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CORRESP
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 April 24, 2025

 Securities and Exchange Commission
 Division of Corporation Finance
 100 F Street, N.E.
 Washington, DC 20549
 Attention: Mr. Timothy S. Levenberg

 Re:

 Costamare Bulkers Holdings Limited

 Registration Statement on Form 20-F (File No. 001-42581)

 Ladies and Gentlemen:

 Pursuant to Rule 12d1-2 promulgated under the Securities Exchange Act of 1934, as amended, Costamare Bulkers Holdings Limited (the “ Company ”), respectfully requests acceleration of the effectiveness of its Registration Statement on Form 20-F (File No. 001-42581) (as amended to date, the “ Registration Statement ”), so as to become effective at 5:00 p.m. Eastern time on Monday, April 28, 2025 or as soon as possible thereafter.

 The Company has been informed by the New York Stock Exchange (the “ NYSE ”) that the NYSE will certify to the Commission that
 the Company has been approved by the NYSE for listing and registration.

 The Company respectfully requests that it be notified of the effectiveness of the Registration Statement by a telephone call to D. Scott
 Bennett of Cravath, Swaine & Moore LLP at (212) 474-1132 and that such effectiveness also be confirmed in writing. Please do not hesitate to contact D. Scott Bennett at the same number with any questions or comments with respect to this letter.

 Very truly yours,

 By:

 /s/ Gregory Zikos

 Gregory Zikos

 Chief Executive Officer

January 10, 2025
Gregory Zikos
Chief Executive Officer
Costamare Bulkers Holdings Limited
7 rue du Gabian, MC 98000
Monaco
Re:Costamare Bulkers Holdings Limited
Amended Draft Registration Statement on Form 20-FR12B
Response Letter dated December 27, 2024
CIK No. 0002033535
Dear Gregory Zikos:
            We have reviewed your letter of response 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. Unless we note otherwise, any references to prior comments are to comments in
our November 26, 2024 letter.
Response Letter dated December 27, 2024
Financial Statements, page F-1
We understand from your response to prior comment 5 that you do not believe
financial statements for the registrant are required because you believe it meets the
definition of a business combination related shell company, although you represent
that the Company “…will acquire the Shipowning Subsidiaries prior to completion of
the spin-off and will acquire CBI promptly after completion of the spin-off.”

The definition of a business combination related shell company (as set forth in Rule
405 of Regulation C) applies when the shell entity is formed either solely for the
purpose of changing its corporate domicile within the United States; or solely for the 1.

January 10, 2025
Page 2
purpose of completing a business combination transaction among one or more entities
other than the shell company, none of which is a shell company.

As the Company is incorporated in the Republic of the Marshall Islands and is the
intended recipient of the dry bulk business of Costamare Inc., it does not meet this
definition.  We reissue prior comment 5.

2.We note your disclosure on page 42 stating “Currently Costamare Bulkers Holdings
holds all of the equity interests in Costamare Inc.’s subsidiaries that held, hold or were
formed for the purpose of holding the owned dry bulk vessels and any related assets
and liabilities through our wholly owned subsidiary, Costamare Bulkers Ships.”  Tell
us how your response to prior comment 5, characterizing Costamare Bulkers Holdings
Ltd. as a shell company, reconciles with this disclosure.

Please clarify the extent to which this disclosure reflects any aspects of the internal
reorganization that was intended to be completed prior to the spin-off, as referenced
on pages F-8 and F-18, and indicate the dates associated with any such events. Please
describe to us the status of the entity since its formation on September 29, 2023, and
provide us with details of all operations, including any assets and liabilities held or
conducted by or through the entity since that date.

Please also explain to us how the formation date and your characterization of the
entity as a shell company reconcile with disclosures on pages 31 and F-39 of the
Costamare Inc. 2023 third quarter, and 2022 annual reports, in which Costamare
Bulkers Holdings Limited is identified as the parent of Costamare Bulkers Inc.
beginning in 2022.

            Please contact Lily Dang at 202-551-3867 or Robert Babula at 202-551-3339 if you
have questions regarding comments on the financial statements and related matters. Please
contact Timothy S. Levenberg at 202-551-3707 or Karina Dorin at 202-551-3763 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:D. Scott Bennett, Esq., of Cravath, Swaine & Moore LLP

November 26, 2024
Gregory Zikos
Chief Executive Officer
Costamare Bulkers Holdings Limited
7 rue du Gabian, MC 98000
Monaco
Re:Costamare Bulkers Holdings Limited
Amended Draft Registration Statement on Form 20-FR12B
Filed November 13, 2024
CIK No. 0002033535
Dear Gregory Zikos:
            We have reviewed your amended 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. Unless we note otherwise, any references to prior comments are to comments in
our September 30, 2024 letter.

Form DRS 20-FR/A1 filed November 13, 2024
Restructuring Transactions, page 42
1.Please expand your disclosure to quantify the cash consideration that will be paid to
Costamare Inc. in connection with the CBI Share Purchase.

November 26, 2024
Page 2
Operating and Financial Review and Prospects
Results of Operations
General and Administrative Expenses, page 96
2.Please expand your disclosure to discuss reasons for the change in general and
administrative expenses from $3.6 million in 2022 to $9.7 million to 2023.

