum Quotaholders will be entitled to receive additional PubCo ordinary shares, or include a cross-reference to that discussion.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on page xxii-xxiii of the Registration
Statement.

Summary, page 1

    9.
    Please provide in tabular format in your summary the terms and amount of compensation to be received by the Sponsor, its affiliates, and promoters in connection with the business combination. Ensure your disclosure addresses each aspect of Item 1604(b)(4) of Regulation S-K.

Response:
The Registrants acknowledge the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure
on pages 8 and 176
of the Registration Statement.

    10.
    Provide early in the summary a diagram of the company's corporate structure, identifying the person or entity that owns the equity in each depicted entity.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on pages 2 of the Registration
Statement.

    3

    11.
    Please disclose any circumstances or arrangements under which the sponsor, its affiliates, and promoters could indirectly transfer ownership of your securities through transfers of sponsor membership interests. See Item 1603(a)(6) of Regulation S-K.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on pages 10 and 180 of the Registration
Statement.

    12.
    Discuss the material terms of any material financing transactions that have occurred or will occur in connection with the consummation of the de-SPAC transaction, the anticipated use of proceeds from those financing transactions, and the dilutive impact, if any, of those financing transactions on non-redeeming shareholders. See Item 1604(b)(5).

Response: The
Registrants acknowledge the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on
page 167 and F-49 of the Registration Statement. The Registrants further advise the Staff that no PIPE transaction has occurred as
of this date.

Selected Financial Data of GSR III, page 16

    13.
    Your presentation of net loss of $949,295 for the year ended December 31, 2024 does not appear consistent with data present in the Statements of Operations on page F-4. Please revise or advise.

Response:
The Registrants acknowledge the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure
on page 18 of the Registration Statement.

Risk Factors, page 19

    14.

    We note your disclosure on page 1 that
    the money in your trust account is invested in U.S. government securities or in money market funds registered Under the Investment
    Company Act. Please disclose the risk that you could be considered to be operating as an unregistered investment company. Disclose
    that if you are found to be operating as an unregistered investment company, you may be required to change your operations, wind
    down your operations, or register as an investment company under the Investment Company Act. Also include disclosure with respect to
    consequences to investors if you are required to wind down your operations as a result of this status, such as the losses of
    investment opportunity in a target company, any price appreciation in the combined company, and any warrants, which would expire
    worthless.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on pages 46-47 of the Registration
Statement.

Neither the GSR III board of directors, page
41

    15.
    Reconcile your disclosure in this risk factor with your disclosure beginning on page 79.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have removed disclosure on pages 16 and 42 of the Registration
Statement to reconcile with the disclosure on page 79.

    4

The Business Combination

Background of the Business Combination, page
62

    16.

    Please revise to clarify whether Allison
    Macfarlane will be paid any fees in connection with her consulting work for GSR III. Please also describe her role as a consultant
    and in the negotiation of the Business Combination.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on pages 66 of the Registration
Statement.

    17.

    Please revise to explain how you determined
the pre-transaction valuation disclosed on page 64.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on pages 66 of the Registration
Statement.

    18.

    Revise your disclosure here to expand
the discussion of GSR III's and Terra's reasons for engaging in the business combination, and whether either entity considered other
transactions, such as Terra conducting a traditional IPO, in lieu of a de-SPAC. In addition, discuss the reasons for the timing and structure
of the merger for the parties. See Item 1605(b)(3) of Regulation S-K.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on pages 71-73 of the Registration
Statement.

    19.
    Describe the effects of the de-SPAC transaction and any related financing transaction on the special purpose acquisition company and its affiliates, the SPAC sponsor and its affiliates, the target company and its affiliates, and unaffiliated security holders of the special purpose acquisition company. The description must include a reasonably detailed discussion of both the benefits and detriments of the de-SPAC transaction and any related financing transaction to the special purpose acquisition company and its affiliates, the SPAC sponsor and its affiliates, the target company and its affiliates, and unaffiliated security holders of the special purpose acquisition company. The benefits and detriments of the de-SPAC transaction and any related financing transaction must be quantified to the extent practicable.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on pages 72-73 of the Registration
Statement.

    20.
    Your disclosure on page 63 indicates that PAC was acting on behalf of Terra Innovatum on November 14, 2024. However, your other disclosure states that PAC was not engaged by Terra Innovatum until December 18, 2024. Please reconcile.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on page 65 of the Registration
Statement.

    5

GSR III Board’s Reasons for Approval
of the Business Combination, page 67

    21.
    Please refer to third bullet. Expand to describe in greater detail the "forecasts" and "valuation analyses" with respect to the Business Combination to which you refer. Provide the disclosures required by Items 1607 and 1609 of Regulation S-K, as applicable.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on page 69 of the Registration
Statement to delete the references to forecasts and to provide a cross reference to the valuation analysis.

    22.
    We note your disclosure on page 68 that an adverse result in "the adidas lawsuit against Thom Browne" could be a negative factor concerning the Business Combination. Please revise to explain the relevance of that lawsuit, and if the result is material to the Business Combination, provide appropriate risk factor disclosure.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have deleted disclosure on pages 70 of the Registration
Statement since it is not applicable.

Certain Unaudited Terra Innovatum Prospective
Financial Information, page 73

    23.
    Refer to the penultimate paragraph on page 76. Please revise to clarify the contents of the "illustrative schedule" you mention, when that schedule was prepared and for what purpose it was used. Please also revise to disclose the material assumptions and bases for the deployment numbers to which you refer.

Response: The Registrants acknowledge
the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on pages 80 of the Registration
Statement.

Conflicts of Interest, page 77

    24.
    Please expand the disclosure in this section to describe the fiduciary duties of each director of the SPAC to other companies to which they have fiduciary duties. See Item 1603(c) of Regulation S-K.

Response: The Registrants
acknowledge the Staff’s comment and respectfully advise the Staff that the Registrants have revised disclosure on page 82-83
of the Registration Statement to add the other entities on which they serve, and note that the first paragraph on page 82
describes these duties.

Opinion of GSR III's Financial Advisor, page
79

    25.
    In the first paragraph, you disclose the opinion re