SecProbe.io

CORRESP
 1
 filename1.htm

 APERTURE AC

 835 Wilshire Blvd. 5 th Floor

 Los Angeles, CA 90017

 May 12, 2026

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, DC 20549

 Re:
 Aperture AC

 Registration Statement on Form S-1

 Filed November 17, 2025, as amended

 File No. 333-291583

 Ladies and Gentleman:

 Pursuant to Rule 461 under
the Securities Act of 1933, as amended, Aperture AC hereby requests acceleration of effectiveness of the above referenced Registration
Statement so that it will become effective at 5:00 p.m. ET on May 14, 2026, or as soon as thereafter practicable.

 Very truly yours,

 /s/ Calvin Kung

 Calvin Kung

 Chief Executive Officer

 cc: Ellenoff
Grossman & Schole LLP

CORRESP
 1
 filename1.htm

 May 12, 2026

 VIA EDGAR

 Securities and Exchange Commission
Division of Corporation Finance

 100 F Street, N.E.
Washington, D.C. 20549

 Re:
 Aperture AC

 Registration Statement on Form S-1

 File No. 333-291583

 Ladies and Gentlemen:

 Pursuant to Rule 461 of the General Rules and
Regulations under the Securities Act of 1933, as amended (the "Act"), the undersigned hereby joins in the request of Aperture
AC that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 5:00
p.m., Eastern Time, on May 14, 2026, or as soon thereafter as practicable, or at such other time as the Company or its outside counsel,
Ellenoff Grossman & Schole LLP, request by telephone that such Registration Statement be declared effective.

 Pursuant to Rule 460 of the General Rules and
Regulations of the Securities and Exchange Commission under the Securities Act of 1933, as amended, please be advised that there will
be distributed to each underwriter or dealer, who is reasonably anticipated to participate in the distribution of the security, as many
copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

 The undersigned advises that it has complied and
will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

 * * *

 [ Signature Page Follows ]

 Very truly yours,

 IB CAPITAL LLC

 By:
 /s/ Dan Thayer

 Name:
 Dan Thayer

 Title:
 Principal

CORRESP
 1
 filename1.htm

 Aperture AC

 835 Wilshire Blvd. 5th Floor,

 Los Angeles, CA, 90017

 VIA EDGAR

 May 6, 2026

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 Washington, D.C. 20549

 Attn: Eric McPhee

 Jennifer Monick

 Todd Schiffman

 Christian Windsor

 Re: Aperture AC

 S-1/A filed April 23, 2026

 File No. 333-291583

 Ladies and Gentleman:

 Aperture AC (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 April 29, 2026 relating to the Amendment No.3 to the Registration Statement
on Form S-1, filed by the Company with the Commission on April 23, 2026.

 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 made in response
to the Staff's comments have been made in the Amendment No. 4 to the Registration Statement on Form S-1 (the " Registration
Statement ") which is being submitted to the Commission contemporaneously with the submission of this letter.

 Amended Registration Statement No. 3 on
Form S-1, Submitted April 23, 2026

 Cover Page

 1. Reference is made to the second paragraph and the fourth sentence of the last paragraph on page 69.
Please clarify the nature of the "certain circumstances" where the per share redemption price could be below $10 per share.

 Response:

 The Company advises the Staff that the
Company has increased the funds to be deposited in the trust account, such that the pro rata redemption price will approximately $10.025
per public share (regardless of whether or not the underwriters exercise their over-allotment option), without taking into account any
interest or other income earned on such funds.