Non GAAP Financial Measures, page 98
3.We note your response to prior comment 3 and also your presentation of the non-
GAAP measure Voyage Revenue Adjusted on a Cash Basis.  If the “accrued charter
revenue” represents charter revenue earned for the relevant period, please clarify why
it was not included in revenue recognized for the period under U.S. GAAP. If the
“accrued charter revenue” adjustment represents revenue not yet earned under U.S.
GAAP, please explain how your non-GAAP measure complies with the Non-GAAP
Financial Measures Compliance and Disclosure Interpretations (C&DI) Answer to
Question 100.04.
4.We note that “accrued charter revenue” is also an adjustment to derive your non
GAAP measure Adjusted EBITDA, based on your reconciliation from U.S. GAAP
Net Income to non GAAP measure Adjusted EBITDA on page 99. If “accrued charter
revenue” represents amount that has not been earned and recognized under U.S.
GAAP, please similarly explain how such adjustment complies with C&DI Answer to
Question 100.04.

Financial Statements, page F-1
5.Revise the filing to include the audited financial statements for the recently formed
holding company Costamare Bulkers Holdings Limited which was formed on
September 29, 2023.  Refer to the guidance in Regulation S-X Rule 3-01(a) and Rule
15-01(e), applicable by Form 20-F General Instruction B.(d) and Item 18.(b).

6.Please update your financial statements to comply with Form 20-F Item 8.A.5.

Note 1 - Basis of Presentation and General Information, page F-8
7.We note your response to prior comment 7.  Please expand your disclosure to clarify
that you operate the business in a single operating and reportable segment and also
include a brief explanation supporting your single reportable segment.

General
8.Please confirm that Costamare Inc. will deliver an information statement that
describes the spin-off and your company, and substantially complies with Regulation
14A or Regulation 14C under the Exchange Act. Refer to Staff Legal Bulletin No. 4.

November 26, 2024
Page 3
            Please contact Lily Dang at 202-551-3867 or Robert Babula at 202-551-3339 if you
have questions regarding comments on the financial statements and related matters. Please
contact Timothy S. Levenberg at 202-551-3707 or Karina Dorin at 202-551-3763 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:D. Scott Bennett, Esq., of Cravath, Swaine & Moore LLP

September 30, 2024
Gregory Zikos
Chief Executive Officer
Costamare Bulkers Holdings Limited
7 rue du Gabian, MC 98000
Monaco
Re:Costamare Bulkers Holdings Limited
Draft Registration Statement on Form 20-FR
Filed September 3, 2024
File No. 377-07422
Dear Gregory Zikos:
            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 revise your cover page to provide the address of the company's principal executive
offices and the company contact person.
Operating and Financial Review and Prospects, page 86
Results of Operations, page 94
We note that your voyage expenses and charter-in hire expenses, in aggregate represented
91.6% and 11.9% of your 2023 and 2022 revenues, respectively.  Additionally, we note
your discussions about the nature of charter uses, services provided and pricing structures
of the owned vessels versus the CBI vessels on page 86, and discussions about different
profit margins for spot market charters versus long term time charters on pages 89-90.

 2.

September 30, 2024
Page 2

Please expand your discussions of results of operations to more clearly quantify the
changes due to prices, volumes, profit margins or other factors, adding metrics, such as
number of operating days and charter rates, as necessary to enhance your discussions. To
the extent the revenues and related expenses differ significantly between owned vessels
versus CBI charter vessels, or between voyage charters versus time charters, present the
information and discussions on a disaggregated basis to better reflect the economics of
your business, and ensure that the reasons for the significant changes are clearly
explained. Refer to Form 20-F Items 5. and 5.A.

Non-GAAP Financial Measures, page 97
3.We note that you broadly discuss certain non-GAAP measures though you do not actually
disclose any non-GAAP measures.  Revise the filing to remove this disclosure or clarify
whether you intend on disclosing any non-GAAP measures in a future amendment.
Credit Facilities, page 99
4.Please file as exhibits all material contracts, including your existing credit facilities and
the new credit facilities. See Instructions as to Exhibits, Form 20-F, including instruction
4.
Directors and Senior Management, page 107
5.Please revise Mr. Pagratis's biographical description to disclose his position at Costamare
Services.
Major Shareholders, page 111
6.Expand the disclosure accompanying the table to disclose the familial
relationships among the three large shareholders, Konstantinos
Konstantakopoulos, Achillefs Konstantakopoulos, and Christos Konstantakopoulos.  We
note the references throughout the filing to the Konstantakopoulos family.
Notes to Financial Statements, page F-8
7.Disclose the factors used to identify your reportable segments, including whether
operating segments have been aggregated. We refer to the guidance in ASC 280-10-50-
21.  In this regard, we note your disclosure in Note 1 on page F-8 referring to the Owned
Dry Bulk Fleet Segment and the CBI dry bulk operating platform for charter-in/out
vessels.  As part of your response, tell us how you identified your
operating segments based on the criteria provided in ASC 280-10-50-1 through 50-9 and
provide us with a list of these operating segments.  To the extent you have more than one
operating segment, please tell us how you considered the aggregation criteria in ASC 280-
10-50-11 and the quantitative thresholds in ASC 280-10-50-12 in determining your
reportable segments.
            Please contact Lily Dang at 202-551-3867 or Robert Babula at 202-551-3339 if you have
questions regarding comments on the financial statements and related matters. Please contact

September 30, 2024
Page 3
Timothy S. Levenberg at 202-551-3707 or Karina Dorin at 202-551-3763 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:D. Scott Bennett, Esq., of Cravath, Swaine & Moore LLP