 In response to Staff's
comment, the Company has revised the second paragraph of the cover page and the fourth sentence of the last paragraph on page 69 of
the Registration Statement to add the following reference to the risk factor that provides additional discussion as to the nature of
certain circumstances where the per share redemption price could be below $10.025 per share (additions are [ bracketed, bolded
and underlined ] ):

 Cover Page:

 We expect the pro rata redemption price
to be approximately $10.025 per public share (regardless of whether or not the underwriters exercise their over-allotment option),
without taking into account any interest or other income earned on such funds, although the per share redemption price may be less in
certain circumstances. We cannot assure you that we will in fact be able to distribute such amounts as a result of claims of creditors,
which may take priority over the claims of our public shareholders. See " Summary - The Offering - Redemption rights for
public shareholders upon completion of our initial business combination" on page 26, "Summary - The
Offering - Redemption of public shares and distribution and liquidation if no initial business
combination " on page 31, and "Summary - The Offering - Indemnity by the sponsor in the event
of liquidation without a business combination on page 37" for more information . [See also " - If
third parties bring claims against us, the proceeds held in the trust account could be reduced and the per-share redemption amount
received by shareholders may be less than $10.025 per share " and other risk factors described in this " Risk Factors "
section.]

 Page 69:

 We expect that the pro rata redemption
price in any redemption will be approximately $10.025 per public share, without taking into account any interest or other income earned
on such funds (less any withdrawals of interest to pay our income taxes, if any), although the per share redemption price may be less
in certain circumstances. As a result, public shareholders who purchase units in this offering can anticipate receiving at least $10.025
per ordinary share (without taking into account interest or income earned on the amounts held in the trust account, less any permitted
withdrawals from accrued interest on such account) at the time of redemption for each share that they choose to redeem. [See " - If
third parties bring claims against us, the proceeds held in the trust account could be reduced and the per-share redemption amount
received by shareholders may be less than $10.025 per share " and other risk factors described in this " Risk Factors "
section] .

 * * *

 2

 We thank you for your review
of the foregoing and the Registration Statement. Should you have any questions or require any additional information, please do not hesitate
to contact our legal counsel, Jessica Yuan, Esq., of Ellenoff Grossman & Schole LLP, at jyuan@egsllp.com or by telephone at (212)
370-1300.

 Very truly yours,

 Aperture AC

 By:
 /s/ Calvin Kung

 Name:
 Calvin Kung

 Title:
 Chief Executive Officer

 cc: Jessica Yuan, Esq.

 Ellenoff Grossman & Schole LLP

 3

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 29, 2026

Calvin Kung
Chief Executive Officer
Aperture AC
835 Wilshire Blvd. 5th Floor,
Los Angeles, CA, 90017

 Re: Aperture AC
 Amendment No. 3 to Form S-1 filed April 23, 2026
 File No. 333-291583
Dear Calvin Kung:

 We have conducted a limited review of your registration statement and
have the
following comment.

 Please respond to this letter by amending your registration statement
and providing the
requested information. 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 any amendment to your registration statement and the
information you
provide in response to this letter, we may have additional comments.

Amendment No. 3 to Form S-1
Cover Page

1. Reference is made to the second paragraph and the fourth sentence of the
last paragraph
 on page 69. Please clarify the nature of the "certain circumstances"
where the per share
 redemption price could be below $10 per share.
 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

 Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

 Please contact Eric McPhee at 202-551-3693 or Jennifer Monick at
202-551-3295 if you
have questions regarding comments on the financial statements and related
matters. Please
 April 29, 2026
Page 2

contact Todd Schiffman at 202-551-3491 or Christian Windsor at 202-551-3419
with any other
questions.

 Sincerely,

 Division of Corporation
Finance
 Office of Real Estate &
Construction
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 Aperture AC

 835 Wilshire Blvd. 5th Floor,

 Los Angeles, CA, 90017

 VIA EDGAR

 April 22, 2026

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 Washington, D.C. 20549

 Attn:
 Eric McPhee

 Jennifer Monick

 Todd Schiffman

 Christian Windsor

 Re:
 Aperture
 AC

 S-1/A
 filed April 06, 2026

 File
 No. 333-291583

 Ladies and Gentleman:

 Aperture AC (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 April 15, 2026 relating to the Amendment No.2 to the Registration Statement
on Form S-1, filed by the Company with the Commission on April 6, 2026.

 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 made in response
to the Staff's comments have been made in the Amendment No. 3 to the Registration Statement on Form S-1 (the " Registration
Statement ") which is being submitted to the Commission contemporaneously with the submission of this letter.

 Amended Registration Statement on Form S-1,
Submitted April 6, 2026

 Cover Page

 1. We note that you disclose on the cover page, as well as elsewhere in the registration statement, that
you may withdraw funds from the trust account in order to make income tax payments. We note that in Section 1(j) of the trust agreement
indicates that any withdrawal from the trust in order to pay income taxes is limited to "interest earned on the (p)roperty."
Revise to clarify, if true, that your ability to make withdrawals from the trust account is limited and cannot reduce the $10 per share
deposited as part of this transaction.

 Response: The Company
respectfully acknowledges the Staff's comment and advises the Staff that the Company has revised its disclosure on cover page and
page 12, 22, 31, 32, 37, 46, 48, 49, 54, 69, 91, 97, 103, 114, 123, 127, 128, 130, 133, 153, 157, 158 and 166 of the Registration Statement.

 Summary, page 1

 2. We note that you state that the "completion window" is a period of "15 months from the
closing of the offering." We also note that in the trust agreement references an 18 month period, which it defines as the "completion
window." Revise your disclosure to clarify the reason why the registration statement and trust agreement appear to contemplate different
time periods to close the transaction.

 Response: The Company
respectfully acknowledges the Staff's comment and advises the Staff that the Company has updated the investment management trust
agreement and revised its disclosure on cover page and pages 1, 11, 44, 91, 103, 114 and 153 of the Registration Statement.

 * * *

 We thank you for your review
of the foregoing and the Registration Statement. Should you have any questions or require any additional information, please do not hesitate
to contact our legal counsel, Jessica Yuan, Esq., of Ellenoff Grossman & Schole LLP, at jyuan@egsllp.com or by telephone at (212)
370-1300.

 Very truly yours,

 Aperture AC

 By:
 /s/ Calvin Kung

 Name:
 Calvin Kung

 Title:
 Chief Executive Officer

 cc:
 Jessica Yuan, Esq.

 Ellenoff Grossman & Schole LLP

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 15, 2026

Calvin Kung
Chief Executive Officer
Aperture AC
835 Wilshire Blvd. 5th Floor,
Los Angeles, CA, 90017

 Re: Aperture AC
 S-1/A filed April 06, 2026
 File No. 333-291583
Dear Calvin Kung:

 We have conducted a limited review of your registration statement and
have the
following comments.

 Please respond to this letter by amending your registration statement
and providing the
requested information. 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 any amendment to your registration statement and the
information you
provide in response to this letter, we may have additional comments.

Amended Registration Statement on Form S-1, Submitted April 6, 2026
Cover Page

1. We note that you disclose on the cover page, as well as elsewhere in the
registration
 statement, that you may withdraw funds from the trust account in order
to make income
 tax payments. We note that in Section 1(j) of the trust agreement
indicates that any
 withdrawal from the trust in order to pay income taxes is limited to
"interest earned on
 the (p)roperty." Revise to clarify, if true, that your ability to make
withdrawals from the
 trust account is limited and cannot reduce the $10 per share deposited
as part of this
 transaction.
Summary, page 1

2. We note that you state that the "completion window" is a period of "15
months from the
 closing of the offering." We also note that in the trust agreement
references an 18 month
 period, which it defines as the "completion window." Revise your
disclosure to clarify
 the reason why the registration statement and trust agreement appear to
contemplate
 different time periods to close the transaction.
 April 15, 2026
Page 2

 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

 Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

 Please contact Eric McPhee at 202-551-3693 or Jennifer Monick at
202-551-3295 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Todd Schiffman at 202-551-3491 or Christian Windsor at 202-551-3419
with any other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real
Estate & Construction
</TEXT>
</DOCUMENT>